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CONTENTS
2. IDFC FOUNDATION 35
CIN U65900TN2014PLC097942
OPERATIONS REVIEW
IDFC Limited (IDFC) was granted an In-principle approval by the Reserve Bank of India (RBI) on April 9, 2014 (RBI In-Principle
Approval) to set up a new bank in the private sector under Section 22 of the Banking Regulation Act, 1949. The applicable RBI
Guidelines specify that all new banks are required to be set up through a Non-Operative Financial Holding Company (NOFHC) and will
need to be categorically structured such that all businesses which a bank is permitted to carry out, will necessarily vest in the new bank.
The bank and all other regulated financial services entities (regulated by the RBI or other financial sector regulators) will need to be held
by such NOFHC.
Accordingly, IDFC Financial Holding Company Limited (IDFC FHCL or the Company) was incorporated on November 7, 2014 as a
wholly owned subsidiary of IDFC.
IDFC FHCL received Certificate of Registration from the RBI on June 18, 2015 for Non-operative Financial Holding Company
(as a non-deposit taking NBFC).
FINANCIAL HIGHLIGHTS
(AMOUNT IN `)
PARTICULARS FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
Total Income 1,114,370,707 35,487,207
Less: Total Expenses 3,561,826 2,906,682
Profit before Tax 1,110,808,881 32,580,525
Less: Provision for Tax 17,246,000 11,728,000
Profit after Tax 1,093,562,881 20,852,525
DIVIDEND
During the year, the Company paid an interim dividend of ` 781,865,000. The Directors did not recommend any final dividend for the
year ended March 31, 2017.
A statement containing salient features of the financial statement and all other requisite details of the aforesaid subsidiary companies in
the format AOC-I forms part of this report and marked as Annexure I.
I D F C F I N A N C I A L H O L D I N G C O M PA N Y L I M I T E D | 3
BOARD'S REPORT
SHARE CAPITAL UPDATE
During the year Company issued and allotted 244,240,000 shares by way of Rights Issue to IDFC Limited. The total share capital of the
Company as on March 31, 2017 was ` 90,292,400,000.
PARTICULARS OF EMPLOYEES
The Company does not have any employee as on March 31, 2017.
PUBLIC DEPOSITS
The Company has neither invited nor accepted any Public Deposits during the year under review.
Dr. Omkar Goswami resigned from the board vide his letter dated April 2, 2017. The Board placed on record its sincere appreciation
towards the services rendered by him. Further, the Company is in the process of appointing requisite no. of Independent Directors
(IDs) and reconstitute its Audit & Risk Committee and Nomination and Remuneration Committee.
The Board of Directors recommends reappointment of Mr. Vinod Rai at the ensuing AGM.
The following are the Directors / KMPs of the Company:
Table 1
DECLARATION OF INDEPENDENCE
As per the provisions of the Act, IDs are not liable to retire by rotation and the terms of appointment of IDs will be governed by the
provisions of the Act. All IDs have given declarations that they meet the criteria of independence as laid down under Section 149(6) of
the Act.
BOARD MEETINGS
During FY17, the Board met six times and gap between two consecutive board meetings was less than one hundred and twenty days.
The dates of the meetings were: April 29, 2016; July 26, 2016; October 28, 2016; January 31, 2017; February 17, 2017 and March 31, 2017.
The composition of the Board is in compliance with the Act.
Attendance details of the Board Meeting are given in Table 2
(i) the Audit and Risk Committee; (ii) Nomination & Remuneration Committee; (iii) Corporate Social Responsibility Committee.
Table 2
NAME OF THE DIRECTOR DIN CATEGORY BOARD AUDIT AND RISK NOMINATION & CORPORATE SOCIAL
COMMITTEE REMUNERATION RESPONSIBILITY
COMMITTEE COMMITTEE
Mr. Vinod Rai 01119922 Chairperson & Nominee Director C 6/6 4/4 1/1 -
Dr. Jaimini Bhagwati 07274047 Independent Director 6/6 C 4/4 - C 1/1
Mr. Donald Peck 00140734 Nominee Director 6/6 4/4 C 1/1 1/1
Ms. Marianne kland 03581266 Nominee Director 6/6 - 1/1 -
Dr. Omkar Goswami* 00004258 Independent Director 3/6 3/4 - 1/1
* Resigned w.e.f. April 2, 2017
** figures marked with C represent Chairperson of the Board/Committee
During the year, one meeting of NRC was held on April 29, 2016. The composition and attendance details of the NRC Meeting held during
FY17 is given in Table 2.
The disclosure of contents of CSR Policy as prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014 are
annexed herewith as Annexure IV.
I D F C F I N A N C I A L H O L D I N G C O M PA N Y L I M I T E D | 5
BOARD'S REPORT
BOARD EVALUATION
Pursuant to the provisions of the Act, a detailed questionnaire was prepared and circulated to the Board for Annual evaluation. The
Directors discussed and requested for some changes.
The Company is in the process of designing a simplified Questionnaire based on the inputs/views from some of the Independent
Directors that would cover the essence of evaluation. The said process is expected to be completed in due course of time.
AUDITORS
At the AGM of the Company held on September 28, 2016, the shareholders had approved the appointment of Deloitte Haskins & Sells
LLP (DHS), Chartered Accountants, (Registration No. 117366W / W-100018) as Statutory Auditors for a period of 1 year to hold office
from the conclusion of the 2nd AGM up to the conclusion of the 3rd AGM of the Company. There were no qualifications, reservations or
adverse remarks or disclaimers made by the Statutory Auditors in their report on the Financial Statements for FY17. DHS will retire at the
conclusion of the ensuing AGM.
Accordingly, the Audit Committee and Board of Directors of the Company at their respective meetings held on April 28, 2017
recommended the appointment of M/s Price Waterhouse & Co, Chartered Accountants LLP (FRN 304026E/E300009) (PWC) as the
Statutory Auditors of the Company, in place of DHS, Chartered Accountants, for a period of five years from the conclusion of ensuing
AGM upto the conclusion of 8th AGM to be held for FY22, subject to approval of the Shareholders of the Company at the ensuing AGM
and subsequent ratification on annual basis.
PWC have confirmed that their appointment, if made, would be in conformity with the provisions of Section 141 of the Act and have also
indicated their willingness to be appointed.
A Resolution seeking approval for appointment of PWC is included in the Notice of the ensuing AGM. The Board recommends the
appointment of PWC, as the Statutory Auditors of the Company as per the details given in the Notice.
REMUNERATION POLICY
The Company has a policy in place for identification of independence, qualifications and positive attributes of Directors. The Board
approved the Remuneration Policy which is formulated in line with the requirements of the Act.
RISK MANAGEMENT
The Members of the Audit & Risk Committee ensure the measurement and control of risk factors and advice on the same to the
Management of the Company.
SECRETARIAL AUDIT
Pursuant to the provisions of Section 204 of the Act and Rule 9 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Company had appointed M/s. Bhandari & Associates, Company Secretaries to undertake the Secretarial Audit
of the Company for FY17. The Secretarial Audit Report forms part of this report and marked as Annexure II.
ACKNOWLEDGEMENTS
We are grateful to RBI and other regulatory bodies for their co-operation and support. The Directors also express their gratitude for the
unstinted support and guidance received from IDFC Limited and other group companies.
Vinod Rai
Chairperson
I D F C F I N A N C I A L H O L D I N G C O M PA N Y L I M I T E D | 7
ANNEXURE I
FORM AOC-I
PART A SUBSIDIARIES
2 IDFC AMC Trustee Company Limited May 30, 2008 0.05 0.10 0.16 0.01
3 IDFC Asset Management Company Limited May 30, 2008 2.68 220.73 276.31 52.90
4 IDFC Capital (Singapore) Pte. Ltd.* January 2, 2008 246.22 (48.98) 197.51 0.27
5 IDFC Capital (USA) Inc.* August 3, 2009 4.62 1.53 6.29 0.14
6 IDFC Investment Managers (Mauritius) Limited* September 13, 2010 2.51 (1.00) 1.57 0.06
7 IDFC Securities Limited October 22, 2007 14.14 131.72 205.45 59.59
8 IDFC Securities Singapore Pte. Ltd* November 21, 2012 14.91 (11.50) 3.65 0.24
9 IDFC Trustee Company Limited October 11, 2002 0.05 4.95 5.01 0.01
11 IDFC Bank Limited October 21, 2014 3,399.01 11,279.04 112,159.66 97,481.61
(Previous Year) NA NA NA NA
PREFERENCE EQUITY
- - (0.23) - (0.23) - - 75
NA NA NA NA NA NA NA -
I D F C F I N A N C I A L H O L D I N G C O M PA N Y L I M I T E D | 9
ANNEXURE II
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED MARCH 31, 2017
[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,
IDFC FINANCIAL HOLDING COMPANY LIMITED
CIN: U65900TN2014PLC097942
We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate
practices by IDFC FINANCIAL HOLDING COMPANY LIMITED (hereinafter called the Company). Secretarial Audit was conducted
in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our
opinion thereon.
Based on our verification of the Companys books, papers, minute books, forms and returns filed and other records maintained by the
Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of
secretarial audit, we hereby report that in our opinion, the Company has, during the audit period covering the financial year ended on
31st March, 2017 complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and
compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:
We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the
financial year ended on March 31, 2017 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;
iv. Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment.
The Company does not have any Overseas Direct Investment and External Commercial Borrowings during the financial year;
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;
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#;
d. The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014#;
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;
g. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009#; and
h. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998#;
#
The Regulations or Guidelines, as the case may be were not applicable for the period under review.
The list of Acts, Laws and Regulations specifically applicable to the Company are given below:
vi. Reserve Bank of India Guidelines for Licensing of New Banks in the Private Sector, 2013.
vii. Systemically Important Non-Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank)
Directions, 2015.
We have also examined compliance with the applicable clauses of the following:
i. Secretarial Standards issued by the Institute of Company Secretaries of India.;
ii. The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015#.
#
Not applicable for the period under review
During the period under review the Company has generally complied with the provisions of the Act, Rules, Regulations, Guidelines,
Standards, etc. mentioned above subject to the following:
a) Company does not have requisite number of Independent Director as required under clause G of Guidelines for Licensing of New
Banks in the Private Sector, 2013.
b) Composition of the Audit & Risk Management Committee and Nomination & Remuneration Committee does not have requisite
number of Independent Directors as required under the provisions of the Companies Act, 2013.
We have been informed by the Management of the Company that they are under process of appointing requisite number of Independent
directors and re-constituting its Audit & Risk Management Committee and Nomination & Remuneration committee.
10 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE II
SECRETARIAL AUDIT REPORT
We further report that
Subject to the foregoing the Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-
Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the
period under review were carried out in compliance with the provisions of the Act.
Adequate notice is given to all Directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven
days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the
meeting and for meaningful participation at the meeting.
During the period under review, decisions were carried through unanimously and no dissenting views were observed, while reviewing
the minutes.
We further report that there are adequate systems and processes in the Company commensurate with the size and operations of the
Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
We further report that during the audit period, the Company has undertaken following events/actions
i. Board of Directors of the Company at its meeting held on January 31, 2017 has issued and offered 244,240,000 Equity Shares by
way of Rights Issue to IDFC Limited for cash, at par, for an aggregate price of ` 244.24 Crore.
ii. Board of Directors at their meeting held on January 31, 2017 has approved the acquisition of approximately 25% Equity Share
Capital of IDFC Asset Management Company Limited and IDFC AMC Trustee Company Limited from Natixis Global Asset
Management Asia Pte Ltd for an amount of ` 244.24 Crore.
S. N. Bhandari
Partner
FCS No: 761; C P No. : 366
Annexure A
To
The Members,
IDFC FINANCIAL HOLDING COMPANY LIMITED
CIN: U65900TN2014PLC097942
Our Secretarial Audit Report for the Financial Year ended on March 31, 2017 of even date is to be read along with this letter.
1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express an
opinion on these secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness
of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in
secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
4. Where ever required, we have obtained the Management representation about the compliance of laws, rules and regulations and
happening of events etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of
management. Our examination was limited to the verification of procedures on test basis.
6. 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.
S. N. Bhandari
Partner
FCS No: 761; C P No. : 366
I D F C F I N A N C I A L H O L D I N G C O M PA N Y L I M I T E D | 1 1
ANNEXURE III
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
As on the financial year ended on March 31, 2017
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014]
i) CIN U65900TN2014PLC097942
ii) Registration Date November 7, 2014
iii) Name of the Company IDFC FINANCIAL HOLDING COMPANY LIMITED
iv) Category / Sub-Category of the Company Company Limited by shares
Indian Non-Government Company
v) Address of the Registered office and contact details KRM Tower, 7th Floor, No.1,
Harrington Road, Chetpet, Chennai 600 031.
Tel.: +91 44 4564 4000, Fax: +91 44 4564 4022
vi) Whether listed company Yes / No No
vii) Name, Address and Contact details of Registrar and Transfer Agent, if any Karvy Computershare Private Limited,
Karvy Selenium Tower B, Plot No. 31 & 32,
Gachibowli, Financial District, Nanakramguda,
Serilingampally, Hyderabad 500 032.
Tel.: +91 40 6716 1500 Fax No.: +91 40 2342 0814
All the business activities contributing 10 % or more of the total turnover of the company shall be stated:-
SR. NAME AND DESCRIPTION OF MAIN PRODUCTS / SERVICES NIC CODE OF THE PRODUCT / % TO TOTAL TURNOVER OF THE
NO. SERVICE COMPANY
SR. NAME AND ADDRESS OF THE CIN/GLN HOLDING/ SUBSIDIARY/ % OF SHARES APPLICABLE SECTION
NO. COMPANY ASSOCIATE HELD
12 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE III
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
IV. SHARE HOLDING PATTERN (EQUITY SHARE CAPITAL BREAKUP AS PERCENTAGE OF TOTAL EQUITY)
CATEGORY OF SHAREHOLDERS NO. OF SHARES HELD AS ON MARCH 31, 2016 NO. OF SHARES HELD AS ON MARCH 31, 2017 % CHANGE
DURING
DEMAT PHYSICAL TOTAL % OF TOTAL DEMAT PHYSICAL TOTAL % OF TOTAL THE YEAR
SHARES SHARES
A. PROMOTERS
Indian
Bodies Corp. 8,784,999,940 60 8,785,000,000 100 9,029,239,940 60 9,029,240,000 100 NIL
SUB-TOTAL (A):- 8,784,999,940 60 8,785,000,000 100 9,029,239,940 60 9,029,240,000 100 NIL
B. PUBLIC SHAREHOLDING NIL NIL NIL NIL NIL NIL NIL NIL NIL
C. SHARES HELD BY NIL NIL NIL NIL NIL NIL NIL NIL NIL
CUSTODIAN FOR GDRS
& ADRS
GRAND TOTAL (A+B+C) 8,784,999,940 60 8,785,000,000 100 9,029,239,940 60 9,029,240,000 100 NIL
SR. SHAREHOLDERS NAME SHAREHOLDING AS ON MARCH 31, 2016 SHARE HOLDING AS ON MARCH 31, 2017 % CHANGE
NO. IN SHARE
NO. OF SHARES % OF TOTAL % OF SHARES NO. OF SHARES % OF TOTAL % OF SHARES HOLDING
SHARES PLEDGED/ SHARES PLEDGED/ DURING THE
OF THE ENCUMBERED TO OF THE ENCUMBERED TO YEAR
COMPANY TOTAL SHARES COMPANY TOTAL SHARES
(iv) Shareholding Pattern of top Ten Shareholders (other than Directors, Promoters and Holders of GDRs AND ADRs):
NOT APPLICABLE
(v) Shareholding of Directors and Key Managerial Personnel: NIL
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment: NIL
I D F C F I N A N C I A L H O L D I N G C O M PA N Y L I M I T E D | 1 3
ANNEXURE III
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
B. Remuneration to other directors:
SR. PARTICULARS OF REMUNERATION NAME OF DIRECTORS TOTAL
NO. VINOD RAI DONALD MARIANNE OMKAR JAIMINI AMOUNT
PECK KLAND GOSWAMI BHAGWATI IN `
1. Independent Directors NA NA NA
Fee for attending board committee meetings 200,000 300,000 500,000
Commission for FY16 paid in FY17 500,000 500,000 1,000,000
Others, please specify NIL NIL NIL
Total (1) 700,000 800,000 1,500,000
2. Other Non-Executive Directors
Total (2) NIL NIL NIL NA NA NA
Total (B) = (1 + 2) NIL NIL NIL 700,000 800,000 1,500,000
Overall Ceiling as per the Act Refer Note
Note: In terms of the provisions of the Act, the remuneration payable to Directors other than Executive Directors shall not exceed 1% of
the net profit of the Company. The remuneration paid to the Directors is well within the said limit.
14 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE IV
CORPORATE SOCIAL RESPONSIBILITY (CSR)
[Pursuant to clause (o) of sub-section (3) of section 134 of the Act and Rule 9 of the Companies (Corporate Social Responsibility) Rules, 2014]
1. A brief outline of the Companys 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 programs.
The CSR policy is to ensure that CSR activities are not performed in silos and that it be skillfully and inextricably woven into the
fabric of the Companys business strategy for overall value creation for all stakeholders. IDFC believes that profitability must be
complemented by a sense of responsibility towards all stakeholders with a view to make a material, visible and lasting difference to
the lives of disadvantaged sections of the people, preferably in the immediate vicinity in which the Company operates but at the
same time ensure widespread spatial distribution of its CSR activities Pan-India befitting its status as a conscientious
corporate citizen.
Section 135 of Companies Act, 2013 (the Act) read with Companies (Corporate Social Responsibility Policy) Rules 2014 requires
IDFC Financial Holding Co. Ltd. to mandatorily spend on CSR.
During the year, IDFC Financial Holding Co. Ltd. carried out CSR activities through its associate company, namely, IDFC Foundation,
a not-for-profit Company within the meaning of Section 8 of the Act, 2013 (erstwhile Section 25 of the Companies Act, 1956).
The object of the CSR activities would seek to
(a) serve the poor, marginalised and underprivileged
(b) promote inclusion
(c) be sustainable
(d) meet needs of the larger community and society
IDFC Foundation, as implementing agency on behalf of IDFC Limited and its group companies, undertook the following CSR
activities which fall within the ambit of the activities listed in Schedule VII of the Act for promoting the development of
(a) livelihoods
(b) rural development projects
(c) promoting healthcare including preventive health care
(d) education
(e) community engagement/development
(f) environmental sustainability
(g) disaster relief
(h) research and studies in all or any of the activities mentioned in Schedule VII and
(i) Others
2. The Composition of the CSR Committee:
Dr. Jaimini Bhagwati, Chairperson
Mr. Donald Peck
Dr. Omkar Goswami
3. Average net profit of the company for last three financial years ` 2,435,032
4. Prescribed CSR Expenditure (2% of the amount as in item 3. above) ` 48,701
5. Details of CSR spent during the financial year.
a) Total amount to be spent for the financial year: ` 48,701
b) Amount spent during the year: ` 50,000
c) Amount unspent, if any; Nil
d) Manner in which the amount spent during the financial year is detailed below: Annexure A
6. In case the Company has failed to spend 2% 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: Not Applicable
7. The CSR Committee of the Company hereby confirms that the implementation and monitoring of CSR Policy, is in compliance with
CSR objectives and Policy of the Company.
For IDFC Financial Holding Company Limited
I D F C F I N A N C I A L H O L D I N G C O M PA N Y L I M I T E D | 1 5
ANNEXURE A
CORPORATE SOCIAL RESPONSIBILITY (CSR)
[Pursuant to clause (o) of sub-section (3) of section 134 of the Act and Rule 9 of the Companies (Corporate Social Responsibility) Rules, 2014]
1 Improvement in the learning environment in night schools - which cater to underprivileged Cl.(ii) promoting education
students.
2 Improvement in learning outcomes and universalization of primary education for a set of Cl.(ii) promoting education
60 schools in the backward blocks of Ramgarh and Kishangarh through an identified set of
interventions and infrastructure improvements.
3 Promoting Digital Literacy amongst School Students to enable access to universal knowledge, Cl.(ii) promoting education
quality education, healthcare, transparent governance and economic opportunities.
4 Support towards strengthening and improving the quality of life in Indian cities and towns. Cl.(ii) promoting education
Cl.(ii) livelihood enhancement projects,
5 Improvement of infrastructure facilities at Anganwadi centre and Primary Schools at Cl.(ii) promoting education
Sanghakheda Kalan Village
Total
6 Providing economic and affordable service delivery on water and sanitation to the community. Cl.(i) Sanitation & Safe Drinking water
7 Support for affordable and accessible healthcare services. Cl.(i) promoting health care including
preventive health care
8 Support for elimination of Open Defecation and achieving Open Defecation Free Status in Cl.(i) Sanitation
Machlipatnam division of Krishna District
Total
9 Cattle Care program for breed improvement by providing services such as Artificial Insemination Cl.(ii) livelihood enhancement projects,
(AI) & other Veterinary Services to enhance the livelihoods of small and marginal farming families
in rural districts
10 Improving the aspired quality of life for the people through the development of infrastructure Cl.(ii) livelihood enhancement projects;
projects - (i) Setting up of Micro Hydel for supply of electricity, (ii) Solar street light and (iii) Cl. (iv) ensuring environmental sustainability;
clean drinking water in Mawlyngbwa Village, Meghalaya Cl. (x) rural development projects.
11 Setting up a Centre of Excellance for developing Handloom and Crafts as a means of sustainable Cl.(ii) livelihood enhancement projects,
livelihoods for the women in the remote areas of Uttarakhand
12 Support on improving the competitiveness of Indian economy through jobs and livelihood Cl.(ii) livelihood enhancement projects,
creation.
13 Financial inclusion through channelizing Interoperable Micro ATMs Network to improve access to Cl.(ii) livelihood enhancement projects;
basic banking & payments network services after providing financial literacy and digital skilling Cl. (x) rural development projects.
program under Rural Livelihoods & Development Program
Total
14 Research & studies on various programmes Various clauses of Schedule VII
Total
Total Direct Expense of Project & Programmes (A)
Overhead Expense (B)
Total (A) + (B)
*IDFC Foundation, a wholly owned subsidiary of the IDFC Limited, is an implementing agency of IDFC Limited and its group Companies and engaging
Corporate Social Responsibility (CSR) activities as per the CSR policy adopted by IDFC & its group companies in line with the Schedule VII of the
Companies Act, 2013.
The Company is primarily focussing on CSR activities as well defined projects or programmes that would include promoting and development of (a)
livelihoods, (b) rural development projects, (c) promoting healthcare including preventive health care, (d) education, (e) community engagement/
development, (f) environmental sustainability, (g) disaster relief, (h) research and studies in all or any of the activities mentioned in Schedule VII and (i)
Others, with the help of various partners.
16 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
IN `
(4) (5) (6) (7) (8)
PROJECTS OR PROGRAMS (1) LOCAL AREA OR OTHER (2) SPECIFY THE AMOUNT AMOUNT SPENT ON THE PROJECTS CUMULATIVE AMOUNT SPENT
STATE AND DISTRICT WHERE PROJECTS OR PROGRAMS WAS UNDERTAKEN OUTLAY OR PROGRAMS SUB HEADS: EXPENDITURE : DIRECT OR
(BUDGET) (1) DIRECT EXPENDITURE ON UP TO THE THROUGH
PROJECTS OR PROGRAMS (2) OVER REPORTING IMPLEMENTING
HEADS PERIOD AGENCY
Maharashtra-Mumbai 482 482
I D F C F I N A N C I A L H O L D I N G C O M PA N Y L I M I T E D | 1 7
INDEPENDENT AUDITORS REPORT
TO THE MEMBERS OF IDFC FINANCIAL HOLDING COMPANY LIMITED
This responsibility also includes 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 frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit.
In conducting our audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which
are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit of the financial statements in accordance with the Standards on Auditing specified under Section 143(10) of the
Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements.
The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control
relevant to the Companys preparation of the financial statements that give a true and fair view in order to design audit procedures
that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and
the reasonableness of the accounting estimates made by the Companys Directors, as well as evaluating the overall presentation of the
financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on
the financial statements.
Opinion
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 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 31 March 2017 and its profit and its cash flows for the year ended
on that date.
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purposes of our audit.
b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our
examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement
with the relevant books of account
d) In our opinion, the aforesaid financial statements comply with the Accounting Standards prescribed under section 133 of the Act.
e) On the basis of the written representations received from the directors as on March 31, 2017 taken on record by the Board of
Directors, none of the directors is disqualified as on March 31, 2017 from being appointed as a director in terms of Section 164
(2) of the Act.
18 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
INDEPENDENT AUDITORS REPORT
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. Our report expresses an unmodified opinion on the
adequacy and operating effectiveness of the Companys internal financial controls over financial reporting.
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, as amended, in our opinion and to the best of our information and according to the explanations
given to us:
i. the Company does not have any pending litigations which would impact its financial position;
ii. The Company did not have long term contracts including derivative contracts for which there were any material
foreseeable losses;
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the
Company;
iv. The Company did not have any holding and dealings in Specified Bank Notes as defined in the Notification S.O. 3407(E)
dated the 8th November, 2016 of the Ministry of Finance, during the period from 8th November 2016 to 30th December 2016.
2. As required by the Companies (Auditors Report) Order, 2016 (the Order/CARO 2016) issued by the Central Government in
terms of Section 143(11) of the Act, we give in Annexure B a statement on the matters specified in paragraphs 3 and 4 of the Order.
Kalpesh J. Mehta
(Partner)
(Membership No. 487915)
I D F C F I N A N C I A L H O L D I N G C O M PA N Y L I M I T E D | 1 9
ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 1(f) under Report on Other Legal and Regulatory Requirements section of our report of even date)
Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (the Act)
We have audited the internal financial controls over financial reporting of IDFC FINANCIAL HOLDING COMPANY LIMITED (the
Company) as of March 31, 2017 in conjunction with our audit of the financial statements of the Company for the year ended on that date.
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit.
We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the
Guidance Note) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section
143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether
adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in
all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on
the auditors judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to
fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
Companys internal financial controls system over financial reporting.
Opinion
In our opinion, to the best of our information and according to the explanations given to us the Company has, in all material respects,
an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were
operating effectively as at March 31, 2017 based on Guidance Note on Audit of Internal Financial Controls Over Financial Reporting
issued by the Institute of Chartered Accountants of India.
Kalpesh J. Mehta
(Partner)
(Membership No. 487915)
20 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 2 under Report on Other Legal and Regulatory Requirements section of our report of even date)
(i) The Company does not have any fixed assets and hence reporting under clause (i) of the CARO 2016 is not applicable.
(ii) The Company does not have any inventory and hence reporting under clause (ii) of the CARO 2016 is not applicable.
(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 Companies Act, 2013.
(iv) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of
Sections 185 and 186 of the Companies Act, 2013 in respect of grant of loans, making investments and providing guarantees and
securities, as applicable.
(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year and hence
reporting under clause (v) of the CARO 2016 is not applicable.
(vi) Having regard to the nature of the Companys business / activities, reporting under clause (vi) of the CARO 2016 is not applicable.
(vii) According to the information and explanations given to us, in respect of statutory dues:
(a) The Company has been regular in depositing undisputed statutory dues, including, Income-tax, Service Tax, cess and other
material statutory dues applicable to it to the appropriate authorities.
According to the information and explanations given to us, during the year, there were no dues payable in respect of Provident
Fund, Employees State Insurance, Sales tax, Custom Duty, Value Added Tax and Excise duty.
(b) There were no undisputed amounts payable in respect of Income-tax, Service Tax, cess and other material statutory dues in
arrears as on March 31, 2017 for a period of more than six months from the date they became payable.
(c) There are no dues of Income-tax, Service Tax, Value Added Tax, cess and other material statutory dues which have not been
deposited as on March 31, 2017 on account of disputes.
(viii) The Company has not taken any loans or borrowings from financial institutions, banks and government or has not issued any
debentures. Hence reporting under clause (viii) of the CARO 2016 is not applicable to the Company.
(ix) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term loans
and hence reporting under clause (ix) of the CARO 2016 is not applicable.
(x) To the best of our knowledge and according to the information and explanations given to us, no material fraud by the Company and
no fraud on the Company by its officers or employees has been noticed or reported during the year.
(xi) In our opinion and according to the information and explanations given to us, the Company has paid / provided managerial
remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the
Companies Act, 2013.
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the CARO 2016 is not applicable.
(xiii) In our opinion and according to the information and explanations given to us the Company is in compliance with Section 177 and
188 of the Companies Act, 2013, where applicable, for all transactions with the related parties and the details of related party
transactions have been disclosed in the financial statements etc. as required by the applicable accounting standards
(xiv) During the year the Company has not made any preferential allotment or private placement of shares or fully or partly convertible
debentures and hence reporting under clause (xiv) of CARO 2016 is not applicable to the Company.
(xv) In our opinion and according to the information and explanations given to us, during the year the Company has not entered into
any non-cash transactions with its directors or directors of its holding or subsidiary companies or persons connected with them and
hence provisions of section 192 of the Companies Act, 2013 are not applicable.
(xvi) The Company is required to be registered under section 45-IA of the Reserve Bank of India Act, 1934 and it has obtained the
registration.
Kalpesh J. Mehta
(Partner)
(Membership No. 487915)
I D F C F I N A N C I A L H O L D I N G C O M PA N Y L I M I T E D | 2 1
BALANCE SHEET AS AT MARCH 31, 2017
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
NOTES ` `
For Deloitte Haskins and Sells LLP For and on behalf of the Board of Directors of
Chartered Accountants IDFC Financial Holding Company Limited
(Registration No. 117366W/W-100018)
22 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2017
NOTES ` `
I INCOME
II EXPENSES
IV TAX EXPENSE
V PROFIT FOR THE YEAR FROM CONTINUING OPERATIONS (III - IV) 1,093,562,881 20,852,525
For Deloitte Haskins and Sells LLP For and on behalf of the Board of Directors of
Chartered Accountants IDFC Financial Holding Company Limited
(Registration No. 117366W/W-100018)
I D F C F I N A N C I A L H O L D I N G C O M PA N Y L I M I T E D | 2 3
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2017
NOTES ` `
NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C) (1,193,470) 1,392,246
Cash and cash equivalents as at the beginning of the year. 10 1,392,246 -
Cash and cash equivalents as at the end of the year. 10 198,776 1,392,246
(1,193,470) 1,392,246
Reconcialition :
Cash & Cash equivalents as per Balance Sheet (refer note no. 10) 737,598,776 442,892,246
Less : Bank balances not considered as Cash & Cash equivalents as defined 737,400,000 441,500,000
in AS 3 Cash Flow Statements
NET CASH & CASH EQUIVALENTS AS DEFINED IN AS 3 CASH FLOW STATEMENTS 198,776 1,392,246
For Deloitte Haskins and Sells LLP For and on behalf of the Board of Directors of
Chartered Accountants IDFC Financial Holding Company Limited
(Registration No. 117366W/W-100018)
24 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
01 BACKGROUND
IDFC Financial Holding Company Limited (the Company) is a public company, incorporated in India. The Company is a wholly owned
subsidiary of IDFC Limited. The Company has received certificate of registration for Non-Banking Financial Company (NBFC) Non-
Operating Financial Holding Company (NOFHC) from Reserve Bank of India, on June 18, 2015. As per the guidelines for licensing of new
banks in the private sector issued by Reserve Bank of India (RBI), the company, a Non-Operative Financial Holding Company Limited
holds the investment in IDFC Bank as well as all other financial services entities of the group regulated by RBI or other financial sector
regulators.
B. USE OF ESTIMATES
The preparation of the financial statements in conformity with Indian GAAP requires the Management to make estimates and
assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and the reported income
and expenses during the year. The Management believes that the estimates used in preparation of the financial statements are
prudent and reasonable. Future results could differ due to these estimates and the differences between the actual results and the
estimates are recognised in the periods in which the results are known / materialise.
C. INVESTMENTS
Investments which are readily realisable and intended to be held for not more than one year from the date on which such
investments are made are classified as current investments in accordance with the RBI guidelines and Accounting Standard 13 on
Accounting for Investments as specified under section 133 of Companies Act, 2013. All other investments are classified as
long term investments.
All investments are initially recorded at cost. The cost of an investment includes purchase price, directly attributable acquisition
charges and reduced by recovery of costs, if any. On disposal of an investment, the difference between its carrying amount and the
net disposal proceeds is charged or credited to the Statement of Profit and Loss.
Long Term Investments are carried at acquisition cost. A provision is made for diminution other than temporary on an
individual basis.
Current investments are valued scrip-wise and depreciation / appreciation is aggregated for each category. Net appreciation
in each category, if any, being unrealised gain is ignored, while net depreciation is provided for.
D. REVENUE RECOGNITION
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be
reliably measured. In addition, the following criteria must also be met before revenue is recognised:
Interest Income is accounted on accrual basis.
Dividend is accounted on accrual basis when the right to receive is established.
Profit / loss earned on sale of investments is recognised on trade date basis. Profit / loss on sale of investments is determined
based on the FIFO cost for current investments and weighted average cost for long term investments.
E. TAXES ON INCOME
Income tax expense comprises of current income tax and deferred tax. Current tax is the amount payable on the taxable income for
the year as determined in accordance with the applicable tax rates and the provisions of the Income Tax Act, 1961. The accounting
treatment for income-tax in respect of the Companys income is based on Accounting Standard 22 on Accounting for Taxes on
Income as specified under section 133 of Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014. The
provision made for income-tax in the accounts comprises both, the current tax and the deferred tax. The deferred tax assets and
liabilities for the year arising on account of timing differences are recognised in the Statement of Profit and Loss and the cumulative
effect thereof is reflected in the Balance Sheet.
Deferred tax is recognised on timing differences, being the differences between the taxable income and the accounting income
that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax is measured using the
tax rates and the tax laws enacted or substantively enacted as at the reporting date. Deferred tax liabilities are recognised for all
timing differences. Deferred tax assets are recognised for timing differences of items other than carry forward losses only to the
extent that reasonable certainty exists that sufficient future taxable income will be available against which these can be realised.
However, if there are carry forward of losses and items relating to capital losses, deferred tax assets are recognised only if there is
virtual certainty supported by convincing evidence that there will be sufficient future taxable income available to realise the assets.
Deferred tax assets and liabilities are offset if such items relate to taxes on income levied by the same governing tax laws and the
Company has a legally enforceable right for such set off. Deferred tax assets are reviewed at each balance sheet date for their
realisability.
I D F C F I N A N C I A L H O L D I N G C O M PA N Y L I M I T E D | 2 5
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
J. OPERATING CYCLE
Based on the nature of activities of the Company and the normal time between acquisition of assets and their realisation in cash or
cash equivalents, the Company has determined its operating cycle as 12 months for the purpose of classification of its assets and
liabilities as current and non-current.
03 SHARE CAPITAL
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NUMBER ` NUMBER `
Authorised shares
Equity shares of ` 10 each 10,000,000,000 100,000,000,000 10,000,000,000 100,000,000,000
Issued, subscribed & fully paid-up shares
Equity shares of ` 10 each 9,029,240,000 90,292,400,000 8,785,000,000 87,850,000,000
(All of above shares are held by IDFC Limited
and its nominees).
TOTAL 90,292,400,000 87,850,000,000
(a) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the year.
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NUMBER ` NUMBER `
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) Details of shareholders holding more than 5% of the shares in the Company
Equity shares
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NUMBER % OF HOLDING NUMBER % OF HOLDING
26 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
05 TRADE PAYABLES
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
Total Outstanding dues of micro enterprises and small enterprises (see note below) - -
Total Outstanding dues of creditors other than micro enterprises and small enterprises
Provision for expenses 2,131,250 2,559,000
TOTAL 2,131,250 2,559,000
Note:
Disclosures under the Micro, Small and Medium Enterprises Development Act, 2006:
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
(a) Principal amount remaining unpaid to any supplier at the end of the accounting year. - -
(b) Interest due thereon remaining unpaid to any supplier at the end of the accounting year. - -
(c) The amount of interest due and payable for the period of delay in making payment (which - -
have been paid but beyond the appointed day during the year) but without adding the
interest specified under the Micro, Small and Medium Enterprises Development Act, 2006.
(d) The amount of interest accrued and remaining unpaid at the end of each accounting year. - -
(e) The amount of further interest remaining due and payable even in the succeeding years, - -
until such date when the interest dues above are actually paid to the small enterprise, for
the purpose of disallowance of a deductible expenditure under Section 23 of the Micro,
Small and Medium Enterprises Development Act, 2006.
Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information
collected by the Management. This has been relied upon by the auditors.
I D F C F I N A N C I A L H O L D I N G C O M PA N Y L I M I T E D | 2 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
(`) ` `
` `
Advance income tax [net of provision of `17,246,000 (Previous Year ` 11,728,000)] 155,935 156,291
155,935 156,291
28 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
13 OTHER INCOME
FOR THE YEAR FOR THE YEAR
ENDED MARCH 2017 ENDED MARCH 2016
` `
14 OTHER EXPENSES
FOR THE YEAR FOR THE YEAR
ENDED MARCH 2017 ENDED MARCH 2016
` `
16 The Company is engaged in the business of non banking financial services. As such, there are no separate reportable
segments as per Accounting Standard 17 on Segment Reporting as specified u/s 133 of Companies Act, 2013.
I D F C F I N A N C I A L H O L D I N G C O M PA N Y L I M I T E D | 2 9
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
17 As per Accounting Standard 18 on Related Party Disclosures as specified u/s 133 of Companies Act, 2013, the related parties
of the Company are as follows:
Holding Company :
IDFC Limited
Subsidiary Company:
IDFC Alternatives Limited
IDFC Asset Management Company Limited
IDFC AMC Trustee Company Limited
IDFC Bank Limited
IDFC Infrastructure Finance Limited (Formerly known as IDFC Infra Debt Fund Limited)
IDFC Securities Limited
IDFC Trustee Company Limited
The nature and volume of transactions carried out with the above related party in the ordinary course of business are as follows:
NAME OF RELATED PARTY AND NATURE OF PARTICULARS CURRENT YEAR PREVIOUS YEAR
RELATIONSHIP ` `
Holding Company
IDFC Limited Issue of shares 2,442,400,000 87,849,500,000
Purchase of shares of following companies:
IDFC Alternatives Limited - 2,000,483,750
IDFC Asset Management Company Limited - 6,294,873,879
IDFC AMC Trustee Company Limited - 496,750
IDFC Bank Limited - 70,300,220,445
IDFC Infrastructure Finance Limited - 1,520,000,000
(Formerly known as IDFC Infra Debt Fund Limited)
IDFC Securities Limited - 4,400,973,117
IDFC Trustee Company Limited - 500,000
Interim dividend paid 781,865,000 -
Fellow Subsidiary:
IDFC Bank Limited Balance in Current Accounts 187,631 786,742
Balance in Deposit Accounts 737,400,000 441,500,000
Interest Income (Net of TDS) 45,910,103 15,827,434
Interest accrued 24,208,931 7,059,617
Dividend received 449,378,167 -
IDFC Alternatives Limited Interest Income - 16,660,479
Inter corporate deposits taken and repaid - 1,557,500,000
Purchase of Investment in IDFC Infrastructure - 1,430,000,000
Finance Limited
(Formerly known as IDFC Infra Debt Fund limited)
IDFC Finance Limited Purchase of Investment in IDFC Infrastructure - 150,000,000
Finance Limited
(Formerly known as IDFC Infra Debt Fund limited)
IDFC Infrastructure Finance Limited Purchase / Subscription of Investment - 1,300,000,000
(Formerly known as IDFC Infra Debt
Fund Limited)
IDFC Asset Management Dividend received 612,831,315 -
Company Limited
30 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
18 In accordance with Accounting Standard 20 on Earnings Per Share as specified u/s 133 of Companies Act, 2013:
PARTICULARS CURRENT YEAR PREVIOUS YEAR
19 IDFC Financial Holding Company Limited was incorporated as a Company under the Companies Act, 2013 on November 07,
2014. RBI has granted a certificate dated June 18, 2015 to the Company permitting it to commence and carry on the business
of NOFHC (as a non-deposit taking NBFC).
The following additional information is disclosed in terms of the RBI circular (Ref. No. DNBR (PD) CC No.008/03.10.119/2016-17):
(a) Capital to risk assets ratio (CRAR):
I Value of Investments
The Company has not made any provisions in the current year and in the previous year.
(c) Asset Liability Management Maturity pattern of certain items of assets and liabilities as on March 31, 2017
PARTICULARS UPTO OVER 1 OVER 2 OVER 3 OVER 6 OVER 1 OVER 3 OVER 5 YEARS TOTAL
30 / 31 MONTH MONTH MONTH & MONTHS YEAR YEAR
DAYS UPTO UPTO UPTO & UPTO & UPTO & UPTO
2 MONTHS 3 MONTHS 6 MONTH 1 YEAR 3 YEARS 5 YEARS
` ` ` ` ` ` ` ` `
Deposits - - - - - - - - -
Advances - - - - - - - - -
Investments - - - - - - - 89,840,715,289 89,840,715,289
Borrowings - - - - - - - - -
Foreign Currency - - - - - - - - -
assets
Foreign Currency - - - - - - - - -
liabilities
I D F C F I N A N C I A L H O L D I N G C O M PA N Y L I M I T E D | 3 1
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Asset Liability Management Maturity pattern of certain items of assets and liabilities as on March 31, 2016
PARTICULARS UPTO OVER 1 OVER 2 OVER 3 OVER 6 OVER 1 OVER 3 OVER 5 YEARS TOTAL
30 / 31 MONTH MONTH MONTH & MONTHS YEAR YEAR
DAYS UPTO UPTO UPTO & UPTO & UPTO & UPTO
2 MONTHS 3 MONTHS 6 MONTH 1 YEAR 3 YEARS 5 YEARS
` ` ` ` ` ` ` ` `
Deposits - - - - - - - - -
Advances - - - - - - - - -
Investments - - - - - - - 87,398,047,941 87,398,047,941
Borrowings - - - - - - - - -
Foreign Currency - - - - - - - - -
assets
Foreign Currency - - - - - - - - -
liabilities
(d) Investor group wise classification of all investments (Current and Long Term) in shares and securities (both Quoted and
Unquoted):
1. Related Parties
(a) Subsidiaries 121,873,360,037 89,840,715,289 99,584,737,947 87,398,047,941
(b) Companies in the same group - - - -
(c) Other related parties - - - -
2. Other than related Parties - - - -
(e) Exposure to Capital Market
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
Direct investment in equity shares, convertible bonds, convertible debentures and 89,840,715,289 87,398,047,941
units of equity-oriented mutual funds the corpus of which is not exclusively invested
in corporate debt;
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;
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;
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;
Secured and unsecured advances to stockbrokers and guarantees issued on behalf of - -
stockbrokers and market makers;
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;
Bridge loans to companies against expected equity flows / issues; and - -
All exposures to Venture Capital Funds (both registered and unregistered). - -
TOTAL EXPOSURE TO CAPITAL MARKET 89,840,715,289 87,398,047,941
32 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
During the year ended March 31, 2017 there was no penalty imposed by RBI (Previous Year ` Nil).
(h) Considering the nature of the business of the entity and transactions entered during the year ended March 31, 2017 and March
31, 2016 following disclosures required as per NBFC circular DNBR (PD) CC.No.008/03.10.119/2016-17 are not applicable to the
Company and hence are not disclosed:
(v) Detail of Single Borrower Limit (SGL) / Group Borrower Limit (GBL) exceeded by the NBFC.
(vii) Ratings assigned by credit rating agencies and migration of ratings during the year.
(xii) Overseas Assets (for those with Joint Ventures and Subsidiaries abroad).
20 DETAILS OF SPECIFIC BANK NOTES (SBNs) HELD AND TRANSACTED DURING THE PERIOD NOVEMBER 8, 2016
TO DECEMBER 30, 2016 IS PROVIDED IN TABLE BELOW:
PARTICULARS SBNS OTHER DENOMINATION NOTES TOTAL
I D F C F I N A N C I A L H O L D I N G C O M PA N Y L I M I T E D | 3 3
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
2. Amount spent towards CSR during the year and recognised as expense in the Statement of Profit and Loss on CSR related
activities is ` 50,000 (Previous Year ` Nil), which comprise of following:
FOR THE YEAR ENDED MARCH 31, 2017 FOR THE YEAR ENDED MARCH 31, 2016
NATURE OF ACTIVITIES IN CASH YET TO BE PAID IN TOTAL IN CASH YET TO BE PAID IN TOTAL
CASH CASH
(I.E. PROVISION) (I.E. PROVISION)
34 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
IDFC
FOUNDATION
CIN U93000DL2011NPL215231
OPERATIONAL REVIEW
IDFC Foundation (the Company), a not-for-profit company, within the meaning of Section 8 of the Companies Act, 2013 (erstwhile
Section 25 of the Companies Act, 1956), was incorporated in India on March 4, 2011. IDFC Institute (a division of IDFC Foundation)
has been set up as a research-focused think / do tank to investigate the political, economic and spatial dimensions of Indias ongoing
transition from a low-income state-led country to a prosperous market-based economy.
After the enactment of Companies Act, 2013, the focus of the Company has been re-alinated as per Section 135 of the Companies Act,
2013 read with CSR Rules 2014. IDFC Foundation, as implementing agency, carries out CSR activities as per CSR policy adopted by IDFC
and its group Companies in line with the schedule VII of the Companies Act, 2013. The Company primarily focuses on CSR activities
as well defined projects or programmes that include promoting and development of (a) livelihoods, (b) rural development projects,
(c) promoting healthcare including preventive health care, (d) education, (e) community engagement/development, (f) environmental
sustainability, (g) disaster relief, (h) research and studies in all or any of the activities mentioned in Schedule VII of the Companies Act,
2013 and (i) Others;
During the FY17, some of the major projects that the Company has undertaken in pursuit of its CSR policy are given as under:-
Rural development and livelihood program through Financial Inclusion: The Company aims to build a nationwide network of
interoperable Micro ATMs (MATMs) that will significantly improve access for all customers, irrespective of which bank they have an
account with, to basic banking & payments network services. The Company will roll out MATMs in rural districts across the country
and educate people on all aspects of financial literacy, skill these people to operate Aadhar enabled, digitally connected tablets and
other similar devices and support (in the form of a free micro ATM) to all individuals who are selected to become Mitra and thereby
creating livelihood and income generating opportunities for people in rural India.
Elimination of Open Defecation and achieving Open Defecation Free Status in Machlipatnam division of Krishna District, AP:
The Company in collaboration with its partner (Tata Trust) has provided Strategic Support to State Government of Andhra
Pradesh in implementing district wide approach for Elimination of Open Defecation and achieving Open Defecation Free Status
in Machlipatnam division of Krishna District. The Company aims to promote toilet construction and generate awareness amongst
community members to change their insanitary behaviours.
Cattle Care Program in Madhya Pradesh and Karnataka: The Company initiated Cattle Care Program that focuses on cattle breed
improvement and care through permanent high-quality affordable veterinary infrastructure and temporary cattle camps to enhance
the livelihoods of small and marginal farming families in rural districts of Madhya Pradesh and Karnataka.
Promoting Digital Literacy in Government Schools: The Company aims to promote Digital Literacy among school students
through establishment of Digital Learning Centres (DLC) in 18 government schools of Hoshangabad District of Madhya Pradesh.
The programme is in line with the governments aim to transform the country into a digitally empowered society and knowledge
economy. The program is aimed at improving learning outcomes of students in classes I to X.
Learning Outcome Improvement Programme in Alwar, Rajasthan: The primary education improvement programme for Improving
Learning Outcomes in 60 Government Primary Schools in Ramgarh and Kishangarh blocks of Alwar District of Rajasthan aims at
(i) Improvement in teaching-learning processes through the use of effective pedagogic tools (ii) development of leadership skills
among students through extra-curricular activities, (iii) Improvement in overall school management through strengthening of School
Management Committees (SMCs) (iv) Improvement in the physical environment of the schools.
Developing Handloom and Craft Livelihood in Uttarakhand: The Company developed a Centre of Excellence (COE) for traditional
handloom and craft which will anchor efforts to revive the dying arts and craft of the mountains of Uttarakhand and to provide
artisans living in remote areas critical facilities like skill upgradation, design and product development services, high quality raw
materials, and a common platform for marketing.
Masoom: The Company has been supporting Masoom, an NGO, to implement the Night School Transformation Programme and
working towards improving enrollment and learning outcomes at 10 night schools across Mumbai city.
Setting up of Solar Street Lighting and Safe & Clean drinking water in Meghalaya: The Company has installed solar street lights at
the Mawlyngbna village in Meghalaya to help improve the quality of life for communities. With the Solar Street Lights and lighting
up of public spaces, tourists would also be encouraged to spend the night in the village to experience the local culture, which would
significantly improve the livelihood of the villagers. The Company is also making efforts to provide clean drinking water to the
village from natural spring by providing infrastructure to prevent contamination of drinking water at source.
Transforming quality of life in Indian cities and town: Improving access to basic minimum quality of public infrastructure and
services by transforming social infrastructure and service delivery in Indias town and cities.
36 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BOARD'S REPORT
Affordable service delivery on water and sanitation: Developing a framework for promoting and delivering affordable water and
sanitation facilities that impact the poor and the under serviced section of the society in the state of Odisha.
Support for affordable and accessible healthcare services: To develop a network of individuals and institutions involved in the
process of digitization and data-work across the country, to improve delivery of affordable and accessible health care services.
Support on improving the competitiveness of Indian economy through jobs and livelihood creation: To create more productive
jobs for Indias rapidly rising workforce by integrating Indian enterprises into global value chains and by creating an enabling
environment for firms to expand, grow and hire more workers.
Improvement of infrastructure at 2 primary schools and anganwadi centre at Sanghakhedakalan Village, Hoshangabad:
The Company has improved physical infrastructure including classroom upgradation and levelling & paving of the ground at 2
primary schools in villages covered by the Centres SansadAdarshGram Yojana at SangakhedaKalan, HoshangabadDist, M.P.
Research & Studies: IDFC Institutes research is structured around two pillars Transitions and State Capacity. The research under
Transitions evaluates the multiple dimensions of Indias transition from rural to urban, informal to formal, farm to non-farm and a
low to high productivity economy with its corresponding impact on poverty reduction. Further, this research also aims to establish
the centrality of well-paying and secure jobs to economic development and poverty alleviation. Research under the second pillar,
State Capacity is focused on enhancing institutional capacity within the government, for robust implementation and strong
governance. The objective is to minimise the transmission loss between the intent layer of public policy and the execution layer
of governance. With this aim, IDFC Institute works closely with various stakeholders, including the government, to plug this loss
through innovative solutions grounded in actionable research and recommendations.
FINANCIAL HIGHLIGHTS
(AMOUNT IN `)
BOARD OF DIRECTORS
The Board of Directors oversee the management functions to ensure that these are effective and enhance Shareholder value. The Boards
mandate inter alia is to have an oversight of the Companys strategic direction, to review the performance, assess the adequacy of risk
management and mitigation measures, to ensure regulatory compliance as well as high standards of governance and safeguard interests
of all stakeholders. The Board comprises of five Directors with two of its Directors being Independent. The Independent Directors (IDs)
are eminent personalities with significant expertise in the fields of agriculture, education and economy. None of the Directors are related
to any other Director or employee of the Company.
BOARD MEETINGS
The Board of Directors of the Company meets at regular intervals to discuss and decide on CSR activities and strategy apart from the
regular board business. During the year, the Board met six (6) times on April 27, 2016, June 23, 2016, August 10, 2016, October 26, 2016,
January 24, 2017 and March 29, 2017 and the intervening period between two Board meetings was well within the maximum gap of 120
days as prescribed under the Companies Act, 2013. The attendance of the Board Meetings held during FY17 is given in the Table 1.
AUDIT COMMITTEE
The Audit Committee comprises of three Members, majority being IDs. The Committee is headed by Dr. Ashok Gulati and Ms. Sonalde B.
Desai and Mr. Sunil Kakar as its members. The Audit Committee of the Company was re-constituted with effect from January 24, 2017 in
view of the resignation of Mr. Anil Baijal, Chairperson with effect from December 30, 2016. During the year, the Audit Committee met five
(5) times on April 27, 2016, June 23, 2016, August 10, 2016, October 26, 2016 and January 24, 2017. The gap between any two consecutive
meetings was within the period prescribed under the Companies Act, 2013. The Committee meets, inter alia, to review the accounts
of the Company, transactions with related party, and to discuss the audit findings and recommendations of the internal and statutory
auditors. The composition and attendance details of the Audit Committee Meetings held during FY17 is given in Table 1.
I D F C F O U N D AT I O N | 3 7
BOARD'S REPORT
Table 1
The Key Managerial Personnel pursuant to Section 203 of the Companies Act, 2013 are as follows:
1. Mr. Animesh Kumar - Chief Executive Officer (CEO)*
2. Mr. Gopal Chandra Mondal - Chief Financial Officer
* Mr. Animesh Kumar, CEO, had resigned from the Company w.e.f. May 5, 2017. The Board placed on its sincere appreciation for the
valuable contribution and services rendered by Mr. Kumar during his tenure in the Company.
Dr. NS Rajan was appointed as the CEO in the capacity of Key Managerial Personnel (KMP) of the Company w.e.f. May 10, 2017.
During the year, Ms. Priyanka Agrawal resigned as the Company Secretary in the capacity of KMP w.e.f. October 26, 2016.
RETIREMENT BY ROTATION
In accordance with the Articles of Association of the Company and pursuant to the provisions of Section 152 of the Companies Act, 2013,
Dr. Rajiv B. Lall (DIN: 00131782) would retire by rotation at the ensuing Annual General Meeting (AGM) and being eligible, offers himself
for reappointment.
The Board of Directors recommends reappointment of Dr. Rajiv B. Lall (DIN: 00131782) at the ensuing AGM.
DECLARATION OF INDEPENDENCE
As per the provisions of the Companies Act, 2013, Independent Directors are not liable to retire by rotation and the terms of
appointment of Independent Directors are governed by the provisions of Companies Act, 2013. The Company has received a declaration
from IDs, at the time of their respective appointments and also at the first meeting of the Board of Directors held in the financial year,
that they meet the criteria of independence specified under sub-section (6) and (7) of Section 149 of the Act, read with Rule 5 of the
Companies (Appointment and Qualification of Directors) Rules, 2014 and that they shall abide by the Code for Independent Directors
as per Schedule IV of the Act.
STATUTORY AUDITORS
The Shareholders of the Company at their meeting held on September 27, 2016 had approved the appointment of Deloitte Haskins
& Sells (DHS), Chartered Accountants, (Registration No. 117365W) as Statutory Auditors for a period of 1 year to hold office from the
conclusion of the 6th AGM up to the conclusion of the 7th AGM of the Company. There was no qualifications, reservations or adverse
remarks or disclaimers made by the Statutory Auditors in their report. DHS will retire at the conclusion of the ensuing AGM.
Accordingly, the Audit Committee and Board of Directors of the Company at their respective meetings held on April 26, 2017
recommended the appointment of M/s Price Waterhouse & Co, Chartered Accountants LLP (FRN 304026E/E300009) (PWC)as
the Statutory Auditors of the Company, in place of Deloitte Haskins & Sells, Chartered Accountants, for a period of five years from the
conclusion of the 7th Annual General Meeting (AGM) of the Company to be held for FY17, subject to approval of the Shareholders of the
Company at the ensuing AGM and subsequent ratification on annual basis.
PWC have confirmed that their appointment, if made, would be in conformity with the provisions of Section 141 of the Companies Act,
2013 and have also indicated their willingness to be appointed.
The Resolution seeking approval of appointment of PWC is included in the Notice of the ensuing Annual General Meeting. The Board
recommends the appointment of PWC, as the Statutory Auditors of the Company.
38 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BOARD'S REPORT
RELATED PARTY TRANSACTIONS
As per Section 177, read with Section 188 of the Act, the Audit Committee of the Board of Directors approves the related party
transactions of the Company on a quarterly basis. Related party transactions entered during the year under review were in the ordinary
course of business and on an arms length basis, thus not requiring Board/Shareholders approval. A Board approved Policy on Related
Party Transactions is also uploaded on the website of the Company. Since all related party transactions entered into by the Company
were in the ordinary course of business and were on an arms length basis, Form AOC-2 is not applicable to the Company. As per
Accounting Standard (AS) 18 on Related Party Disclosures, the details of related party transactions entered into by the Company are
also included in the Notes to Accounts.
Subsidiary
(i) India PPP Capacity Building Trust (I-Cap)
Joint Venture
(i) Infrastructure Development Corporation (Karnataka) Limited (iDeCK),
(ii) Delhi Integrated Multi Modal Transit System Limited (DIMTS),
(iii) Uttarakhand Infrastructure Development Company Limited (Under Liquidation)
In addition, iDeCK, a joint venture of the Company, has one JV company namely Rail Infrastructure Development Company (Karnataka)
Limited.
A statement containing salient features of the financial statement and all other requisite details of all associates / joint venture
companies in the format AOC-I is appended as Annexure I. The statement also provides details of performance, financial position of each
subsidiary.
PARTICULARS OF EMPLOYEES
The Company had 14 employees as on March 31, 2017. The information required pursuant to section 197 read with Rule 5 of The
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company, will be
provided upon a request. In terms of Section 136 of the Act, the Report and Accounts are being sent to the Members and other entitled
thereto, excluding information on employees particulars which is available for inspection by the Members at the Registered Office of the
Company during business hours on working days of the Company up to the date of ensuing Annual General Meeting. If any Member is
interested in obtaining copy thereof, such Member may write to the Company in this regard.
PUBLIC DEPOSITS
During the year under review, your Company has neither invited nor accepted any Public Deposits.
I D F C F O U N D AT I O N | 3 9
BOARD'S REPORT
ANTI-SEXUAL HARASSMENT POLICY
The company has in place a policy on Sexual Harassment (Prevention & Redressal). The Company undertakes ongoing trainings to create
awareness on this policy. No instances of Sexual Harassment were reported during the period under review.
(a) in the preparation of financial statements for the year ended March 31, 2017, the applicable accounting standards have been
followed along with proper explanation relating to material departures, if any;
(b) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state of affairs of the company at March 31, 2017 and of the profit
and loss of the company for that period;
(c) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
(d) the directors had prepared the annual financial statements on a going concern basis; and
(e) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems
were adequate and operating effectively.
ACKNOWLEDGEMENTS
The Directors also express their gratitude for the unstinted support and guidance received from IDFC Limited and other group
Companies.
40 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE I
FORM AOC-I
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of the Companies (Accounts) Rules, 2014)
Statement containing sailent features of the financial statement of subsidiaries/associate companies/joint ventures
PART A: SUBSIDIARIES
(Information in respect of each subsidiary to be presented with amounts in `)
1 Sl. No./CIN NA
2 Name of the subsidiary India PPP Capacity
Building Trust
3 Date since when subsidiary was acquired March 23, 2011
4 Reporting period for the subsidiary concerned, if different from the holding company's reporting period NA
5 Reporting currency and exchange rate as on the last date of the relevant Financial year in the case of NA
foreign subsidiaries
6 Trust's capital 400
7 Reserves & surplus 1,536,178
8 Total assets -
9 Total liabilities -
10 Investments -
11 Turnover 2,254,773
12 Profit before taxation 1,983,923
13 Provision for taxation 448,000
14 Profit after taxation 1,535,923
15 Proposed Dividend -
16 Extent of unit holding in % 100
Note: T
here are no subsidiaries which are yet to commence operations.
No subsidiaries have been liquidated or sold during the year.
I D F C F O U N D AT I O N | 4 1
ANNEXURE II
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
As on the financial year ended on March 31, 2017
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014]
i) CIN U93000DL2011NPL215231
ii) Registration Date 04/03/2011
iii) Name of the Company IDFC FOUNDATION
iv) Category / Sub-Category of the Company A not for profit company, within the meaning of
Section 8 of the Companies Act, 2013.
v) Address of the Registered office and contact details The Capital Court, 6th Floor
Olof Palme Marg, Munirka
New Delhi 110067
Tel : +91 11 4331 1000
vi) Whether listed company Yes / No No
vii) Name, Address and Contact details of Registrar and Transfer Agent, if any N.A.
1. IDFC Foundation ("the Company"), a not-for-profit IDFC Foundation receives CSR 100
company, within the meaning of Section 8 of the contribution from IDFC Limited
Companies Act, 2013 (erstwhile Section 25 of the and its group companies for
Companies Act, 1956 and also registered under carrying out CSR activities.
Section 80G and 12AA of the Income Tax Act, 1961 as a
charitable organisation.
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
DEMAT PHYSICAL TOTAL % OF TOTAL DEMAT PHYSICAL TOTAL % OF TOTAL THE YEAR
SHARES SHARES
A. Promoters
Indian
a) Bodies Corp. NIL 13,000,000 13,000,000 100 NIL 13,000,000 13,000,000 100 NIL
SUB-TOTAL (A) :- NIL 13,000,000 13,000,000 100 NIL 13,000,000 13,000,000 100 NIL
Total shareholding of NIL 13,000,000 13,000,000 100 NIL 13,000,000 13,000,000 100 NIL
Promoter (A)
B. Public Shareholding NIL NIL NIL NIL NIL NIL NIL NIL NIL
C. Shares held by NIL NIL NIL NIL NIL NIL NIL NIL NIL
Custodian for GDRs &
ADRs
Grand Total (A+B+C) NIL 13,000,000 13,000,000 100 NIL 13,000,000 13,000,000 100 NIL
42 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE II
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
(ii) Shareholding of Promoters
SR SHAREHOLDERS NAME SHAREHOLDING AT THE BEGINNING OF THE YEAR SHARE HOLDING AT THE END OF THE YEAR % CHANGE IN
NO NO. OF SHARES % OF TOTAL %OF SHARES NO. OF SHARES % OF TOTAL %OF SHARES SHARE HOLDING
SHARES PLEDGED/ SHARES PLEDGED/ DURING THE
OF THE ENCUMBERED TO OF THE ENCUMBERED TO YEAR
COMPANY TOTAL SHARES COMPANY TOTAL SHARES
1. IDFC Limited & its 13,000,000 100 NIL 13,000,000 100 NIL NIL
nominees
Total 13,000,000 100 NIL 13,000,000 100 NIL NIL
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
NOT APPLICABLE
I. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment: NIL
1. Gross salary
(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961 NIL 974,616 630,744 1,605,360
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 16,200 - 16,200
(c) Profits in lieu of salary under section 17(3) Income tax Act, 1961 NIL NIL NIL NIL
2. Stock Option NIL NIL NIL NIL
3. Sweat Equity NIL NIL NIL NIL
4. Commission NIL NIL NIL NIL
as % of profit
others, specify
5. Others, please specify 112,621 62,047 174,668
TOTAL (A) NIL 1,103,437 692,791 1,796,228
During FY17 CFO & CS were paid bonus of ` 7.5 lacs & ` 5 lacs, respectively for FY16.
I D F C F O U N D AT I O N | 4 3
INDEPENDENT AUDITORS REPORT
TO THE MEMBERS OF IDFC FOUNDATION
This responsibility also includes 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 frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and
are free from material misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these standalone financial statements based on our audit.
In conducting our audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which
are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under Section
143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the standalone financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone financial
statements. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement
of the standalone financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal
financial control relevant to the Companys preparation of the standalone financial statements that give a true and fair view in order
to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the
accounting policies used and the reasonableness of the accounting estimates made by the Companys Directors, as well as evaluating
the overall presentation of the standalone financial statements.
We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the standalone
financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial
statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the
accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March, 2017, and its surplus and its cash
flows for the year ended on that date.
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 Income and Expenditure, and the Cash Flow Statement dealt with by this Report are in
agreement with the books of account.
d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards prescribed under section
133 of the Act.
e) On the basis of the written representations received from the directors as on 31 March, 2017 taken on record by the Board of
Directors, none of the directors is disqualified as on 31 March, 2017 from being appointed as a director in terms of Section 164
(2) of the Act.
44 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
INDEPENDENT AUDITORS REPORT
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. Our report expresses an unmodified opinion on the
adequacy and operating effectiveness of the Companys internal financial controls over financial reporting
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, as amended, 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 standalone financial statements
Refer Note 26 to the standalone financial statements;
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses Refer Note 27(b) to the standalone financial statements;
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the
Company Refer Note 28 to the standalone financial statements; and
iv. The Company has provided requisite disclosures in the standalone financial statements as regards its holding and dealings
in Specified Bank Notes as defined in the Notification S.O. 3407(E) dated 8 November, 2016 of the Ministry of Finance,
during the period from 8 November 2016 to 30 December 2016; and such disclosures are in accordance with the books of
account maintained by the Company Refer Note 14 to the standalone financial statements
2. The Companies (Auditors Report) Order, 2016 (the CARO 2016 Order) issued by the Central Government in terms of Section
143(11) of the Act, is not applicable to the Company in term of clause 1(2)(iii) of the CARO 2016 Order.
Kalpesh J Mehta
(Partner)
(Membership No. 48791)
I D F C F O U N D AT I O N | 4 5
ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 1 (f) under Report on Other Legal and Regulatory Requirements section of our report of even date)
Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies
Act, 2013 (the Act)
We have audited the internal financial controls over financial reporting of IDFC FOUNDATION (the Company) as of 31 March, 2017 in
conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit.
We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the
Guidance Note) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section
143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether
adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in
all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the
auditors judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or
error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
Companys internal financial controls system over financial reporting.
Opinion
In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects,
an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were
operating effectively as at 31 March, 2017, 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.
Kalpesh J Mehta
(Partner)
(Membership No. 48791)
46 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BALANCE SHEET AS AT MARCH 31, 2017
(`)
AS AT AS AT
NOTES MARCH 31, 2017 MARCH 31, 2016
Shareholders' funds
Current liabilities
a. Trade payables 5
ii. total outstanding dues to creditors other than micro enterprises and 79,626,745 13,585,174
small enterprises
ASSETS
Non-current assets
a. Fixed assets
Current assets
I D F C F O U N D AT I O N | 4 7
STATEMENT OF INCOME AND EXPENDITURE FOR THE YEAR ENDED MARCH 31, 2017
(`)
(I) INCOME
(II) EXPENDITURE
(III) SURPLUS FOR THE YEAR FROM CONTINUING OPERATIONS [(I)- (II)] 1,177,121 12,097,031
48 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2017
(`)
FOR THE YEAR ENDED FOR THE YEAR ENDED
NOTES MARCH 31, 2017 MARCH 31, 2016
A. CASH FLOW FROM OPERATING ACTIVITIES
Surplus before tax 1,177,121 12,097,031
Adjustments for :
Depreciation and amortisation expense 2,438,593 1,250,312
Provision for diminution in value of investments - 1,896,996
Loss on fixed assets sold / scrapped / written off 3,631 9,472
Bad trade and other receivables, loans and advances written off 1,310,157 387,590
Liabilities no longer required written back (336,900) -
Interest income from bank on deposits (26,775,256) (36,935,764)
Profit on redemption of non-current investments - (2,844,223)
Loss on disposal of long-term investment 63,501 -
Net gain on sale of current investments (25,762,681) (5,738,591)
Changes in working capital:
Adjustments for (increase)/decrease in operating assets
Trade receivables 125,391 4,392,080
Short-term loans and advances (3,664,222) 3,648,729
Long-term loans and advances - (10,000,000)
Other current assets (265,456,079) -
Adjustments for increase/(decrease) in operating liabilities
Trade payables 66,378,471 (3,696,377)
Other current liabilities (29,000,717) 129,846,252
Cash (used in) / generated from operations (279,498,990) 94,313,507
Net income- tax paid (8,275,840) (10,712,432)
NET CASH FLOW (USED IN) / FROM OPERATING ACTIVITIES (A) (287,774,830) 83,601,075
B. CASH FLOW FROM INVESTING ACTIVITIES
Capital expenditure on fixed assets (12,463,090) (326,142)
Proceeds from sale of fixed assets 257,236 354,496
Purchase of current investments - (269,365,939)
Proceeds from sale of long-term investments 1,636,499 11,136,389
Proceeds from sale of current investments 231,000,000 11,553,095
Interest received from banks 8,988,631 45,656,031
Bank balance not considered as cash and cash equivalents (net):
Placed (750,000) -
Matured - 700,000
NET CASH FLOW FROM / (USED IN) INVESTING ACTIVITIES (B) 228,669,276 (200,292,070)
C. CASH FLOW FROM FINANCING ACTIVITIES
NET CASH FLOW USED IN FINANCING ACTIVITIES (C) - -
NET DECREASE IN CASH AND CASH EQUIVALENTS (A)+(B)+(C) (59,105,554) (116,690,995)
Cash and cash equivalents as at the beginning of the year 14 357,431,170 474,122,165
Cash and cash equivalents as at the end of the year 14 298,325,616 357,431,170
(59,105,554) (116,690,995)
See accompanying notes forming part of the financial statements 1 to 31
I D F C F O U N D AT I O N | 4 9
NOTES FORMING PART OF THE FINANCIAL STATEMENTS
01 COMPANY OVERVIEW
IDFC Foundation (the Company), a not for profit company, within the meaning of Section 8 of the Companies Act, 2013 (earlier Section
25 of the Companies Act, 1956), was incorporated in India on 4 March, 2011.
The Company is a wholly-owned subsidiary of IDFC Limited and managed by the nominees of IDFC Limited and Independent directors.
The primary focus of the Company is to contribute to the development of infrastructure through engagement in policy research and
advocacy, programme support (for economic benefits to society) and in developing social infrastructure (education and healthcare). The
Company also oversees the working of its joint ventures with the state governments of Karnataka and Delhi.
Pursuant to the enactment of Companies Act, 2013 and Section 135 of the Companies Act, 2013, the Company, as an implementing
agency, has been carrying out Corporate Social Responsibility (CSR) activities as per CSR policy adopted by IDFC Limited and its group
Companies in line with the Schedule VII of the Companies Act, 2013. The Company primarily focuses on CSR activities as well defined
projects or programmes that includes promoting and development of (a) livelihoods, (b) rural development projects, (c) promoting
healthcare including preventive health care, (d) education, (e) community engagement/development, (f) environmental sustainability, (g)
disaster relief, (h) research and studies in all or any of the activities mentioned in Schedule VII and (i) Others.
2.3 INVESTMENTS
Non-current investments, are carried individually at cost less provision for diminution, other than temporary, in the value of such
investments.
Current investments are carried individually, at the lower of cost and fair value.
Depreciation on tangible fixed assets has been provided on written down value method as per the useful life prescribed in Schedule
II to the Companies Act, 2013 except in respect of the following category of assets, in whose case the life of the assets has been
assessed as under based on technical advice, taking into account the nature of the asset, the estimated usage of the asset, the
operating conditions of the asset, past history of replacement etc.:
- Cost of improvements to leasehold premises is amortised over the remaining period of lease of the premises.
- Intangible assets are being amortised over the estimated useful life over a period of six years on the written down value method.
50 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS
- Assets costing less than ` 5,000 individually have been fully depreciated in the year of purchase
The Companys contribution to provident fund, superannuation fund and National Pension Scheme are considered as defined
contribution plans and are charged to the Statement of Income and Expenditure as they fall due, based on the amount of
contribution required to be made and when services are rendered by the employees.
The net present value of the Companys obligation towards gratuity to employees is funded and actuarially determined as at
the Balance Sheet date based on the projected unit credit method. Actuarial gains and losses are recognised in the Statement
of Income and Expenditure for the year.
Based on the leave rules of the Company, employees are not permitted to accumulate leave. Any unavailed privilege leave to
the extent encashable is paid to the employees and charged to the Statement of Income and Expenditure for the year.
(i) Contributions received other than for corpus donation are recognised as income in the year of receipt.
(ii) Contributions received as corpus donations are credited to Fund held in corpus donation in the Balance sheet. Such
contributions are transferred to Statement of Income and Expenditure as per the direction of the management for
carrying out the activities of the Company.
(b) Income from advisory / consultancy and policy advocacy services are recognised on accrual basis based on percentage of
completion method on rendering of services.
(c) Interest income on savings bank accounts and fixed deposits are accounted on accrual basis.
I D F C F O U N D AT I O N | 5 1
NOTES FORMING PART OF THE FINANCIAL STATEMENTS
the Balance Sheet date are reported using the closing rate. Gain or loss resulting from the settlement of such transactions and
translations of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Income and
Expenditure.
If the carrying amount of the assets exceed the estimated recoverable amount, an impairment is recognised for such excess amount.
The impairment loss is recognised as an expense in the Statement of Income and Expenditure, unless the asset is carried at revalued
amount, in which case any impairment loss of the revalued asset is treated as a revaluation decrease to the extent a revaluation
reserve is available for that asset.
The recoverable amount is the greater of the net selling price and their value in use. Value in use is arrived at by discounting the
future cash flows to their present value based on an appropriate discount factor.
When there is indication that an impairment loss recognised for an asset (other than a revalued asset) in earlier accounting periods
no longer exists or may have decreased, such reversal of impairment loss is recognised in the Statement of Income and Expenditure,
to the extent the amount was previously charged to the Statement of Income and Expenditure. In case of revalued assets such
reversal is not recognised.
52 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS
03 SHARE CAPITAL
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
AUTHORISED
Equity shares of ` 10 each with voting rights 20,000,000 200,000,000 20,000,000 200,000,000
ISSUED, SUBSCRIBED AND FULLY PAID-UP
Equity shares of ` 10 each with voting rights 13,000,000 130,000,000 13,000,000 130,000,000
(All the above shares are held by IDFC Limited, the
Holding Company and its nominees)
TOTAL 13,000,000 130,000,000 13,000,000 130,000,000
(a) Reconciliation of the number of shares and amount outstanding as at the beginning and at the end of the year.
The Company has only one class of equity shares having a par value of ` 10 per share. Each holder of equity share is entitled to one
vote per share and ranks pari passu.
As per clause X of Memorandum of Association (MoA) of the Company, in the event of liquidation of the Company, the holder
of equity shares will not be entitled to receive any of the remaining assets of the Company after distribution of all preferential
amounts. The amount remaining, if any, shall be given or transferred to such other Company having similar objects, to be
determined by the member of the Company at or before the time of dissolution or in default thereof by the High Court of
Judicature that has or may acquire jurisdiction in the matter.
(c) Details of shareholders holding more than 5% of the shares in the Company
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
I D F C F O U N D AT I O N | 5 3
NOTES FORMING PART OF THE FINANCIAL STATEMENTS
05 TRADE PAYABLES
(`)
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
TRADE PAYABLES
- total outstanding dues of micro enterprises and small enterprises [see note 30] - -
- total outstanding dues of creditors other than micro enterprises and small enterprises
Other trade payables 79,626,745 13,585,174
TOTAL 79,626,745 13,585,174
07 SHORT-TERM PROVISIONS
(`)
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
08 NON-CURRENT INVESTMENTS
FACE VALUE AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
(a) During the year, the Company has received ` 1,636,499 as against its 49.9% shareholding in JV company i.e. Uttarakhand
Infrastructure Development Company Limited (UDeC) towards the final distribution of suplus assets under voluntary winding up of UDeC
as per Section 484 of the Companies Act, 1956. Accordingly loss on disposal of long-term investments of ` 63,501 has been charged in
the Statement of Income and Expenditure.
54 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS
09 FIXED ASSETS
(a) Tangible assets (`)
AS AT APRIL
AS AT APRIL
DISPOSALS
DISPOSALS
ADDITIONS
MARCH 31,
MARCH 31,
MARCH 31,
MARCH 31,
BALANCE
BALANCE
BALANCE
BALANCE
BALANCE
BALANCE
FOR THE
CHARGE
1, 2016
1, 2016
AS AT
AS AT
AS AT
AS AT
YEAR
2016
2017
2017
2017
ON
Furniture and 106,776 628,683 - 735,459 55,416 110,026 - 165,442 570,017 51,360
fixtures
(Previous year) (106,776) - - (106,776) (37,411) (18,005) - (55,416) (51,360) (69,365)
Vehicles 2,527,367 457,182 2,070,185 1,539,309 272,326 314,471 1,497,164 573,021 988,058
(Previous year) (2,928,396) - (401,029) (2,527,367) (1,143,165) (484,672) (88,528) (1,539,309) (988,058) (1,785,231)
Office equipment 470,600 724,470 268,840 926,230 337,964 235,905 219,672 354,197 572,033 132,636
(Previous year) (551,313) (62,147) (142,860) (470,600) (210,080) (228,984) (101,100) (337,964) (132,636) (341,233)
Leashold - 10,315,257 - 10,315,257 - 1,379,946 - 1,379,946 8,935,311 -
improvements
(-) (-) (-) (-) (-) (-) (-) (-) (-) (-)
Computers 1,909,210 794,680 337,240 2,366,650 1,496,028 410,852 268,252 1,638,628 728,022 413,182
(Previous year) (1,706,582) (263,995) (61,367) (1,909,210) (1,077,922) (469,766) (51,660) (1,496,028) (413,182) (628,660)
TOTAL 5,013,953 12,463,090 1,063,262 16,413,781 3,428,717 2,409,055 802,395 5,035,377 11,378,404 1,585,236
(Previous Year) (5,293,067) (326,142) (605,256) (5,013,953) (2,468,578) (1,201,427) (241,288) (3,428,717) (1,585,236) (2,824,489)
AS AT APRIL
DISPOSALS
DISPOSALS
ADDITIONS
MARCH 31,
MARCH 31,
MARCH 31,
MARCH 31,
BALANCE
BALANCE
BALANCE
BALANCE
BALANCE
BALANCE
FOR THE
CHARGE
PERIOD
1, 2016
1, 2016
AS AT
AS AT
AS AT
AS AT
2016
2017
2017
2017
ON
I D F C F O U N D AT I O N | 5 5
NOTES FORMING PART OF THE FINANCIAL STATEMENTS
11 OTHER ASSETS
(`)
12 CURRENT INVESTMENTS (AT LOWER OF COST AND FAIR VALUE, UNLESS OTHERWISE STATED)
FACE VALUE AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
(`) QUANTITY (`) QUANTITY (`)
Trade investments (Unquoted)
(At lower of cost and fair value, unless otherwise stated)
Investment in trust securities (fully paid)
India Infrastructure Initiative Trust [see note (i)] 1,000 212 309,241 1,712 2,497,264
Investment in mutual fund
IDFC Corporate Bond Fund Direct Plan - Growth 10 6,631,664 66,316,643 26,936,594 269,365,939
TOTAL 66,625,884 271,863,203
(a) Aggregate amount of unquoted investments 66,625,884 271,863,203
(b) Market value of unquoted investments 74,380,083 274,349,209
(i) During the year, the investment in India Infrastructure Initiative Trust (Triple I Trust) has been further reduced to 212 units (Previous
year 1,712 units) on account of partial redemption of 1,500 units at lump-sum amount of ` 6,000,000. The gain of ` 3,811,977 has been
recognised as income in the Statement of Income and Expenditure.
56 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS
(`)
(a) PARTICULARS SPECIFIED BANK NOTES (500/1000) OTHER DENOMINATION NOTES TOTAL
Closing cash in hand as on 8 November, 2016 - 650 650
Add: Permitted receipts - 30,000 30,000
Less: Permitted payments - 19,228 19,228
Less: Amount deposited in banks - - -
Closing cash in hand as on 30 December, 2016 - 11,422 11,422
* For the purposes of this note, the term Specified Bank Notes shall have the same meaning provided in the notification of the
Government of India, in the Ministry of Finance, Department of Economic Affairs number S.O. 3407(E), dated 8 November, 2016.
Voluntary contributions
- Utilisation of corpus donation [see note (a)] 125,000,000 121,500,000
- Others 5,000 365,503
Advisory/ consultancy - 693,450
Policy advocacy - 1,466,316
TOTAL 125,005,000 124,025,269
(a) Corpus donation ` 125,000,000 (Previous year ` 121,500,000) transferred from fund held in corpus donation as per the direction of
the management for carrying out the activities of the Company.
16 OTHER INCOME
(`)
I D F C F O U N D AT I O N | 5 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS
18 FINANCE COSTS
(`)
FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
19 OTHER EXPENSES
(`)
FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
Grants 74,944,674 69,153,722
Micro ATMs for financial literacy and digital skill development 16,503,444 -
Electricity and water expenses 201,916 -
Sub consultancy charges - 1,380,230
Legal and professional charges 33,325,752 15,736,766
Rent [see note 29] 8,198,292 6,053,763
Repairs and maintenance - Others 1,941,432 623,860
Communication costs 493,067 558,452
Travelling and conveyance 7,220,021 12,853,792
Printing and stationery 169,220 1,177,024
Donations 2,530,000 -
Payments to auditors [see note (a)] 614,272 602,874
Bad trade and other receivables, loans and advances written off 1,310,157 387,590
Loss on fixed assets sold / scrapped / written off 3,631 9,472
Provision for diminution in value of investments - 1,896,996
Loss on disposal of long-term investment 63,501 -
Books and periodicals 184,453 225,075
Training and conference 204,113 171,661
Sitting fee to directors 591,425 387,244
Miscellaneous expenses 378,038 695,978
TOTAL 148,877,408 111,914,499
58 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS
22 DISCLOSURE OF EMPLOYEES BENEFITS
The Company makes Provident Fund, Superannuation Fund and National Pension Scheme contributions which are defined contribution
plans, for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to
fund the benefits.
(a) The Company has recognised the following amounts in the Statement of Income and Expenditure towards contribution to defined
contribution plan which are included under contribution to provident and other funds:
(`)
FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
Provident fund 1,233,958 2,012,766
National Pension Scheme - 33,333
Superannuation fund 31,689 64,630
TOTAL 1,265,647 2,110,729
(b) The details of the Companys post retirement benefit plans for gratuity for its employees are given below which is certified by the
actuary and relied upon by the auditors:
(`)
FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
CHANGE IN THE DEFINED BENEFIT OBLIGATIONS:
Liability at the beginning of the year 6,797,732 6,742,988
Current service cost 1,320,417 1,492,254
Interest cost 512,286 540,106
Benefits paid (481,361) (913,113)
Actuarial (gain) / loss 171,198 212,867
Liabilities assumed on acquisition/(Settled on divestiture) (4,898,223) (1,277,370)
LIABILITY AT THE END OF THE YEAR 3,422,049 6,797,732
I D F C F O U N D AT I O N | 5 9
NOTES FORMING PART OF THE FINANCIAL STATEMENTS
Experience adjustments (`)
MARCH 31, 2017 MARCH 31, 2016 MARCH 31, 2015 MARCH 31, 2014 MARCH 31, 2013
INVESTMENT PATTERN
Insurer managed funds
Government securities 27.81 39.18
Deposit and money market securities 14.77 16.93
Debentures/bonds 57.42 43.89
Mortality Indian Assured Lives Mortality
(2006-08)
PRINCIPAL ASSUMPTIONS
Discount rate (per annum) 6.55 7.50
Expected rate of return on assets (per annum) 7.50 9.00
Salary escalation rate (per annum) 8.00 8.00
Notes:
The discount rate is based on the prevailing market yields of Indian Government securities as at the balance sheet date for the estimated
term of obligations.
The expected rate of return on plan assets is determined after considering several applicable factors such as the composition of the plan
assets, investment strategy, market scenario, etc.
The estimate of future salary increase considered in the actuarial valuation takes into account inflation, seniority, promotion and other
relevant factors. The above information is certified by the actuary and relied upon by the auditors.
23 SEGMENT INFORMATION
The primary focus of the Company is to contribute to the economic benefits to society, social infrastructure (education, helathcare, water
and sanitation) and other engagement in research and studies. All other activities revolve around the main business. The Company does
not have any geographical segments.
60 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS
25 RELATED PARTY DISCLOSURE
(a) Relationship:
Holding Company
IDFC Limited
Jointly controlled entities
Infrastructure Development Corporation (Karnataka) Limited
Delhi Integrated Multi-Modal Transit System Limited
Uttarakhand Infrastructure Development Company Limited (upto 31 October, 2016)
Holdings subsidiary
IDFC Alternatives Limited
IDFC Securities Limited
IDFC Asset Management Company Limited
IDFC Bank Limited
IDFC Finance Holding Company Limited
IDFC Infrastructure Finance Limited*
*Name of IDFC Infra Debt Fund Limited has been changed w.e.f. 10 January, 2017
Entities over which control is exercised
India PPP Capacity Building Trust
(b) The nature and volume of transactions carried out with the above related parties in the ordinary course of business are as follows:
(`)
NAME OF THE RELATED PARTY NATURE OF TRANSACTIONS FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
IDFC Limited Sale of fixed assets - 36,416
Loans and advances - repaid - 15,000,000
Reimbursement of expenses by the Company* 764,360 998,857
Corpus donation received 12,500,000 234,000,000
Trade receivables - 1,279,499
Advance payable -balance outstanding 187,364,000 195,000,000
Share capital 130,000,000 130,000,000
Infrastructure Development Sitting fees 16,000 20,000
Corporation (Karnataka) Limited
IDFC Bank Limited Sale of fixed assets 74,133 312,501
Interest income from bank deposits 26,775,256 214,025
Rent* 2,783,172 4,146,732
Reimbursement of expenses to the Company* 114,642 24,909
Reimbursement of other expenses by the Company* 27,817 365,274
Amount deposited in the bank account 313,316,538 376,206,595
Amount withdrawal from the bank account 318,104,863 371,350,810
Term deposits placed 134,250,000 351,000,000
Balances with banks - saving bank accounts 384,208 4,855,785
Balance in demand deposit accounts 298,281,832 351,000,000
Interest accrued on fixed deposits with banks 17,980,313 193,688
Corpus donation received 48,500,000 -
Delhi Integrated Multi-Modal Transit Sitting fees received 240,000 170,000
System Limited
Uttarakhand Infrastructure Amount received from final distribution of surplus 1,636,499 -
Development Company Limited assets under voluntary winding up
India PPP Capacity Building Trust Redemption of investment - 11,136,389
Reimbursement of expenses by the Trust 474,200 -
IDFC Alternatives Limited Corpus donation received 6,002,229 6,800,000
IDFC Securities Limited Corpus donation received 6,079,935 5,673,000
IDFC Infrastructure Finance Limited Corpus donation received 3,170,870 376,924
IDFC Asset Management Company Corpus donation received 27,464,000 19,408,000
Limited Reimbursement of expenses by the Company* 476,229 -
IDFC Finance Holding Company Corpus donation received 50,000 -
Limited
Note: * Inclusive of service tax
I D F C F O U N D AT I O N | 6 1
NOTES FORMING PART OF THE FINANCIAL STATEMENTS
26 CONTINGENT LIABILITIES
(`)
FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
(b) Amount deposited under protest against the demands ` 14,742,111 (Previous year ` 6,261,774)
27 (a) The estimated amount of contracts remaining to be executed on capital amount and not provided for (net of advances)
amount to ` Nil (Previous year ` Nil).
(b) The Company did not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses.
28 There are no amounts which are required to be transferred to the Investor Education and Protection Fund by the Company.
29 LEASES
The Company has acquired premises under cancellable operating lease. The total lease rentals recognised as expenses during the year
under the above lease agreement aggregates to ` 8,198,292 (Previous year ` 6,053,763).
30 (a) Based on the information available with the Company, the balance due to Micro and Small Enterprises as defined under the
MSMED Act, 2006 is ` Nil (Previous Year ` Nil) and no interest during the year has been paid or is payable under the terms of
MSMED Act, 2006. The information provided by the Company has been relied upon by the auditors.
(b) Disclosure under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED)
(`)
PARTICULARS FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
a. Principal amount remaining unpaid to any supplier as at the end of the accounting
year
b. Interest due thereon remaining unpaid to any supplier as at the end of the - -
accounting year
c. The amount of interest paid along with the amounts of the payment made to the - -
supplier beyond the appointed day
d. The amount of interest due and payable for the year - -
e. The amount of interest accrued and remaining unpaid at the end of the accounting - -
year
f. The amount of further interest due and payable even in the succeeding year, until - -
such date when the interest dues as above are actually paid
31 Previous years figures have been regrouped / reclassified wherever necessary to correspond with the current years
classification / disclosure.
62 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
IDFC
PROJECTS
LIMITED
CIN U45203MH2007PLC176640
FINANCIAL HIGHLIGHTS
(AMOUNT IN `)
PARTICULARS FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
Total Income 14,369,116 57,343,545
Less: Total Expenses 541,718,055 404,277,985
Loss before Tax (527,348,939) (346,934,440)
Less: Provision for Tax 2,950,000 -
Loss after Tax (530,298,939) (346,934,440)
COMPANYS AFFAIRS
Your Companys principal activity is to design, develop, engineer, finance, construct, operate and maintain infrastructure projects.
DIVIDEND
In view of the losses, the Directors do not recommend any dividend for the year ended March 31, 2017.
UPDATE ON MERGER
An application was filed with the Honble High Court of Bombay for merger of IDFC Finance Limited with IDFC Projects Limited. The said
application was admitted by Honble High Court of Bombay on April 22, 2016. Subsequently the Honble High Court of Bombay accorded
its approval for the said merger on November 18, 2016 after receiving No- Objection Certificate from the Official Liquidator, Regional
Director, ROC and Income Tax Authorities. The said merger is effective from April 1, 2016.
PARTICULARS OF EMPLOYEES
The Company does not have any employee.
PUBLIC DEPOSITS
The Company has neither invited nor accepted any Public Deposits.
DIRECTORS
In accordance with the Articles of Association of the Company and pursuant to the provisions of Section 152 of the Companies Act, 2013,
Mr. Sunil Kakar (DIN:03055561) would retire by rotation at the ensuing AGM and being eligible, offers himself for reappointment.
The Board of Directors recommends reappointment of Mr. Sunil Kakar at the ensuing AGM.
DECLARATION OF INDEPENDENCE
The Company has received a declaration from IDs, at the time of their respective appointments and also at the first meeting of the Board
of Directors held in the financial year, that they meet the criteria of independence specified under sub-section (6) and (7) of Section 149
of the Act, read with Rule 5 of the Companies (Appointment and Qualification of Directors) Rules, 2014 and that they shall abide by the
Code for Independent Directors as per Schedule IV of the Act.
64 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BOARDS REPORT
MEETINGS OF THE BOARD
During the year, the Board met four (4) times on April 25, 2016, July 22, 2016, October 24, 2016 and January 23, 2017. The gap between
any two consecutive meetings was within the period prescribed under the Companies Act, 2013. The attendance of the Board Meetings
held during FY17 is given in the table below.
NAME OF THE DIRECTOR DIN POSITION NO. OF MEETINGS NO. OF MEETINGS
HELD IN FY17 ATTENDED IN FY17
AUDIT COMMITTEE
During the year, the Audit Committee met four (4) times on April 25, 2016, July 22, 2016, October 24, 2016 and January 23, 2017. The gap
between any two consecutive meetings was within the period prescribed under the Companies Act, 2013. The composition of the Audit
Committee is in compliance with the Companies Act, 2013. The attendance of the Audit Committee Meetings held during FY17 is given in
the table below.
NAME OF THE MEMBER POSITION STATUS NO. OF MEETINGS NO. OF MEETINGS
HELD IN FY17 ATTENDED IN FY17
BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013, a detailed questionnaire was prepared and circulated to the Board for Annual
evaluation. The Directors discussed and requested for some changes.
The Company is in the process of designing a simplified Questionnaire based on the inputs/views from some of the Independent Directors
that would cover the essence of evaluation. For this purpose the Company may engage an External Agency to carry out the entire Annual
Board Evaluation process independently. The said process is expected to be completed in due course of time.
AUDITORS
At the AGM of the Company held on September 28, 2016, the shareholders had approved the appointment of Deloitte Haskins & Sells
(DHS), Chartered Accountants, (Registration No. 117365W) as Statutory Auditors for a period of 1 year to hold office from the conclusion
of the 9th AGM up to the conclusion of the 10th AGM of the Company. There were no qualifications, reservations or adverse remarks or
disclaimers made by the Statutory Auditors in their report on the Financial Statements for FY17. DHS will retire at the conclusion of the
ensuing AGM.
Section 139(2) of Companies Act, 2013 requires companies to mandatorily rotate their auditors once the auditor has served the office
for a consecutive period of 10 years or more. A transition period of three years was provided for companies incorporated prior to April
1, 2014 to comply with the said provisions which ended on March 31, 2017. Accordingly, beginning April 1, 2017, all companies which are
required to rotate their auditors under the Act, will have to rotate their existing auditors if they have held office as Companys auditors
for a consecutive period of 10 years or more.
Accordingly, the Audit Committee and Board of Directors of the Company at their respective meetings held on April 24, 2017
recommended the appointment of Price Waterhouse & Co, Chartered Accountants LLP (FRN 304026E/E300009) (PWC) as the
Statutory Auditors of the Company, in place of Deloitte Haskins & Sells, Chartered Accountants, for a period of five years from the
conclusion of the 10th AGM of the Company to be held for FY17, subject to approval of the Shareholders of the Company at the ensuing
AGM and subsequent ratification on annual basis. The said appointment is in compliance with the mandatory rotation of auditors as per
the provisions of the Companies Act, 2013.
PWC confirmed that their appointment, if made, would be in conformity with the provisions of Section 141 of the Companies Act, 2013
and have also indicated their willingness to be appointed.
AUDITORS REPORT
There was no qualification, reservations or adverse remarks or disclaimers made by the Statutory Auditors in their report.
ACKNOWLEDGEMENTS
The Directors also express their gratitude for the unstinted support and guidance received from IDFC Limited and other group
companies.
Sunil Kakar
Chairperson
66 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE I
FORM AOC-I
[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/associate companies/joint ventures
2 Date on which the Associate or Joint Venture was associated or acquired January 11, 2011
6 Net worth attributable to Shareholding as per latest audited Balance Sheet (` in crore) (25.76)
7 Profit / (Loss) for the year ended March 31, 2017 (` in crore) (422.56)
Note 1: The group has significant influence through holding more than 20% of the equity shares in the investee company in terms of Accounting Standard 23, issued by
ICAI.
Note 2: T
here are no associates or joint ventures which are yet to commence operations.
No associates or joint ventures have been liquidated or sold during the year.
i) CIN U45203MH2007PLC176640
ii) Registration Date 11/12/2007
iii) Name of the Company IDFC PROJECTS LIMITED
iv) Category / Sub-Category of the Company Company Limited by shares
Indian Non-Government Company
v) Address of the Registered office and contact details Naman Chambers, C-32, G-Block, Bandra Kurla Complex,
Bandra East, Mumbai 400 051.
Tel.: +91 22 4222 2000, Fax: +91 22 2654 0354
vi) Whether listed company Yes / No No
vii) Name, Address and Contact details of Registrar and Transfer Link Intime India Pvt Ltd.*
Agent, if any C 101, 247 Park, L.B.S. Marg,
Vikhroli (West), Mumbai - 400 083.
Contact No. +91 22 4918 6000.
*Link Intime India Pvt Ltd. provides electronic connectivity services with depositories for the equity shares of the Company. During
FY17, Registrar and Transfer Agent was changed from Sharepro Services (India) Pvt Ltd to Link Intime India Pvt Ltd.
SR. NAME AND ADDRESS OF THE COMPANY CIN/GLN HOLDING/ SUBSIDIARY/ % OF APPLICABLE
NO. ASSOCIATE SHARES HELD SECTION
68 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE II
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
IV. SHARE HOLDING PATTERN (EQUITY SHARE CAPITAL BREAKUP AS PERCENTAGE OF TOTAL EQUITY)
(i) Category-wise Share Holding
CATEGORY OF NO. OF SHARES HELD AT THE BEGINNING NO. OF SHARES HELD AT THE END %
SHAREHOLDERS OF THE YEAR OF THE YEAR CHANGE
DURING
DEMAT PHYSICAL TOTAL % OF DEMAT PHYSICAL TOTAL % OF
THE
TOTAL TOTAL
YEAR
SHARES SHARES
A. Promoter
Indian NIL NIL NIL NIL NIL NIL NIL NIL NIL
Bodies Corp. 34,049,400 600 34,050,000 100 34,049,400 600 34,050,000 100 NIL
Sub-total (A):- 34,049,400 600 34,050,000 100 34,049,400 600 34,050,000 100 NIL
Total shareholding of 34,049,400 600 34,050,000 100 34,049,400 600 34,050,000 100 NIL
Promoter
B. Public Shareholding NIL NIL NIL NIL NIL NIL NIL NIL NIL
C. Shares held by NIL NIL NIL NIL NIL NIL NIL NIL NIL
Custodian for GDRs
& ADRs
Grand Total (A+B+C) 34,049,400 600 34,050,000 100 34,049,400 600 34,050,000 100 NIL
1. IDFC Limited & its nominees 34,050,000 100 NIL 34,050,000 100 NIL NIL
TOTAL 34,050,000 100 NIL 34,050,000 100 NIL NIL
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
NOT APPLICABLE
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment: NIL
1. Independent Directors
Fee for attending Board & committee meetings NA 200,000 175,000 NA 375,000
TOTAL (1) NA 200,000 175,000 NA 375,000
2. Other Non-Executive Directors NIL NIL NIL NIL NIL
TOTAL (B) = (1 + 2) NIL 200,000 175,000 NIL 375,000
Overall Ceiling as per the Act Refer Note
Note: Aforesaid payment of sitting fees is within overall limits prescribed under the Companies Act, 2013.
This responsibility also includes 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 frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit.
In conducting our audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which
are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit of the financial statements in accordance with the Standards on Auditing specified under Section 143(10) of the
Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements.
The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control
relevant to the Companys preparation of the financial statements that give a true and fair view in order to design audit procedures
that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and
the reasonableness of the accounting estimates made by the Companys Directors, as well as evaluating the overall presentation of the
financial statements.
We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the financial
statements.
Opinion
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 Act in the manner so required and give a true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as at 31st March, 2017, and its loss and its cash flows for the year ended
on that date.
Emphasis of Matters
a) We draw attention to the Note 24 of the financial statements which indicates that, the Company has accumulated losses and its net
worth has been fully eroded, the Company has incurred a net loss during the current and previous year and, the Companys current
liabilities exceeded its current assets as at the balance sheet date. These conditions, along with other matters set forth in Note 24,
indicate the existence of a material uncertainty that may cast significant doubt about the Companys ability to continue as a going
concern and therefore it may be unable to realise its assets and discharge its liabilities in the normal course of business. However,
the financial statements of the Company have been prepared on a going concern basis for the reasons stated in the said Note.
b) We draw attention to Note 20 of the financial statements which describes the merger of IDFC Finance Limited, a wholly
owned subsidiary of the Company, as per the Scheme of Amalgamation under section 391-394 of the Companies Act, 1956 and
corresponding provision of the Companies Act, 2013 approved by the Honble High Court, Bombay vide its order dated 18th
November, 2016 into the Company with effect from April 1, 2016, the Appointed Date.
70 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
INDEPENDENT AUDITORS REPORT
Report on Other Legal and Regulatory Requirements
1. As required by Section 143 (3) of the Act, based on our audit 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.
b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our
examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement
with the books of account.
d) In our opinion, the aforesaid financial statements comply with the Accounting Standards prescribed under section 133 of the
Act.
e) The going concern matter described in sub-paragraph (a) under Emphasis of Matters paragraph above, in our opinion, may
have an adverse effect on the functioning of the Company.
f) On the basis of the written representations received from the directors as at 31st March, 2017 taken on record by the Board of
Directors, none of the directors is disqualified as at 31st March, 2017 from being appointed as a director in terms of Section 164
(2) of the Act.
g) With respect to the adequacy of the internal financial controls over financial reporting of the Company refer to our separate
Report in Annexure A. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the
Companys internal financial controls over financial reporting.
h) 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, as amended, in our opinion and to the best of our information and according to the explanations
given to us:
i. The Company does not have any pending litigations which would impact its financial position.
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the
Company.
iv. The Company did not have any holdings or dealings in Specified Bank Notes as defined in the Notification S.O. 3407(E)
dated the 8th November, 2016 of the Ministry of Finance, during the period from 8th November, 2016 to 30th December,
2016.
2. As required by the Companies (Auditors Report) Order, 2016 (the Order / CARO 2016) issued by the Central Government in
terms of Section 143(11) of the Act, we give in Annexure B a statement on the matters specified in paragraphs 3 and 4 of the Order.
Pallavi A. Gorakshakar
(Partner)
(Membership No. 105035)
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit.
We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the
Guidance Note) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section
143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether
adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in
all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the
auditors judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or
error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
Companys internal financial controls system over financial reporting.
Pallavi A. Gorakshakar
(Partner)
(Membership No. 105035)
72 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 2 under Report on Other Legal and Regulatory Requirements section of our report of even date)
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed
assets.
(b) The fixed assets were physically verified during the year by the Management in accordance with a regular programme of
verification which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals. According to
the information and explanation given to us, no material discrepancies were noticed on such verification.
During the year, the Company has disposed-off all its fixed assets. (Refer note 8 to the financial statements)
(c) The Company does not have any immovable properties of freehold or leasehold land and building and hence reporting under
clause (i)(c) of the CARO 2016 is not applicable.
(ii) The Company does not have any inventory and hence reporting under clause (ii) of the CARO 2016 is not applicable.
(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 Companies Act, 2013.
(iv) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of
Sections 185 and 186 of the Companies Act, 2013 in respect of grant of loans, making investments and providing guarantees and
securities, as applicable.
(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year and hence
reporting under clause (v) of CARO 2016 is not applicable.
(vi) Having regard to the nature of the Companys business / activities, reporting under clause (vi) CARO 2016 is not applicable.
(vii) According to the information and explanations given to us, in respect of statutory dues:
(a) The Company has been regular in depositing undisputed statutory dues, including Income-tax, Service Tax, Value Added Tax,
cess and other material statutory dues applicable to it to the appropriate authorities.
According to the information and explanations given to us, during the year, there were no dues payable in respect of Provident
Fund, Employees State Insurance, Sales Tax, Customs Duty and Excise Duty.
(b) There were no undisputed amounts payable in respect of Income-tax, Service Tax, Value Added Tax, cess and other material
statutory dues in arrears as at 31st March, 2017 for a period of more than six months from the date they became payable.
(c) Details of dues of Income-tax, Service Tax, Value Added Tax, cess and other material statutory dues which have not been
deposited as on 31st March, 2017 on account of disputes are as follows:
NAME OF THE STATUTE NATURE OF THE DUES AMOUNT INVOLVED ASSESSMENT YEAR TO WHICH FORUM WHERE PENDING
(RS.) THE AMOUNT RELATES
Commissioner of Income-tax
Income-tax Act, 1961 Income-tax 889,980 2014-15
(Appeals)
Income-tax Act, 1961 Income-tax 1,510 2014-15 Commissioner of Income-tax
(Appeals)
(viii) The Company has not taken any loans or borrowings from financial institutions, banks and government or has not issued any
debentures. Hence reporting under clause (viii) of the CARO 2016 is not applicable to the Company.
(ix) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term loans
and hence reporting under clause (ix) of the CARO 2016 is not applicable.
(x) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no fraud
on the Company by its officers or employees has been noticed or reported during the year.
(xi) In our opinion and according to the information and explanations given to us, the Company does not have an Executive or a Whole-
time Director hence reporting under clause (xi) of the CARO 2016 is not applicable.
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the CARO 2016 is not applicable.
(xiii) In our opinion and according to the information and explanations given to us the Company is in compliance with Section 177 and
188 of the Companies Act, 2013, where applicable, for all transactions with the related parties and the details of related party
transactions have been disclosed in the financial statements etc. as required by the applicable accounting standards.
(xiv) During the year the Company has not made any preferential allotment or private placement of shares or fully or partly convertible
debentures and hence reporting under clause (xiv) of CARO 2016 is not applicable to the Company.
(xv) In our opinion and according to the information and explanations given to us, during the year the Company has not entered into any
non-cash transactions with its directors or persons connected with him and hence provisions of section 192 of the Companies Act,
2013 are not applicable.
(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.
Pallavi A. Gorakshakar
(Partner)
(Membership No. 105035)
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
NOTES ` `
74 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2017
NOTES ` `
I INCOME
Income from operations 15 14,369,116 57,343,545
TOTAL INCOME (I) 14,369,116 57,343,545
II EXPENSES
Finance Costs 16 1,162 469,746
Provisions and contingencies 17 539,566,812 403,064,978
Depreciation expense 8 - 24,987
Other expenses 18 2,150,081 718,274
TOTAL EXPENSES (II) 541,718,055 404,277,985
IV TAX EXPENSE
Current tax 2,950,000 11,600,000
NOTES ` `
Net (decrease) / increase in cash and cash equivalents (A+B+C) (237,012,610) 3,213,433
Cash and cash equivalents as at the beginning of the year 12 3,506,404 292,971
Add: Pursuant to Scheme of Amalgamation [refer note no. 20] 234,183,781 -
Cash and cash equivalents as at the end of the year 12 677,575 3,506,404
76 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
01 BACKGROUND
IDFC Projects Limited (the Company) is a company, incorporated in India under the Companies Act, 1956. The Company is
promoted by IDFC Limited. The Company is in the business of conceiving, developing, owning, managing, executing and operating
infrastructure projects, in India. IDFC Finance Limited, wholly owned subsidiary of the company merged with effective date of April
01, 2016 (Appointed Date) as approved by the Bombay High Court (High Court) vide its order dated November 18, 2016 which has
been filed by the Company with the Registrar of Companies on December 21, 2016 (Effective Date). Also refer to note no 20.
B USE OF ESTIMATES
The preparation of the financial statements in conformity with Indian GAAP requires the Management to make estimates and
assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and the reported
income and expenses during the year. The Management believes that the estimates used in preparation of the financial
statements are prudent and reasonable. Future results could differ due to these estimates and any revision or the differences
between the actual results and the estimates are recognised prospectively in the future periods.
C INVESTMENTS
Long-term investments, are carried individually at cost less provision for diminution, other than temporary, in the value of
such investments. Current investments are carried individually, at the lower of cost and fair value. Cost of investments include
acquisition charges such as brokerage, fees and duties.
F IMPAIRMENT OF ASSETS
The carrying amount of assets at each Balance Sheet date are reviewed for impairment. If any indication of impairment based
on internal / external factors exists, the recoverable amount of such assets is estimated and impairment is recognised wherever
the carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the greater of the net selling price
and its value in use, which is arrived at by discounting the future cash flows to their present value, based on an appropriate
discounting factor. If at the Balance sheet date, there is a indication that previously recognised impairment loss no longer exists
or may have decreased, the recoverable amount is reassessed and the asset is reflected at the recoverable amount, subject to
a maximum of the depreciable historical cost and reversal of such impairment loss is recognised in the Statement of Profit and
Loss, except in case of revalued assets.
G REVENUE RECOGNITION
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue
can be reliably measured. In addition, the following criteria must also be met before revenue is recognised.
Interest and other dues are accounted on accrual basis.
Fees are recognised when reasonable right of recovery is established, the revenue can be reliably measured and there is
no uncertainty regarding recoverability.
Dividend income on investments is recognised when the unconditional right to receive payment is established.
Profit / loss earned on sale of investments is recognised on trade date basis. Profit / loss earned on sale of investments is
determined based on FIFO cost for current investments and weighted average cost for long-term investments.
I TAXES ON INCOME
Income tax expense comprises current tax and deferred tax. Current tax is the amount payable on the taxable income for
the year as determined in accordance with the applicable tax rates and the provisions of the Income Tax Act, 1961 and other
applicable tax laws. The accounting treatment for income-tax in respect of the Companys income is based on Accounting
Standard 22 on Accounting for Taxes on Income as specified under Section 133 of the Companies Act, 2013. The provision
made for income-tax in the accounts comprises both, the current tax and the deferred tax. The deferred tax assets and
liabilities for the year arising on account of timing differences are recognised in the Statement of Profit and Loss and the
cumulative effect thereof is reflected in the Balance Sheet.
Deferred tax is recognised on timing differences, being the differences between the taxable income and the accounting income
that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax is measured using the
tax rates and the tax laws enacted or substantively enacted as at the reporting date. Deferred tax liabilities are recognised for
all timing differences. Deferred tax assets are recognised for timing differences of items other than unabsorbed depreciation
and carry forward losses only to the extent that reasonable certainty exists that sufficient future taxable income will be
available against which these can be realised. However, if there are unabsorbed depreciation and carry forward of losses and
items relating to capital losses, deferred tax assets are recognised only if there is virtual certainty supported by convincing
evidence that there will be sufficient future taxable income available to realise the assets. Deferred tax assets and liabilities are
offset if such items relate to taxes on income levied by the same governing tax laws and the Company has a legally enforceable
right for such set off. Deferred tax assets are reviewed at each balance sheet date for their realisability.
Minimum Alternate Tax (MAT) paid in accordance with the tax laws, which gives future economic benefits in the form of
adjustment to future income-tax liability, is considered as an asset if there is convincing evidence that the Company will pay
normal income-tax. Accordingly, MAT is recognised as an asset in the Balance Sheet when it is probable that future economic
benefit associated with it will flow to the Company.
Diluted earnings per share is computed by dividing the profit / (loss) after tax as adjusted for expense or income relating to
the dilutive potential equity shares, by the weighted average number of equity shares considered for deriving basic earnings
per share and the weighted average number of equity shares which could have been issued on the conversion of all dilutive
potential equity shares.
78 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
P OPERATING CYCLE
Operating cycle is the normal time between acquisition of assets and their realisation in cash or cash equivalents. Since normal
operating cycle cannot be identified, it is assumed to have a duration of twelve months for the purpose of classification of its
assets and liabilities as current and non-current.
03 SHARE CAPITAL
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NUMBER ` NUMBER `
AUTHORISED SHARES
Equity shares of ` 10 each 140,000,000 1,400,000,000 100,000,000 1,000,000,000
ISSUED, SUBSCRIBED & FULLY PAID-UP SHARES
Equity shares of ` 10 each 34,050,000 340,500,000 34,050,000 340,500,000
[All of these shares are held by IDFC Limited, the holding
company and its nominees].
TOTAL 340,500,000 340,500,000
(a) Reconciliation of the number of shares outstanding at the beginning and at the end of the year.
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NUMBER ` NUMBER `
Equity shares
Outstanding at the beginning of the year 34,050,000 340,500,000 34,050,000 340,500,000
Issued during the year - - - -
OUTSTANDING AT THE END OF THE YEAR 34,050,000 340,500,000 34,050,000 340,500,000
(b) Terms / 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 dividend proposed by the Board of Directors is subject to the approval of shareholders at the
ensuing Annual General Meeting, except in case of interim dividend. Such dividend is not recognised as a liability at the
Balance Sheet date as per the provisions of revised Accounting Standard 4.
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) Details of shareholders holding more than 5% of the shares in the Company
05 TRADE PAYABLES
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
` `
Disclosures under the Micro, Small and Medium Enterprises Development Act, 2006:
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
(a) The principal amount and the interest due thereon remaining unpaid to any supplier at - -
the end of each accounting year.
(b) The amount of interest paid by the buyer in terms of Section 16 of the Micro, Small and - -
Medium Enterprises Development Act, 2006, along with the amount of the payment
made to the supplier beyond the appointed day during each accounting year.
(c) The amount of interest due and payable for the period of delay in making payment - -
(which have been paid but beyond the appointed day during the year) but without
adding the interest specified under the Micro, Small and Medium Enterprises
Development Act, 2006.
(d) The amount of interest accrued and remaining unpaid at the end of each accounting. - -
(e) The amount of further interest remaining due and payable even in the succeeding years, - -
until such date when the interest dues above are actually paid to the small enterprise,
for the purpose of disallowance of a deductible expenditure under Section 23 of the
Micro, Small and Medium Enterprises Development Act, 2006.
The above information takes into account only those suppliers whose response to inquiries made by the Company for this purpose has
been received.
07 SHORT-TERM PROVISIONS
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
` `
08 TANGIBLE ASSETS
GROSS BLOCK ACCUMULATED DEPRECIATION NET BLOCK
BALANCE AS ADDITIONS DISPOSALS BALANCE AS BALANCE AS DEPRECIATION ON BALANCE AS BALANCE AS BALANCE AS
AT APRIL 1, AT MARCH AT APRIL 1, CHARGE FOR DISPOSALS AT MARCH AT MARCH AT MARCH
2016 31, 2017 2016 THE YEAR 31, 2017 31, 2017 31, 2016
` ` ` ` ` ` ` ` ` `
Office equipment 179,020 - (179,020) - 179,020 - (179,020) - - -
(Previous year) (179,020) - - (179,020) (178,122) (898) - (179,020) -
Computers 302,259 - (302,259) - 302,259 - (302,259) - - -
(Previous year) (302,259) - - (302,259) (278,170) (24,089) - (302,259) -
TOTAL 481,279 - (481,279) - 481,279 - (481,279) - - -
(Previous year) (481,279) - - (481,279) (456,292) (24,987) - (481,279) -
Note: The Company considering the present condition of its fixed assets which were fully depreciated in earlier years and retired from
actual use has removed such assets from its books of accounts.
80 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Trade investments
Investments in equity shares (fully paid)
Subsidiaries (unquoted)
IDFC Finance Limited 10 - - 21,000,200 227,500,000
Associate (unquoted)
Jetpur Somnath Tollways Private Limited 10 42,637,400 426,374,000 42,637,400 426,374,000
Non-trade investments
Investment in equity shares (unquoted)(fully paid)
Novopay Solutions Private Limited 1 - - 227,145 356,180,353
Investment in preference shares (unquoted)(fully paid)
Associate
0.0001% Jetpur Somnath Tollways Private Limited 10 40,300,000 403,000,000 40,300,000 403,000,000
(Compulsorily Convertible ) (see note (b) below)
0.0002% Jetpur Somnath Tollways Private Limited 10 14,628,490 146,284,900 6,567,000 65,670,000
(Compulsorily Convertible ) (see note (b) below)
Total non current investments 975,658,900 1,478,724,353
Less: Provision for diminution in the value of Investments 942,326,400 402,987,000
TOTAL 33,332,500 1,075,737,353
(a) Investment includes ` 975,658,900 (Previous Year ` 895,044,000) in respect of shares which are subject to restrictive covenants.
(b) Investment includes ` 385,852,740 (Previous Year ` 385,852,740) in respect of shares pledged with security trustee.
(c) Compulsorily convertible preference shares shall convert into 1 equity share before the expiry of 20 years from the date of issue.
Advance tax [net of provision for tax of ` 28,761,194 (Previous Year ` 11,600,000)] 4,539,319 4,177,997
TOTAL 4,539,319 4,177,997
Non-trade investments
Investment in mutual funds
IDFC Cash Fund - Direct Growth 1,000 1,030.644 1,856,771 7,552.524 13,565,445
TOTAL 1,856,771 13,565,445
(a) Aggregate amount of investments in unquoted mutual funds
Cost 1,856,771 13,565,445
Market value 2,036,269 13,910,391
Market value of investments in unquoted mutual funds represents the repurchase price of the units issued by the mutual funds.
16 FINANCE COSTS
FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
` `
18 OTHER EXPENSES
FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
` `
Rates and taxes 75,336 3,940
Professional fees 1,007,498 239,750
Directors sitting fees 375,000 -
Demat charges 6,775 49,584
Auditors remuneration (see note (a) below) 637,500 425,000
Miscellaneous expenses 47,972 -
TOTAL 2,150,081 718,274
(a) Breakup of auditors remuneration:
Audit fees 200,000 200,000
Tax audit fees 75,000 -
Other services 362,500 225,000
Service tax 50,750 61,625
Less: Service tax set off claimed (50,750) (61,625)
TOTAL 637,500 425,000
82 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
(b) Provisions for onerous contracts are recognised when the expected benefits to be derived by the Company from a contract
are lower than the unavoidable costs of meeting the future obligations under the contract. The provision is measured at the
present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the
contract. Before a provision is established, the Company recognises any impairment loss on the assets associated with that
contract.
20 In terms of the scheme of Amalgamation (the scheme), IDFC Finance Limited, wholly owned subsidiary of the Company
(referred to as Transferor Company), has been amalgamated with the Company (Transferee Company), upon which the entire
business, including all assets and liabilities of the transferor company stand transferred to and vested in the transferee company.
The amalgamation has been accounted under the pooling of interest method and the assets and liabilities transferred have been
recorded at their book value as determined by the Board of Directors of the transferee Company.
The amalgamation has been accounted for under the pooling of interest method as per Accounting Standard - 14 on Accounting for
Amalgamation specified under Section 133 of the Companies Act, 2013.
Details of assets and liabilities acquired on amalgamation and treatment of the difference between the net assets acquired and cost of
investment by the Transferee Company in the Transferor Company are as under:
21 SEGMENT REPORTING
The primary mandate of the Company is to conceive, develop, execute and manage infrastructure projects in India. All other
activities revolve around the main business. The Company does not have any geographical segments. As such, there are no separate
reportable segments as per Accounting Standard 17 on Segment Reporting as specified u/s 133 of the Companies Act, 2013.
I. Holding Company
IDFC Limited
II. Subsidiary
IDFC Finance Limited (Upto March 31, 2016)
IV. Associate
Jetpur Somnath Tollways Private Limited
The nature and volume of transactions carried out with the above related parties in the ordinary course of business are as follows:
Holding Company
IDFC Limited Advance taken 69,654,776 8,905,500,000
Advance paid 602,652,216 8,237,100,000
Amount payable 1,111,976,821 1,644,974,260
Purchase of IDFC Finance Limited - 227,500,000
Purchase of Novopay Solutions Private Limited - 356,180,353
Sale of Novopay Solutions Private Limited 356,180,353 -
Outstanding Share Capital 340,500,000 340,500,000
Associate
Jetpur Somnath Tollways Private Limited Subscription towards preference share capital 80,614,900 112,470,000
Investment (net of provision) 33,332,500 492,057,000
Fellow Subsidiary
IDFC Bank Limited Interest accrued on Fixed Deposits (Net of TDS) - 10,607
Interest earned on Fixed Deposits 13,877,790 413,203
Balance in Current Accounts 267,771 (178,796)
Balance in Deposits Accounts - 3,500,000
24 The accumulated losses of the Company are substantially in excess of its net worth. However, the accounts of the Company have
been prepared on a going concern basis. The Company continues to be a going concern in view of the commitment and financial
support from its Holding Company, IDFC Limited, regarding the amounts due to it and other liabilities as and when they fall due for
payment.
84 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
25 DISCLOSURE AS REQUIRED UNDER SECTION 186 (4) OF THE COMPANIES ACT, 2013:
a) Investments made during the year:
CIN U67190MH2014PLC253944
FINANCIAL HIGHLIGHTS
PARTICULARS (AMOUNT IN `)
CHANGE OF NAME
Pursuant to the Shareholders approval obtained at the extra ordinary general meeting held on January 4, 2017, the Name of the
Company was changed from IDFC Infra Debt Fund Limited to IDFC Infrastructure Finance Limited with effect from January 10, 2017.
DIVIDEND
The Directors do not recommend any dividend for the financial year ended March 31, 2017 as the Company has decided to reinvest
its earnings.
Profit After Tax (PAT) grew by 91% to ` 70.8 crore from ` 37.1 crore in FY16. The business delivered a healthy Return on Equity (RoE) of
11.5%.
The Company has steadily built a well diversified loan portfolio with exposures across PPP road projects with tripartite agreements as
well as non-PPP projects in renewable power, transmission, healthcare, education, captive power and IT SEZs. The asset quality continues
to be healthy.
The capitalisation of the company is comfortable with a Capital Adequacy Ratio of 28.9% as on March 31, 2017.
The Company raises resources through issue of bonds of minimum five years maturity. In FY17, the Reserve Bank of India (RBI) allowed
Infrastructure Debt Fund Non Bank Finance Companies (IDF-NBFCs) to borrow upto 10% of their total outstanding borrowings by way
of shorter tenor bonds and commercial papers (CPs). The incremental funds raised by the Company in FY17 through bonds and CPs was
` 1,296 crore. All the bond issuances were rated AAA by credit rating agencies namely ICRA and CARE and CP issuance were rated A1+
by ICRA. These were subscribed to by a wide variety of investors, including insurance companies, provident funds, mutual funds amongst
others. The total outstanding borrowings as at the end of March 31, 2017 was ` 2,104 crore.
FUTURE OUTLOOK
The Company is well poised for growth and over the next few years the business is expected to gain further momentum. There have
been sustained efforts by the Government to address the various issues faced by the infrastructure sector. With improvement in private
sector investments in the country, a larger pool of operational projects will be available for refinancing.
The Company plans to steadily increase its loan book and maintain a balanced and diversified portfolio across both PPP and non-PPP
infrastructure projects.
PARTICULARS OF EMPLOYEES
Your Company had 17 employees as on March 31, 2017.
Disclosures pertaining to the provisions of Section 197 of the Act, read with the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 (to the extent applicable) a statement showing the names and other particulars of the employees
I D F C
IN F R A S T R U C T U R E
F I N A N C E L I M I T E D | 8 7
BOARD'S REPORT
drawing remuneration in excess of the limits set out in the said rules are provided in this Annual Report. Having regard to the provisions
of the first proviso to Section 136(1) of the Act, the Annual Report excluding the aforesaid information is being sent to the Members of
the Company. The said information is available for inspection at the Registered Office of the Company during working hours and any
Member interested in obtaining such information may write to the Company Secretary and the same will be furnished on request.
PUBLIC DEPOSITS
The Company has neither invited nor accepted any Public Deposits.
DECLARATION OF INDEPENDENCE
As per the provisions of the Companies Act, 2013, Independent Directors are not liable to retire by rotation and the terms of appointment
of Independent Directors will be governed by the provisions of Companies Act, 2013. The Company has received a declaration from IDs,
at the time of their respective appointments and also at the first meeting of the Board of Directors held in the financial year, that they
meet the criteria of independence specified under sub-section (6) and (7) of Section 149 of the Act, read with Rule 5 of the Companies
(Appointment and Qualification of Directors) Rules, 2014 and that they shall abide by the Code for Independent Directors as per
Schedule IV of the Act.
88 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BOARD'S REPORT
BOARD
During the year, the Board met five (5) times on April 25, 2016, July 22, 2016, October 24, 2016, January 30, 2017 and March 21, 2017. The
gap between any two consecutive meetings was within the period prescribed under the Companies Act, 2013. The attendance details of
the Board Meetings held during FY17 is given in the table below.
NAME OF THE DIRECTOR DIN POSITION NO. OF MEETINGS NO. OF MEETINGS
HELD IN FY17 ATTENDED IN FY17
Mr. S. S. Kohli 00169907 Chairperson & Independent Director 5 5
Mr. AKT Chari 00746153 Independent Director 5 5
Ms. Ritu Anand* 05154174 Independent Director 5 4
Mr. Vikram Limaye 00488534 Non-Executive Director 5 5
Mr. Pavan Kaushal 07117387 Non-Executive Director 5 5
Mr. Suresh Menon** 00737329 Nominee Director of Investor 2 1
* Appointed as an Independent Director w.e.f. April 24, 2017 (Previously Non-Executive Director)
** Appointed as an Additional Director w.e.f. November 18, 2016
AUDIT COMMITTEE
During the year, the Audit Committee met four (4) times on April 25, 2016, July 22, 2016, October 24, 2016 and January 30, 2017. The gap
between any two consecutive meetings was within the period prescribed under the Companies Act, 2013. The composition of the Audit
Committee is in compliance with the Companies Act, 2013. The attendance details of the Audit Committee Meetings held during FY17 is
given in the table below.
NAME OF THE DIRECTOR DIN POSITION NO OF MEETINGS NO OF MEETING
HELD IN FY17 ATTENDED IN FY17
CREDIT COMMITTEE
During the year, The Credit Committee met six (6) times on April 25, 2016, June 27, 2016, July 22, 2016, September 9, 2016, January 30,
2017 and March 21, 2017 The attendance details of the Credit Committee meetings held during FY17 is given in the table below:
NAME OF THE DIRECTOR DIN POSITION NO OF MEETINGS NO OF MEETING
HELD IN FY17 ATTENDED IN FY17
The disclosure of contents of CSR Policy as prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014 is annexed
herewith as Annexure III.
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F I N A N C E L I M I T E D | 8 9
BOARD'S REPORT
SEPARATE MEETING OF INDEPENDENT DIRECTORS
During the year, separate meeting of Independent Directors held one (1) time on April 25, 2016. The attendance details of the said
meeting held during FY17 is given in the table below:
NAME OF THE DIRECTOR DIN POSITION NO OF MEETINGS NO OF MEETING
HELD IN FY17 ATTENDED IN FY17
RISK COMMITTEE
During the year, The Risk Committee met one (1) time on October 24, 2016. The attendance details of the Risk Committee meetings held
during FY17 is given in the table below:
NAME OF THE DIRECTOR DIN POSITION NO OF MEETINGS NO OF MEETING
HELD IN FY17 ATTENDED IN FY17
BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013, a detailed questionnaire was prepared and circulated to the Board for Annual
evaluation. The Directors discussed and requested for some changes.
The Company is in the process of designing a simplified Questionnaire based on the inputs/views from some of the Independent
Directors that would cover the essence of evaluation. For this purpose the Company may engage an External Agency to carry out the
entire Annual Board Evaluation process independently. The said process is expected to be completed soon.
REMUNERATION POLICY
The Board had approved the Remuneration policy for the Directors, Key Managerial Personnel, Senior Management Personnel and other
Employees which is formulated in line with the requirements of Companies Act, 2013.
AUDITORS
The Shareholders of the Company at their meeting held on September 29, 2014 had approved the appointment of Deloitte Haskins
& Sells LLP (DHS), Chartered Accountants, (Registration No. 117366W / W-100018) Statutory Auditors for a period of 5 years to hold
office from the conclusion of the First Annual General Meeting for FY14 up to the conclusion of the Sixth Annual General Meeting of the
Company for FY19. As per the provisions of the Companies Act, 2013 and Rules made there under, the above appointment is required to
be ratified at every AGM for the 5 years. There were no qualifications, reservations or adverse remarks made by the Statutory Auditors in
their report on the Financial Statements for FY17.
The Audit Committee and Board of Directors of the Company at their respective meetings held on April 24, 2017 have recommended the
appointment of Price Waterhouse & Co, Chartered Accountants LLP (FRN 304026E/E300009) (PWC) as the Statutory Auditors of the
Company, in place of Deloitte Haskins & Sells, LLP, Chartered Accountants, for a period of five years from the conclusion of the
4th Annual General Meeting (AGM) of the Company to be held for FY17, subject to approval of the Shareholders of the Company at the
ensuing AGM and subsequent ratification on annual basis. The Board of IDFC Limited, Holding Company also recommended appointing
PWC as Statutory Auditors in all other group entities.
PWC have confirmed that their appointment, if made, would be in conformity with the provisions of Section 141 of the Companies Act,
2013 and have also indicated their willingness to be appointed.
The Resolution seeking approval of appointment of PWC is included in the Notice of the ensuing Annual General Meeting. The Board
recommends the appointment of PWC, as the Statutory Auditors of the Company.
90 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BOARD'S REPORT
Pursuant to the provisions of Companies Act, 2013 and Rules made there under and in the back-drop of the Companys philosophy on
such matters, on the recommendation of Audit Committee, the Board approved revised Policy on Related Party Transactions at its
meeting held on October 24, 2016. The said policy is also uploaded on the website of the Company.
Since all related party transactions entered into by the Company were in the ordinary course of business and were on an arms length
basis, Form AOC-2 is not applicable to the Company.
ACKNOWLEDGEMENTS
The Directors express their gratitude for the unstinted support and guidance received from IDFC Financial Holding Company Limited and
other group companies.
S. S. KOHLI
Chairperson
I D F C
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ANNEXURE I
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED MARCH 31, 2017
[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
IDFC Infrastructure Finance Limited
(formerly known as IDFC Infra Debt Fund Limited)
Naman Chambers C-32, G-Block,
Bandra - Kurla Complex, Bandra (East)
Mumbai 400 051.
We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate
practices by IDFC Infrastructure Finance Limited (formerly known as IDFC Infra Debt Fund Limited) (hereinafter called the Company)
for the audit period covering the financial year ended on March 31, 2017 (the audit period). Secretarial Audit was conducted in a manner
that provided us a reasonable basis for evaluating the corporate conducts / statutory compliances and expressing our opinion thereon.
Based on our verification of the Companys books, papers, minute books, forms and returns filed and other records maintained by the
Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of
Secretarial Audit, we hereby report that in our opinion, the Company has, during the audit period complied with the statutory provisions
listed hereunder and also that the Company has proper Board-processes and compliance mechanism in place to the extent, in the
manner and subject to the reporting made hereinafter.
We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the
financial year ended on March 31, 2017 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;
iv. 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 (Prohibition of Insider Trading) Regulations, 2015;
b. 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,
c. The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015;
d. The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulation, 2008.
v. Other laws as applicable specifically to the Company:
1. Infrastructure Debt Fund-Non-Banking Financial Companies (Reserve Bank) Directions, 2011;
2. Systemically Important Non-Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve
Bank) Directions, 2015;
3. Non-Banking Financial Companies Corporate Governance (Reserve Bank) Directions, 2015.
We have also examined compliance with the applicable clauses of the Secretarial Standards issued by the Institute of Company
Secretaries of India related to meetings and minutes.
During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc.
mentioned above.
During the period under review, provisions of the following Act / Regulations were not applicable to the Company:
i) Foreign Exchange Management Act, 1999 and the Rules and Regulations made thereunder to the extent of Foreign Direct
Investment, Overseas Direct Investment and External Commercial Borrowings;
ii) 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;
b. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;
c. The Securities and Exchange Board of India (Share based Employee benefits) Regulations, 2014;
d. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009;
e. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998;
We further report that -
The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and
Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were
carried out in compliance with the provisions of the Act.
Adequate notice is given to all Directors to schedule the Board Meetings in compliance with the provisions of Section 173(3) of the
Companies Act, 2013. Agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking
and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the
meeting.
Decisions at the meetings of the Board of Directors of the Company were carried through on the basis of majority. There were no
dissenting views by any member of the Board of Directors during the period under review.
We further report that
There are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and
ensure compliance with applicable laws, rules, regulations and guidelines.
92 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE I
SECRETARIAL AUDIT REPORT
We further report that-
During the audit period, the Company has -
1. Allotted 2090 Secured Non-Convertible Debentures (NCDs) of ` 10,00,000/- each, aggregating to ` 2090,000,000/-
(Rupees Two Hundred & Nine Crore only), on July 13, 2016 on Private Placement basis.
2. Allotted 1410 Secured Non-Convertible Debentures (NCDs) of ` 10,00,000/- each, aggregating to ` 1410,000,000/-
(Rupees One Hundred & Forty One Crore only), on August 8, 2016 on Private Placement basis.
3. Allotted 1360 Secured Non-Convertible Debentures (NCDs) of ` 10,00,000/- each, aggregating to ` 1360,000,000/-
(Rupees One Hundred & Thirty Six Crore only), on August 25, 2016 on Private Placement basis.
4. Allotted 250 Secured Non-Convertible Debentures (NCDs) of ` 10,00,000/- each, aggregating to ` 250,000,000/-
(Rupees Twenty Five Crore only), on September 1, 2016 on Private Placement basis.
5. Allotted 2550 Secured Non-Convertible Debentures (NCDs) of ` 10,00,000/- each, aggregating to ` 2550,000,000/-
(Rupees Two Hundred & Fifty Five Crore only), on September 22, 2016 on Private Placement basis.
6. Allotted 250 Secured Non-Convertible Debentures (NCDs) of ` 10,00,000/- each, aggregating to ` 250,000,000/-
(Rupees Twenty Five Crore only), on November 11, 2016 on Private Placement basis.
7. Allotted 600 Secured Non-Convertible Debentures (NCDs) of ` 10,00,000/- each, aggregating to ` 600,000,000/-
(Rupees Sixty Crore only), on November 25, 2016 on Private Placement basis.
8. Allotted 250 Secured Non-Convertible Debentures (NCDs) of ` 10,00,000/- each, aggregating to ` 250,000,000/-
(Rupees Twenty Five Crore only), on December 2, 2016 on Private Placement basis.
9. Allotted 1500 Secured Non-Convertible Debentures (NCDs) of ` 10,00,000/- each, aggregating to ` 1500,000,000/-
(Rupees One Hundred & Fifty Crore only), on January 27, 2017 on Private Placement basis.
10. Allotted 810 Secured Non-Convertible Debentures (NCDs) of ` 10,00,000/- each, aggregating to ` 810,000,000/-
(Rupees Eighty One Crore only), on March 17, 2017 on Private Placement basis.
For BNP & Associates
Company Secretaries
Keyoor Bakshi
Partner
FCS No. 1844 / COP No. 2720
Mumbai, April 24, 2017
ANNEXURE I TO THE SECRETARIAL AUDIT REPORT FOR THE FINANCIAL YEAR ENDED MARCH 31, 2017
To,
The Members,
IDFC Infrastructure Finance Limited
(formerly known as IDFC Infra Debt Fund Limited)
Our Secretarial Audit Report of even date is to be read along with this letter.
1. The compliance of provisions of all laws, rules, regulations, standards applicable to IDFC Infrastructure Finance Limited
(the Company) is the responsibility of the management of the Company. Our examination was limited to the verification of records
and procedures on test check basis for the purpose of issue of the Secretarial Audit Report.
2. Maintenance of secretarial and other records of applicable laws is the responsibility of the management of the Company. Our
responsibility is to issue Secretarial Audit Report, based on the audit of the relevant records maintained and furnished to us by the
Company, along with explanations where so required.
3. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of
the contents of the secretarial and other legal records, legal compliance mechanism and corporate conduct. The verification was
done on test check basis to ensure that correct facts as reflected in secretarial and other records produced to us. We believe that
the processes and practices we followed, provides a reasonable basis for our opinion for the purpose of issue of the Secretarial
Audit Report.
4. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
5. Wherever required, we have obtained the management representation about the compliance of laws, rules and regulations and
major events during the audit period.
6. 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 BNP & Associates
Company Secretaries
Keyoor Bakshi
Partner
FCS No. 1844 / COP No. 2720
Mumbai, April 24, 2017
I D F C
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F I N A N C E L I M I T E D | 9 3
ANNEXURE II
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
As on the financial year ended on March 31, 2017
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014]
i) CIN U67190MH2014PLC253944
ii) Registration Date 07/03/2014
iii) Name of the Company IDFC INFRASTRUCTURE FINANCE LIMITED
(Formerly known as IDFC Infra Debt Fund Limited)
iv) Category / Sub-Category of the Company Company Limited by shares
Indian Non-Government Company
v) Address of the Registered office and contact details Naman Chambers, C-32, G-Block, Bandra Kurla Complex,
Bandra East, Mumbai 400 051.
Tel.: +91 22 4222 2000, Fax: +91 22 2654 0354
vi) Whether listed company Yes / No No
vii) Name, Address and Contact details of Registrar and Transfer Link Intime India Pvt. Ltd.*
Agent, if any C 101, 247 Park, L.B.S. Marg,
Vikhroli (West), Mumbai - 400 083.
Contact No. +91 22 4918 6000.
*Link Intime India Pvt Ltd. provides electronic connectivity services with depositories for the equity shares of the Company. During FY17,
Registrar and Transfer Agent was changed from Sharepro Services (India) Pvt Ltd to Link Intime India Pvt Ltd.
SR. NAME AND DESCRIPTION OF MAIN PRODUCTS / SERVICES NIC CODE OF THE PRODUCT / SERVICE % TO TOTAL TURNOVER OF THE
NO. COMPANY
SR. NAME AND ADDRESS OF THE COMPANY CIN/GLN HOLDING / SUBSIDIARY / % OF SHARES HELD APPLICABLE
NO. ASSOCIATE SECTION
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
DEMAT PHYSICAL TOTAL % OF TOTAL DEMAT PHYSICAL TOTAL % OF TOTAL
THE YEAR
SHARES SHARES
A. Promoters
(1) Indian
a) Bodies Corp. 439,999,994 6 440,000,000 81.48 439,999,994 6 440,000,000 81.48 NIL
Sub-total (A) (1):- 439,999,994 6 440,000,000 81.48 439,999,994 6 440,000,000 81.48 NIL
(2) Foreign NIL NIL NIL NIL NIL NIL NIL NIL NIL
Sub-total (A) (2):- NIL NIL NIL NIL NIL NIL NIL NIL NIL
Total shareholding of Promoter 439,999,994 6 440,000,000 81.48 439,999,994 6 440,000,000 81.48 NIL
(A) = (A)(1)+(A)( 2)
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ANNEXURE II
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
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
DEMAT PHYSICAL TOTAL % OF TOTAL DEMAT PHYSICAL TOTAL % OF TOTAL
THE YEAR
SHARES SHARES
B. Public Shareholding NIL NIL NIL NIL NIL NIL NIL NIL NIL
1. Institutions
a) Banks/FI 60,000,000 NIL 60,000,000 11.11 60,000,000 NIL 60,000,000 11.11 NIL
b) Insurance Companies 40,000,000 NIL 40,000,000 7.41 40,000,000 NIL 40,000,000 7.41 NIL
Sub-total (B)(1):- 100,000,000 NIL 100,000,000 18.52 100,000,000 NIL 100,000,000 18.52 NIL
2. Non-Institutions
Sub-total (B)(2):- NIL NIL NIL NIL NIL NIL NIL NIL NIL
Total Public Shareholding 100,000,000 NIL 100,000,000 18.52 100,000,000 NIL 100,000,000 18.52 NIL
(B) = (B)(1) + (B)(2)
C. Shares held by Custodian for NIL NIL NIL NIL NIL NIL NIL NIL NIL
GDRs & ADRs
Grand Total (A+B+C) 539,999,994 6 540,000,000 100 539,999,994 6 540,000,000 100
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
SR NAME OF SHAREHOLDERS* SHAREHOLDING AT THE CHANGES IN THE CUMULATIVE SHAREHOLDING
NO. BEGINNING OF THE YEAR SHAREHOLDING AT THE END OF THE YEAR
DURING THE YEAR
NO OF SHARES % OF TOTAL INCREASE DECREASE NO OF SHARES % OF TOTAL
SHARES OF THE CO SHARES OF THE CO
1 Housing Development Finance
60,000,000 11.11 - - 60,000,000 11.11
Corporation Limited
2 SBI Life Insurance Company Limited 40,000,000 7.41 - - 40,000,000 7.41
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment: IN `
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IN F R A S T R U C T U R E
F I N A N C E L I M I T E D | 9 5
ANNEXURE II
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:
1. Independent Directors
Commission - - - - - - -
Commission - - - - - - -
Note: Aforesaid payment of sitting fees is within overall limits prescribed by the Companies Act, 2013.
1. Gross salary
(a) Salary as per provisions contained in section 17(1) of the 14,252,751 5,720,045 1,962,450 21,935,246
Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 39,600 - 11,466 51,066
(c) Profits in lieu of salary under section 17(3) Income- tax Act, - - - -
1961
2. Stock Option - - - -
3. Sweat Equity - - - -
4. Commission
- as % of profit - - - -
- others, specify... - - - -
During FY17 CEO, CFO & CS were paid bonus of ` 90 lacs, ` 15 lacs & ` 8.5 lacs, respectively for FY16.
96 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE III
CORPORATE SOCIAL RESPONSIBILITY (CSR)
[Pursuant to clause (o) of sub-section (3) of section 134 of the Act and Rule 9 of the Companies (Corporate Social Responsibility) Rules, 2014]
1. A brief outline of the Companys 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 programs.
The CSR policy is to ensure that CSR activities are not performed in silos and that it be skillfully and inextricably woven into the
fabric of the Companys business strategy for overall value creation for all stakeholders. IDFC believes that profitability must be
complemented by a sense of responsibility towards all stakeholders with a view to make a material, visible and lasting difference to
the lives of disadvantaged sections of the people, preferably in the immediate vicinity in which the Company operates but at the
same time ensure widespread spatial distribution of its CSR activities Pan-India befitting its status as a conscientious
corporate citizen.
Section 135 of Companies Act, 2013 (the Act) read with Companies (Corporate Social Responsibility Policy) Rules 2014 requires
IDFC Infrastructure Finance Ltd. to mandatorily spend on CSR.
During the year, IDFC Infrastructure Finance Ltd. carried out CSR activities through its associate company, namely, IDFC Foundation,
a not-for-profit Company within the meaning of Section 8 of the Act, 2013 (erstwhile Section 25 of the Companies Act, 1956).
The object of the CSR activities would seek to
(a) serve the poor, marginalised and underprivileged
(b) promote inclusion
(c) be sustainable
(d) meet needs of the larger community and society
IDFC Foundation, as implementing agency on behalf of IDFC Limited and its group companies, undertook the following CSR
activities which fall within the ambit of the activities listed in Schedule VII of the Act for promoting the development of
(a) livelihoods
(b) rural development projects
(c) promoting healthcare including preventive health care
(d) education
(e) community engagement/development
(f) environmental sustainability
(g) disaster relief
(h) research and studies in all or any of the activities mentioned in Schedule VII and
(i) Others
2. The Composition of the CSR Committee:
Mr. S. S. Kohli
Ms. Ritu Anand
Mr. Vikram Limaye
3. Average net profit of the company for last three financial years ` 1585.43 Lac
4. Prescribed CSR Expenditure (2% of the amount as in item 3. above) ` 31.71 Lac
5. Details of CSR spent during the financial year.
a) Total amount to be spent for the financial year: ` 31.71 Lac
b) Amount spent during the year: ` 31.71 Lac
c) Amount unspent, if any; Nil
d) Manner in which the amount spent during the financial year is detailed below: Annexure A
6. In case the Company has failed to spend 2% 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: Not Applicable
7. The CSR Committee of the Company hereby confirms that the implementation and monitoring of CSR Policy, is in compliance with
CSR objectives and Policy of the Company.
For IDFC Infrastructure Finance Ltd.
I D F C
IN F R A S T R U C T U R E
F I N A N C E L I M I T E D | 9 7
ANNEXURE A
CORPORATE SOCIAL RESPONSIBILITY (CSR)
[Pursuant to clause (o) of sub-section (3) of section 134 of the Act and Rule 9 of the Companies (Corporate Social Responsibility) Rules, 2014]
1 Improvement in the learning environment in night schools - which cater to Cl.(ii) promoting education
underprivileged students.
2 Improvement in learning outcomes and universalization of primary education for a set of Cl.(ii) promoting education
60 schools in the backward blocks of Ramgarh and Kishangarh through an identified set of
interventions and infrastructure improvements.
3 Promoting Digital Literacy amongst School Students to enable access to universal knowledge, Cl.(ii) promoting education
quality education, healthcare, transparent governance and economic opportunities.
4 Support towards strengthening and improving the quality of life in Indian cities and towns. Cl.(ii) promoting education
Cl.(ii) livelihood enhancement projects,
5 Improvement of infrastructure facilities at Anganwadi centre and Primary Schools at Cl.(ii) promoting education
Sanghakheda Kalan Village
Total
6 Providing economic and affordable service delivery on water and sanitation to the community. Cl.(i) Sanitation & Safe Drinking water
7 Support for affordable and accessible healthcare services. Cl.(i) promoting health care including
preventive health care
8 Support for elimination of Open Defecation and achieving Open Defecation Free Status in Cl.(i) Sanitation
Machlipatnam division of Krishna District
Total
9 Cattle Care program for breed improvement by providing services such as Artificial Insemination Cl.(ii) livelihood enhancement projects,
(AI) & other Veterinary Services to enhance the livelihoods of small and marginal farming families
in rural districts
10 Improving the aspired quality of life for the people through the development of infrastructure Cl.(ii) livelihood enhancement projects;
projects - (i) Setting up of Micro Hydel for supply of electricity, (ii) Solar street light and (iii) Cl.(iv) ensuring environmental sustainability;
clean drinking water in Mawlyngbwa Village, Meghalaya Cl.(x) rural development projects.
11 Setting up a Centre of Excellance for developing Handloom and Crafts as a means of sustainable Cl.(ii) livelihood enhancement projects,
livelihoods for the women in the remote areas of Uttarakhand
12 Support on improving the competitiveness of Indian economy through jobs and Cl.(ii) livelihood enhancement projects,
livelihood creation.
13 Financial inclusion through channelizing Interoperable Micro ATMs Network to improve access to Cl.(ii) livelihood enhancement projects;
basic banking & payments network services after providing financial literacy and digital skilling Cl.(x) rural development projects.
program under Rural Livelihoods & Development Program
Total
14 Research & studies on various programmes Various clauses of Schedule VII
Total
Total Direct Expense of Project & Programmes (A)
Overhead Expense (B)
Total (A) + (B)
*IDFC Foundation, a wholly owned subsidiary of the IDFC Limited, is an implementing agency of IDFC Limited and its group Companies
and engaging Corporate Social Responsibility (CSR) activities as per the CSR policy adopted by IDFC & its group companies in line
with the Schedule VII of the Companies Act, 2013.
The Company is primarily focussing on CSR activities as well defined projects or programmes that would include promoting and
development of (a) livelihoods, (b) rural development projects, (c) promoting healthcare including preventive health care, (d)
education, (e) community engagement/development, (f) environmental sustainability, (g) disaster relief, (h) research and studies in all
or any of the activities mentioned in Schedule VII and (i) Others, with the help of various partners.
98 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
` IN LAC
I D F C
IN F R A S T R U C T U R E
F I N A N C E L I M I T E D | 9 9
INDEPENDENT AUDITORS REPORT
TO THE MEMBERS OF IDFC INFRASTRUCTURE FINANCE LIMITED (FORMERLY KNOWN AS IDFC INFRA DEBT FUND LIMITED)
This responsibility also includes 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 frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit.
In conducting our audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which
are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit of the financial statements in accordance with the Standards on Auditing specified under Section 143(10) of the
Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements.
The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control
relevant to the Companys preparation of the financial statements that give a true and fair view in order to design audit procedures
that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and
the reasonableness of the accounting estimates made by the Companys Directors, as well as evaluating the overall presentation of the
financial statements.
We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the financial
statements.
Opinion
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 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, 2017, and its profit and its cash flows for the year ended
on that date.
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purposes of our audit.
b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our
examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement
with the books of account.
d) In our opinion, the aforesaid financial statements comply with the Accounting Standards prescribed under section 133 of the
Act.
e) On the basis of the written representations received from the directors as at March 31, 2017 taken on record by the Board of
Directors, none of the directors is disqualified as at March 31, 2017 from being appointed as a director in terms of Section 164
(2) of the Act.
100 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
INDEPENDENT AUDITORS REPORT
f) With respect to the adequacy of the internal financial controls over financial reporting of the Company refer to our separate
Report in Annexure A. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the
Companys internal financial controls over financial reporting.
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, as amended, in our opinion and to the best of our information and according to the explanations
given to us:
i. The Company does not have any pending litigations which would impact its financial position.
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the
Company.
iv. The Company did not have any holdings or dealings in Specified Bank Notes as defined in the Notification S.O. 3407(E)
dated the November 8, 2016 of the Ministry of Finance, during the period from November 8, 2016 to December 30, 2016.
2. As required by the Companies (Auditors Report) Order, 2016 (the Order / CARO 2016) issued by the Central Government in
terms of Section 143(11) of the Act, we give in Annexure B a statement on the matters specified in paragraphs 3 and 4 of the Order.
Pallavi A. Gorakshakar
Partner
(Membership No. 105035)
I D F C
IN F R A S T R U C T U R E
F I N A N C E L I M I T E D | 1 0 1
ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 1 (f) under Report on Other Legal and Regulatory Requirements section of the auditors report of even date)
Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies
Act, 2013 (the Act)
We have audited the internal financial controls over financial reporting of IDFC INFRASTRUCTURE FINANCE LIMITED (FORMERLY
KNOWN AS IDFC INFRA DEBT FUND LIMITED) (the Company) as of March 31, 2017 in conjunction with our audit of the financial
statements of the Company for the year ended on that date.
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit.
We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the
Guidance Note) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section
143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether
adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in
all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the
auditors judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or
error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
Companys internal financial controls system over financial reporting.
Opinion
In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects,
an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were
operating effectively as at March 31, 2017, 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.
Pallavi A. Gorakshakar
Partner
(Membership No. 105035)
102 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 2 under Report on Other Legal and Regulatory Requirements section of auditors report of even date)
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of
fixed assets.
(b) The fixed assets were physically verified during the year by the Management in accordance with a regular programme of
verification which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals. According to
the information and explanation given to us, no material discrepancies were noticed on such verification.
(c) According to the information and explanations given to us and the records examined by us and based on the examination of
the registered deed of conveyance provided to us, we report that, the title deeds, comprising the immovable property of land
which is freehold, is held in the name of the Company as at the balance sheet date.
(ii) The Company does not have any inventory and hence reporting under clause (ii) of the CARO 2016 is not applicable.
(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 Companies Act, 2013.
(iv) The Company has not granted any loans, made investments or provide guarantees and hence reporting under clause (iv) of the
CARO 2016 is not applicable.
(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year and hence
reporting under clause (v) of CARO 2016 is not applicable.
(vi) Having regard to the nature of the Companys business / activities, reporting under clause (vi) CARO 2016 is not applicable.
(vii) According to the information and explanations given to us, in respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Employees State
Insurance, Income-tax, Service Tax, cess and other material statutory dues applicable to it to the appropriate authorities.
(b) There were no undisputed amounts payable in respect of Provident Fund, Employees State Insurance, Income-tax, Service Tax,
cess and other material statutory dues in arrears as at March 31, 2017 for a period of more than six months from the date they
became payable.
(c) There are no dues of Provident Fund, Employees State Insurance, Income-tax, Service Tax, cess and other material statutory
dues which have not been deposited as on March 31, 2017 on account of disputes.
(viii) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of
loans or borrowings to financial institutions, banks and government and dues to debenture holders.
(ix) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term loans
and hence reporting under clause (ix) of the CARO 2016 is not applicable.
(x) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no fraud
on the Company by its officers or employees has been noticed or reported during the year.
(xi) In our opinion and according to the information and explanations given to us, the Company does not have an Executive or a
Whole-time Director hence reporting under clause (xi) of the CARO 2016 is not applicable.
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the CARO 2016 is not applicable.
(xiii) In our opinion and according to the information and explanations given to us the Company is in compliance with Section 188 and
177 of the Companies Act, 2013, where applicable, for all transactions with the related parties and the details of related party
transactions have been disclosed in the financial statements etc. as required by the applicable accounting standards.
(xiv) During the year the Company has not made any preferential allotment or private placement of shares or fully or partly convertible
debentures and hence reporting under clause (xiv) of CARO 2016 is not applicable to the Company.
(xv) In our opinion and according to the information and explanations given to us, during the year the Company has not entered into any
non-cash transactions with its directors or persons connected with him and hence provisions of Section 192 of the Companies Act,
2013 are not applicable.
(xvi) The Company is required to be registered under section 45-IA of the Reserve Bank of India Act, 1934, and it has obtained
the registration.
Pallavi A. Gorakshakar
Partner
(Membership No. 105035)
I D F C
IN F R A S T R U C T U R E
F I N A N C E L I M I T E D | 1 0 3
BALANCE SHEET AS AT MARCH 31, 2017
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
NOTES ` `
104 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2017
NOTES ` `
I INCOME
II EXPENSES
IV TAX EXPENSE 34 - -
See accompanying notes forming part of the financial statements (See notes 1 to 37)
I D F C
IN F R A S T R U C T U R E
F I N A N C E L I M I T E D | 1 0 5
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2017
106 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
01 BACKGROUND
IDFC Infra Debt Fund Limited (the Company) is a public limited company, incorporated in India on March 7, 2014. The Company has
received a Non-Banking Financial Company (NBFC) license from Reserve Bank of India (RBI) on September 22, 2014. The name of the
Company has been changed to IDFC Infrastructure Finance Limited with effect from January 10, 2017. The object of the Company is to
undertake infrastructure debt fund activities i.e. re-financing existing debt of infrastructure companies, thereby creating fresh headroom
for banks to lend to new infrastructure projects.
B. USE OF ESTIMATES
The preparation of the financial statements in conformity with Indian GAAP requires the Management to make estimates and
assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and the reported income
and expenses during the year. The Management believes that the estimates used in preparation of the financial statements are
prudent and reasonable. Future results could differ due to these estimates and any revisions or the differences between the actual
results and the estimates are recognised in the current and future periods.
E. LOANS
In accordance with the RBI guidelines, all loans are classified under any of four categories i.e. (i) standard assets (ii) sub-standard
assets (iii) doubtful assets and (iv) loss assets.
H. IMPAIRMENT OF ASSETS
The carrying amount of assets at each Balance Sheet date are reviewed for impairment. If any indication of impairment based on
internal / external factors exists, the recoverable amount of such assets is estimated and impairment is recognised wherever the
carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the greater of the net selling price and its
value in use, which is arrived at by discounting the future cash flows to their present value, based on an appropriate discounting
factor. If at the Balance Sheet date, there is indication that previously recognised impairment loss no longer exists, the recoverable
amount is reassessed and the asset is reflected at the recoverable amount, subject to a maximum of the depreciable historical cost
and reversal of such impairment loss is recognised in the Statement of Profit and Loss, except in case of revalued assets.
I D F C
IN F R A S T R U C T U R E
F I N A N C E L I M I T E D | 1 0 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
In case the vested stock options expires unexercised, the balance in stock options outstanding is transferred to the general reserve.
In case the unvested stock options get lapsed / cancelled, the balance in stock option outstanding account is transferred to the
Statement of Profit & Loss.
J. INVESTMENTS
Long-term investments are carried individually at cost less provision for diminution, other than temporary, in the value of such
investments. Current investments are carried individually, at the lower of cost and fair value. Cost of investments include acquisition
charges such as brokerage, fees and duties.
K. EMPLOYEE BENEFITS
Defined contribution plan
The contribution to provident fund, superannuation fund and pension fund are considered as defined contribution plans and are
charged to the Statement of Profit and Loss as they fall due, based on the amount of contribution required to be made and when
services are rendered by the employees.
Defined benefit plan
The net present value of obligation towards gratuity to employees is actuarially determined as at the Balance Sheet date based on
the projected unit credit method. Actuarial gains and losses are recognised in the Statement of Profit and Loss for the year.
Compensated absences
Employees are not permitted to accumulate leave. Based on the leave rules, unavailed privilege leave to the extent encashable is
paid to the employees and charged to the Statement of Profit and Loss for the year.
L. BORROWING COSTS
Borrowing costs include interest, amortisation of ancillary costs incurred and exchange differences arising from foreign currency
borrowings to the extent they are regarded as an adjustment to the interest cost. Interest cost in connection with the borrowing of
funds to the extent not directly related to the acquisition of qualifying assets are charged to the Statement of Profit and Loss over
the tenure of the loan.
M. REVENUE RECOGNITION
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be
reliably measured. In addition, the following criteria must also be met before revenue is recognised:
Interest Income is accounted on accrual basis except in the case of non-performing loans where it is recognised upon
realisation, as per the income recognition and asset classification norms prescribed by the RBI.
Front end fees, being in the nature of recovery of costs, on processing of loans are recognised upfront as income.
Dividend is accounted on accrual basis when the right to receive is established.
Profit / loss earned on sale of investments is recognised on trade date basis. Profit / loss on sale of investments is determined
based on the FIFO cost for current investments and weighted average cost for long term investments.
N. POLICY ON SEGMENT
The Company is engaged in business of Non banking financial services. As such, there are no separate reportable segments
(including geographical segments).
P. TAXES ON INCOME
Income tax expense comprises of current income tax and deferred tax. Current tax is the amount payable on the taxable income
for the year as determined in accordance with the applicable tax rates and the provisions of the Income Tax Act, 1961 and other
applicable tax laws. The accounting treatment for income-tax in respect of the Companys income is based on Accounting Standard
22 on Accounting for Taxes on Income as notified under the Companies (Accounting Standards) Rules, 2006. The provision made
for income-tax in the accounts comprises both, the current tax and the deferred tax. The deferred tax assets and liabilities for the
year arising on account of timing differences are recognised in the Statement of Profit and Loss and the cumulative effect thereof is
reflected in the Balance Sheet.
Deferred tax is recognised on timing differences, being the differences between the taxable income and the accounting income
that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax is measured using the
tax rates and the tax laws enacted or substantively enacted as at the reporting date. Deferred tax liabilities are recognised for all
timing differences. Deferred tax assets are recognised for timing differences of items other than unabsorbed depreciation and carry
108 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
forward losses only to the extent that reasonable certainty exists that sufficient future taxable income will be available against which
these can be realised. However, if there are unabsorbed depreciation and carry forward of losses and items relating to capital losses,
deferred tax assets are recognised only if there is virtual certainty supported by convincing evidence that there will be sufficient
future taxable income available to realise the assets. Deferred tax assets and liabilities are offset if such items relate to taxes on
income levied by the same governing tax laws and the Company has a legally enforceable right for such set off. Deferred tax assets
are reviewed at each balance sheet date for their realisability.
As the income of the Company is exempt under section 10(47) of the Income Tax Act, 1961, no deferred tax asset/liability has been
recognised from October, 2014, post obtaining registration with RBI as Infrastructure Debt Fund Non - Banking Financial Company
(IDF-NBFC).
R. DERIVATIVE CONTRACTS
Interest rate swaps
Interest rate swaps are booked with the objective of managing the interest rate risk on liabilities. Interest rate swaps in the nature of
hedge are recorded on accrual basis and these transactions are not marked-to-market. Any resultant profit or loss on termination of
the hedge swaps is amortised over the life of the swap or underlying liability, whichever is shorter.
S. OTHER PROVISIONS
A provision is recognised when the Company has a present obligation as a result of past events and it is probable that an outflow of
resources will be required to settle the obligation in respect of which a reliable estimate can be made. Provisions are not discounted
to their present value and are determined based on the best estimate required to settle the obligation at the Balance Sheet date.
These are reviewed at each Balance Sheet date and adjusted to reflect the current best estimates. Contingent liabilities if any, are
disclosed in the notes. Contingent assets are not recognised in the financial statements.
U. OPERATING CYCLE
Operating cycle is the normal time between acquisition of assets and their realisation in cash or cash equivalents. Since normal
operating cycle cannot be identified, it is assumed to have a duration of twelve months for the purpose of classification of its assets
and liabilities as current and non-current.
03 SHARE CAPITAL
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NUMBER ` NUMBER `
Authorised shares
Equity shares of ` 10 each 800,000,000 8,000,000,000 800,000,000 8,000,000,000
Issued, subscribed & fully paid-up shares
Equity shares of ` 10 each 540,000,000 5,400,000,000 540,000,000 5,400,000,000
(Of the above, 440,000,000 equity shares are held by
IDFC Financial Holding Company Limited & its nominees;
IDFC Limited is the Ultimate Holding Company)
TOTAL 5,400,000,000 5,400,000,000
(a) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the year.
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NUMBER ` NUMBER `
I D F C
IN F R A S T R U C T U R E
F I N A N C E L I M I T E D | 1 0 9
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
(c) Details of shareholders holding more than 5% of the shares in the Company
EQUITY SHARES AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NUMBER % OF HOLDING NUMBER % OF HOLDING
IDFC Financial Holding Company Limited and 440,000,000 81.48% 440,000,000 81.48%
its nominees
Housing Development Finance Corporation Limited 60,000,000 11.11% 60,000,000 11.11%
SBI Life Insurance Company Limited 40,000,000 7.41% 40,000,000 7.41%
05 LONG-TERM BORROWINGS
`
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NON-CURRENT CURRENT NON-CURRENT CURRENT
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NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Fixed Rate
Above 5 years 2,310,000,000 8 to 8.25 1,030,000,000 8.88
3-5 years 16,840,000,000 7.35 to 8.88 7,050,000,000 8.55 to 8.85
1-3 years - - - -
TOTAL 19,150,000,000 8,080,000,000
06 LONG-TERM PROVISIONS
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
Contingent provision against standard assets [see note (a) & (b) below] 107,313,061 48,070,351
107,313,061 48,070,351
(a) A contingent provision against standard assets has been created at 0.40% of the outstanding standard assets as against 0.35%
required in terms of the RBI circular (Ref. No. DNBR.PD.008 / 03.10.119 / 2016-17 dated September 1, 2016).
(b) Movement in contingent provision against standard assets during the year is as under:
Opening balance 48,070,351 -
Additions during the year 59,242,710 48,070,351
CLOSING BALANCE 107,313,061 48,070,351
07 SHORT-TERM BORROWINGS
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
08 TRADE PAYABLES
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
Total outstanding dues of micro enterprises and small enterprises (see note 28) - -
Total outstanding dues of creditors other than micro enterprises and small enterprises 990,818 1,094,925
Provision for expenses 29,342,374 42,360,686
TOTAL 30,333,192 43,455,611
I D F C
IN F R A S T R U C T U R E
F I N A N C E L I M I T E D | 1 1 1
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Note : The free hold land has been mortgaged in favour of Debenture Trustees against the secured debentures issued by the Company.
Rupee loans [see note (a), (b) & (c) below] 19,282,177,996 971,997,744 9,178,187,268 681,857,025
Debentures [see note (a), (b) and (c) below] 6,393,252,422 180,837,243 2,085,294,891 72,248,858
TOTAL 25,675,430,418 1,152,834,987 11,263,482,159 754,105,883
(a) The above amount includes:
Secured [see note 11(b)] 25,675,430,418 1,152,834,987 11,263,482,159 754,105,883
Unsecured - - - -
(b) The above loans are secured by:
(i) Hypothecation of assets and / or
(ii) Mortgage of property and / or
(iii) Trust and retention account and / or
(iv) Assignment of receivables or rights and / or
(v) Pledge of shares
(c) The classification of loans under the RBI guidelines is as under:
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
12 LONG TERM LOANS AND ADVANCES-OTHERS (UNSECURED, CONSIDERED GOOD, UNLESS STATED OTHERWISE)
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
112 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
13 CURRENT INVESTMENTS
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
` `
` `
` `
I D F C
IN F R A S T R U C T U R E
F I N A N C E L I M I T E D | 1 1 3
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
` `
(i) Interest on loans includes interest on debentures & bonds of ` 429,439,967 (Previous Year ` 58,008,762).
` `
19 FINANCE COSTS
FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
` `
Interest expense
(i) Borrowings (see note 24) 1,180,469,281 223,170,669
(ii) Others-Interest on delayed payment of taxes 29,381 14,871
Other borrowing cost (see note 24) 13,706,325 9,057,003
TOTAL 1,194,204,987 232,242,543
` `
114 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
21 OTHER EXPENSES
FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
` `
Professional fees 2,097,163 3,851,422
Rates and taxes 1,922,732 55,423
Repairs & maintenance 2,315,599 -
Insurance charges 1,914 1,753
Travelling and conveyance 1,578,063 874,763
Printing and stationery 53,886 6,939
Communication costs 480,545 11,543
Stamp duty and registration fees 7,550 892,131
Directors sitting fees 1,050,000 625,000
Shared service cost [see note (a) below & note 24)] 14,720,514 4,265,985
Contribution towards corporate social responsibility (CSR) (see note 24 & note 33) 3,170,870 376,924
Auditors remuneration (b) 1,414,734 1,740,646
Advertising & publicity 121,440 88,320
Miscellaneous expenses 90,603 88,381
TOTAL 29,025,614 12,879,230
(a) Shared service costs includes amount paid to fellow subsidiary ` 14,720,514, (previous year ` 4,014,125) & ultimate holding company
` Nil, (previous year ` 251,860) towards a Service Level Agreement.
i. The Company has recognised the following amounts in the Statement of Profit and Loss towards contribution to defined
contribution plans which are included under contribution to provident and other funds:
I D F C
IN F R A S T R U C T U R E
F I N A N C E L I M I T E D | 1 1 5
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Experience adjustments:
Defined benefit obligation 24,191,126 19,857,027
Plan assets 24,512,398 14,898,960
Recoverable on short settled Liability on divestiture - 15
Surplus /(Deficit) before contribution 321,272 (4,958,052)
Contribution made by Company - 1,444,118
Surplus /(Deficit) 321,272 (3,513,934)
Experience adjustments on plan liabilities (212,912) -
Experience adjustments on plan assets 1,103,373 -
Investment pattern:
Insurer managed funds 24,512,398 16,343,078
Principal assumptions:
Discount rate (p.a.) 7.15% 8.00%
Expected rate of return on assets (p.a.) 7.50% 9.00%
Salary escalation rate (p.a.) 8.00% 8.00%
The estimate of future salary increase, considered in the actuarial valuation takes account of inflation, seniority, promotion and other
relevant factors.
116 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
23 The Company is engaged in business of Non banking financial services. As such, there are no separate reportable segments
(including geographical segments) as per Accounting Standard 17 on Segment Reporting specified u/s 133 of Companies Act, 2013.
24 As per Accounting Standard 18 on Related Party Disclosures as specified u/s 133 of Companies Act, 2013, the related parties of the
Company are as follows:
I D F C
IN F R A S T R U C T U R E
F I N A N C E L I M I T E D | 1 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
25 In accordance with Accounting Standard 20 on Earnings Per Share specified u/s 133 of Companies Act, 2013 read with rule 7 of the
Companies (Accounts) Rules, 2014:
The reconciliation between the basic and the diluted earnings per share is as follows
PARTICULARS FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
Weighted average number of shares for computation of basic earnings per share 540,000,000 379,371,585
Dilutive effect of outstanding stock options 6,019,488 191,852
Weighted average number of shares for computation of diluted earnings per share 546,019,488 379,563,437
26 There are no contingent liabilities as at the end of current year and the previous year.
27 The Company has entered into interest rate swaps in the nature of fixed / floating or floating / fixed for notional principal of
` 850,000,000 outstanding as on March 31, 2017 (Previous Year ` Nil ) for varying maturities linked to various benchmarks for asset
liability management and hedging. (Refer note 24).
118 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
28 DISCLOSURES UNDER THE MICRO, SMALL AND MEDIUM ENTERPRISES DEVELOPMENT ACT, 2006:
PARTICULARS FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
a) the principal amount and the interest due thereon remaining unpaid to any supplier at Nil Nil
the end of each accounting year
b) the amount of interest paid by the buyer in terms of Section 16 of the Micro, Small and Nil Nil
Medium Enterprises Development Act, 2006, along with the amount of the payment
made to the supplier beyond the appointed day during each accounting year
c) the amount of interest due and payable for the period of delay in making payment Nil Nil
(which have been paid but beyond the appointed day during the year) but without
adding the interest specified under the Micro, Small and Medium Enterprises
Development Act, 2006
d) the amount of interest accrued and remaining unpaid at the end of each accounting year Nil Nil
e) the amount of further interest remaining due and payable even in the succeeding years, Nil Nil
until such date when the interest dues above are actually paid to the small enterprise,
for the purpose of disallowance of a deductible expenditure under Section 23 of the
Micro, Small and Medium Enterprises Development Act, 2006
The above information takes into account only those suppliers whose response to inquiries made by the Company for this purpose has
been received.
29 The following additional information is disclosed in terms of the RBI circular (Ref No. DNBR .PD. 008 / 03.10.119 / 2016-17 dated
September 01, 2016) and RBI circular DNBR(PD) CC No. 053 / 03.10.119 / 2015-16 :
1 VALUE OF INVESTMENTS
(i) Gross Value of Investments
(a) In India 1,252,772,423 1,065,000,000
(b) Outside India - -
(A) 1,252,772,423 1,065,000,000
(ii) Provision for depreciation
(a) In India - -
(b) Outside India - -
(B) - -
(iii) Net Value of Investments
(a) In India 1,252,772,423 1,065,000,000
(b) Outside India - -
(A-B) 1,252,772,423 1,065,000,000
2 MOVEMENT OF PROVISIONS HELD TOWARDS DEPRECIATION ON INVESTMENTS.
(i) Opening balance - -
(ii) Add: Provisions made during the year - -
(iii) Less: Write-offs / write-back of excess provisions during the year - -
(IV) CLOSING BALANCE - -
I D F C
IN F R A S T R U C T U R E
F I N A N C E L I M I T E D | 1 1 9
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
(c) Investor group wise classification of all investments (Current and Long Term) in shares and securities (both Quoted and
Unquoted):
`
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
MARKET VALUE / BOOK VALUE NET MARKET VALUE / BOOK VALUE NET
BREAKUP VALUE / OF PROVISION BREAKUP VALUE / OF PROVISION
FAIR VALUE / NAV FAIR VALUE / NAV
1 Related parties - - - -
(a) Subsidiaries - - - -
(b) Companies in the same group - - - -
(c) Other related parties
2 Other than related parties 1,253,297,744 1,252,772,423 1,066,248,304 1,065,000,000
TOTAL 1,253,297,744 1,252,772,423 1,066,248,304 1,065,000,000
The Company undertakes transactions in interest rate swaps for hedging the interest rate risks on the balance sheet. These
include the hedging of interest rate on fixed rate rupee denominated liabilities.
The Companys derivative transactions are governed by the foreign exchange and interest rate risk management policy, as
approved by the Board. The risk limits are set up and reviewed periodically and the actual exposures are monitored against the
limits allocated to the various counterparties. These limits are set up taking into account counterparty assessment and market
factors.
The derivative transactions are originated by Resources Group in compliance with the limits as per the Companys policy
and the RBI guidelines. The Risk team independently monitors the risk limits associated with the derivative transactions and
apprises the Asset Liability Management Committee (ALCO) and the Risk Management Committee of the Board (RMC) for the
compliance with the policy on derivatives. The Finance team undertakes the activities of trade confirmation, settlement and
accounting.
(b) Accounting policy for recording hedge transactions, recognition of income, premiums and discounts, valuation of outstanding
contracts:
Interest rate swaps are booked with the objective of managing the interest rate risk on liabilities. Interest rate swaps in the
nature of hedge are recorded on accrual basis and these transactions are not marked-to-market. Any resultant profit or loss on
termination of the hedge swaps is amortised over the life of the swap or underlying liability, whichever is shorter.
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
120 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
(i) Quantitative disclosure on risk exposure in derivatives
1 Derivatives (Notional Principal Amount)
(a) For Hedging 850,000,000 -
2 Marked to Market positions -
(a) Asset (+) 122,810 -
(b) Liability (-) - -
3 Credit exposure 8,622,810 -
4 Unhedged exposure - -
(f) Details of non-performing financial assets purchased / sold and accounts subjected to restructuring:
The Company has not undertaken any transactions for purchase / sale of NPAs in the current and in the previous year and hence
the related disclosure are not applicable to the Company
(g) Asset Liability Management Maturity pattern of certain items of assets and liabilities
Current year `
PARTICULARS 1 DAY TO OVER ONE OVER TWO OVER THREE OVER SIX OVER ONE OVER THREE OVER FIVE TOTAL
30/31 MONTH TO MONTHS MONTHS TO MONTHS YEAR YEARS YEARS
DAYS (ONE TWO TO THREE SIX MONTHS TO ONE TO THREE TO FIVE
MONTH) MONTHS MONTHS YEAR YEARS YEARS
Deposits - - - - - - - - -
Advances (net) 69,797,687 36,524,573 164,903,602 331,315,937 550,293,189 3,654,276,639 4,672,509,477 17,348,644,301 26,828,265,405
Investments 1,252,772,423 - - - - - - - 1,252,772,423
Borrowings 996,094,942 644,574,862 246,182,986 - - - 16,840,000,000 2,310,000,000 21,036,852,790
Foreign Currency - - - - - - - - -
assets
Foreign Currency - - - - - - - - -
liabilities
Previous year `
1 DAY TO OVER ONE OVER TWO OVER THREE OVER SIX OVER ONE OVER THREE OVER FIVE TOTAL
30 / 31 MONTH TO MONTHS MONTHS TO MONTHS YEAR YEARS YEARS
DAYS (ONE TWO TO THREE SIX MONTHS TO ONE TO THREE TO FIVE
MONTH) MONTHS MONTHS YEAR YEARS YEARS
Deposits - - - - - - - - -
Advances (net) 98,717,741 21,441,804 52,850,410 207,128,781 373,967,147 1,719,115,845 1,678,605,478 7,865,760,836 12,017,588,042
Investments 1,065,000,000 - - - - - - - 1,065,000,000
Borrowings - - - - - - 7,050,000,000 1,030,000,000 8,080,000,000
Foreign Currency - - - - - - - - -
assets
Foreign Currency - - - - - - - - -
liabilities
In computing the above information, certain estimates, assumptions and adjustments have been made by the Management which have
been relied upon by auditors.
(j) Details of Single Borrower Limit and Borrower Group Limit exceeded by the Company
During the years ended March 31, 2017 and March 31, 2016, the Companys credit exposure to single borrowers and group borrowers
were within the limits prescribed by the RBI.
I D F C
IN F R A S T R U C T U R E
F I N A N C E L I M I T E D | 1 2 1
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
NET OF PROVISION (*) NET OF PROVISION (*)
1 Related parties
(a) Subsidiaries - -
(b) Companies in the same group - -
(c) Other related parties - -
2 Other than related parties 26,720,952,344 11,969,517,691
TOTAL 26,720,952,344 11,969,517,691
Break up of Provisions and Contingencies shown under the head Expenses in the - -
Statement of Profit and Loss
Provisions for depreciation on Investment - -
Provision towards NPA - -
Provision made towards Income tax - -
Other Provision and Contingencies - -
Provision for Standard Assets 107,313,061 48,070,351
107,313,061 48,070,351
(s) Concentration of Non Performing Assets (NPAs) / Sectorwise NPAs / Movement in NPAs
The Company did not have any NPAs in the current year and in the previous year and hence the related disclosures are not
applicable to the Company.
122 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
(t) The information on Overseas Assets (for those with Joint Ventures and Subsidiaries abroad) is given below:
NAME OF THE JOINT VENTURE/ SUBSIDIARY FOR THE YEAR ENDED MARCH 31, 2017
OTHER PARTNER IN THE JV COUNTRY TOTAL ASSETS
(u) The information on off balance sheet SPV sponsored (which are required to be consolidated as per accounting norms):
FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
Nil Nil
30 The additional information required to be disclosed in terms of RBI circular (Ref. No. RBI/2009-2010/356/
IDMD/4135/11.08.43/2009-10) dated March 23, 2010 is not applicable for the Company.
31 Ratings assigned by credit rating agencies and migration of ratings during the year
(i) Name of the Rating Agency Credit Analysis & ICRA Limited Credit Analysis & ICRA Limited
Research Limited Research Limited
(ii) Rating Assigned AAA AAA AAA AAA
(iii) Date of Rating August 23, 2016 June 20 2016 December 22, 2015 February 18, 2016
(iv) Rating Valid upto August 22, 2017 June 19 2017 December 21, 2016 February 17, 2017
The validity of the rating is subject to periodical revalidation by rating agencies.
32 There is no Debenture Redemption Reserve (DRR) created as the Non Banking Financial Companies registered with Reserve Bank
of India are not required to create DRR for the privately placed debentures.
I D F C
IN F R A S T R U C T U R E
F I N A N C E L I M I T E D | 1 2 3
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
33 Amount required to be spent by the Company on Corporate Social Responsibility (CSR) related activities during the year
` 3,170,870 (previous year ` 376,924 ). Amount spent towards CSR during the year and recognised as expense in the statement of profit
and loss on CSR related activities is ` 3,170,870 (previous year ` 376,924), which comprise of following:
34 The Company is an Infra Debt Fund - Non Banking Finance Company (IDF - NBFC) registered with the Reserve Bank of India on
September 22, 2014. The income of the Company, being IDF-NBFC, is exempt under section 10(47) of the Income Tax Act, 1961, with
effect from October, 2014.
35 Details of SBN held and transacted during the period November 8, 2016 to December 30, 2016
36 There were no frauds on the Company by its officers or employees has been noticed or reported during the year.
37 The figures of the previous year have been regrouped wherever necessary, to correspond with those of the current year.
124 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
IDFC
ALTERNATIVES
LIMITED
CIN U67190MH2002PLC137798
FINANCIAL HIGHLIGHTS
PARTICULARS (AMOUNT IN `)
OPERATIONS REVIEW
Your Company continues to be one of the leading multi-asset class fund managers in India, with presence in the areas of Private Equity,
Infrastructure and Real Estate. During the last fiscal year, your Company acted as Fund Manager for a total of seven funds - IDFC Private
Equity Fund II, IDFC Private Equity Fund III and IDFC Private Equity Fund IV under the Private Equity asset class; India Infrastructure
Fund (IIF) and India Infrastructure Fund II (IIF II) under the Infrastructure Equity asset class; and IDFC Real Estate Yield Fund
(REYF) and IDFC Score Fund under the Real Estate asset class.
DIVIDEND
The Directors do not recommend any dividend for the financial year ended March 31, 2017.
BOARD MEETINGS
The Board of Directors of the Company meets atleast once a quarter to review the quarterly results and to decide on business policy and
strategy apart from other board business. During the year, the Board met five times on April 28, 2016, July 25, 2016, October 27, 2016,
January 30, 2017 and March 28, 2017. The gap between any two consecutive meetings was within the period prescribed under
the Companies Act, 2013.
The Composition and attendance of the Board Meetings held during FY17 is given in the Table 1.
AUDIT COMMITTEE
The Audit Committee comprises of three Members, majority being IDs. The Committee is headed by Mr. Gautam Kaji and have Mr. Bharat
Shah and Mr. Sunil Kakar as its Members. Ms. Marianne kland is a permanent invitee to the Audit Committee meeting. During the year,
the Audit Committee met four times on April 28, 2016, July 25, 2016, October 27, 2016 and January 30, 2017. The gap between any two
consecutive meetings was within the period prescribed under the Companies Act, 2013. The attendance details of the Audit Committee
Meetings held during FY17 are given in Table 1.
126 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BOARDS REPORT
CORPORATE SOCIAL RESPONSIBILITY COMMITTEE (CSR)
The CSR Committee comprises of four Members, Mr. Vikram Limaye being the Chairperson and Mr. Sunil Kakar, Mr. Bharat Shah and
Ms. Marianne kland as Members of the Committee. During the year, one meeting of CSR Committee was held on April 28, 2016.
The attendance details of the CSR Meetings held during FY17 are given in Table 1.
The disclosure of contents of CSR Policy as prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014 are
annexed herewith as Annexure III.
DECLARATION OF INDEPENDENCE
The Company has received a declaration from IDs at the first meeting of the Board of Directors held in the financial year, that they
meet the criteria of independence specified under sub-section (6) and (7) of Section 149 of the Act, read with Rule 5 of the Companies
(Appointment and Qualification of Directors) Rules, 2014 and that they shall abide by the Code for Independent Directors as per
Schedule IV of the Companies Act, 2013.
BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013, a detailed questionnaire was prepared and circulated to the Board for Annual
evaluation. The Directors discussed and requested for some changes.
The Company is in the process of designing a simplified Questionnaire based on the inputs / views from some of the IDs that would
cover the essence of evaluation. The said process is expected to be completed in due course of time.
REMUNERATION POLICY
The Company has in place the Remuneration policy for the Directors, Key Managerial Personnel, Senior Management Personnel and other
Employees which is formulated in line with the requirements of Companies Act, 2013.
I D F C A LT E R N AT I V E S L I M I T E D | 1 2 7
BOARDS REPORT
for FY17, till the conclusion of 20th AGM of the Company to be held for FY22, subject to approval of the Shareholders of the Company
at the ensuing AGM and subsequent ratification on annual basis. The said appointment is in compliance with the mandatory rotation of
Auditors as per the provisions of the Companies Act, 2013.
PWC have confirmed that their appointment, if made, would be in conformity with the provisions of Section 141 of the Companies Act,
2013 and have also indicated their willingness to be appointed.
The Resolution seeking approval of appointment of PWC is included in the Notice of the ensuing AGM. The Board recommends the
appointment of PWC, as the Statutory Auditors of the Company.
AUDITORS REPORT
There are no qualifications, reservations or adverse remarks or disclaimers made by the Statutory Auditors in their report.
RISK MANAGEMENT
The Members of the Audit Committee ensure the measurement and control of risk factors and advice on the same to the Management of
the Company.
PARTICULARS OF EMPLOYEES
The Company had 66 employees as on March 31, 2017.
The disclosure pertaining to the provisions of Section 197 of the Act, read with the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 (to the extent applicable) a statement showing the names and other particulars of the employees
drawing remuneration in excess of the limits set out in the said rules are provided in this Annual Report. Having regard to the provisions
of the first proviso to Section 136(1) of the Act, the Annual Report excluding the aforesaid information is being sent to the Members of
the Company. The said information is available for inspection at the Registered Office of the Company during working hours and any
Member interested in obtaining such information may write to the Company and the same will be furnished on request.
PUBLIC DEPOSITS
During the year under review, your Company has neither invited nor accepted any Public Deposits.
128 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BOARDS REPORT
PARTICULARS REGARDING CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
Since the Company does not own any manufacturing facility, the disclosure of information on other matters required to be disclosed in
terms of Section 134(3)(m) are not applicable.
INFORMATION REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL)
ACT, 2013
The Company has in place a policy on Anti Sexual Harassment. There were no instances of Sexual Harassment that were reported
under the Prevention of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The Company
undertakes ongoing trainings to create awareness on this policy.
(a) in the preparation of financial statements for the year ended March 31, 2017, the applicable accounting standards have been
followed along with proper explanation relating to material departures, if any;
(b) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state of affairs of the company at March 31, 2017 and of the profit
and loss of the company for that period;
(c) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
(d) the directors had prepared the annual financial statements on a going concern basis; and
(e) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems
were adequate and operating effectively.
ACKNOWLEDGEMENTS
We are grateful to Securities and Exchange Board of India, National Stock Exchange of India Limited, BSE Limited, National Securities
Depository Limited, Central Depository Services (India) Limited, Ministry of Corporate Affairs and other statutory authorities and its
bankers for their continued support to the Company.
The Directors express their gratitude for the support and guidance received from IDFC / IDFC Financial Holding Company Limited and
other group companies and also express their warm appreciation to all the employees of the Company for their commendable teamwork,
professionalism and contribution during the year.
The Directors extend their sincere thanks to the clients of the Company for their support.
I D F C A LT E R N AT I V E S L I M I T E D | 1 2 9
ANNEXURE I
FORM AOC-I
[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/associate companies/joint ventures
PART A: SUBSIDIARIES
(Information in respect of each subsidiary to be presented with amounts in `)
Manish Jindal
Mumbai, April 27, 2017 Chief Financial Officer
130 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE II
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
As on the financial year ended on March 31, 2017
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014]
i) CIN U67190MH2002PLC137798
ii) Registration Date 07/11/2002
iii) Name of the Company IDFC ALTERNATIVES LIMITED
iv) Category / Sub-Category of the Company Company Limited by shares Indian Non-Government Company
v) Address of the Registered office and contact details Naman Chambers, C-32, G-Block, Bandra Kurla Complex,
Bandra East, Mumbai 400 051.
Tel.: +91 22 4222 2000; Fax: +91 22 2654 0354
vi) Whether listed company Yes / No No
vii) Name, Address and Contact details of Registrar and Transfer Link Intime India Private Limited *
Agent, if any C 101, 247 Park, L.B.S. Marg,
Vikhroli (West), Mumbai - 400 083.
Contact No. +91 22 4918 6000.
*Link Intime India Pvt Ltd. provides electronic connectivity services with depositories for the equity shares of the Company. During FY17,
Registrar and Transfer Agent was changed from Sharepro Services (India) Pvt Ltd to Link Intime India Pvt Ltd.
SR. NAME AND DESCRIPTION OF MAIN NIC CODE OF THE PRODUCT / SERVICE % TO TOTAL TURNOVER OF THE COMPANY
NO. PRODUCTS / SERVICES
SR. NAME AND ADDRESS OF THE COMPANY CIN/GLN HOLDING / SUBSIDIARY / % OF SHARES APPLICABLE
NO. ASSOCIATE HELD SECTION
IV. SHARE HOLDING PATTERN (EQUITY SHARE CAPITAL BREAKUP AS PERCENTAGE OF TOTAL EQUITY)
A. Promoters
(1) Indian
a) Bodies Corp. 219,250 600 219,850 100 219,250 600 219,850 100 NIL
Sub-Total (A)(1):- 219,250 600 219,850 100 219,250 600 219,850 100 NIL
(2) Foreign (A)(2):- NIL NIL NIL NIL NIL NIL NIL NIL NIL
A. Total Shareholding of 219,250 600 219,850 100 219,250 600 219,850 100 NIL
Promoter
(A) = (A)(1) + (A)(2)
B. Total Public Shareholding NIL NIL NIL NIL NIL NIL NIL NIL NIL
C. Shares held by Custodian NIL NIL NIL NIL NIL NIL NIL NIL NIL
for GDRs & ADRs
Grand Total (A+B+C) 219,250 600 219,850 100 219,250 600 219,850 100 NIL
I D F C A LT E R N AT I V E S L I M I T E D | 1 3 1
ANNEXURE II
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
(ii) Shareholding of Promoters
SR. SHAREHOLDERS NAME SHAREHOLDING AT THE BEGINNING OF SHARE HOLDING AT THE END OF THE % CHANGE
NO. THE YEAR YEAR IN SHARE
NO. OF % OF TOTAL %OF SHARES NO. OF % OF TOTAL % OF SHARES HOLDING
SHARES SHARES PLEDGED/ SHARES SHARES PLEDGED/ DURING
OF THE ENCUMBERED OF THE ENCUMBERED THE YEAR
COMPANY TO TOTAL COMPANY TO TOTAL
SHARES SHARES
1. IDFC Financial Holding Company Limited 219,850 100 NIL 219,850 100 NIL NIL
& its nominees
TOTAL 219,850 100 NIL 219,850 100 NIL NIL
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
NOT APPLICABLE
V. INDEBTEDNESS - NIL
A.
Remuneration to Managing Director, Whole-time Directors and/or Manager: NIL
C.
Remuneration to Key Managerial Personnel other than MD/Manager/WTD. IN `
132 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE III
CORPORATE SOCIAL RESPONSIBILITY (CSR)
[Pursuant to clause (o) of sub-section (3) of section 134 of the Act and Rule 9 of the Companies (Corporate Social Responsibility) Rules,
2014]
1. A brief outline of the Companys 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 programs.
The CSR policy is to ensure that CSR activities are not performed in silos and that it be skillfully and inextricably woven into the
fabric of the Companys business strategy for overall value creation for all stakeholders. IDFC believes that profitability must be
complemented by a sense of responsibility towards all stakeholders with a view to make a material, visible and lasting difference to
the lives of disadvantaged sections of the people, preferably in the immediate vicinity in which the Company operates but at the
same time ensure widespread spatial distribution of its CSR activities Pan-India befitting its status as a conscientious
corporate citizen.
Section 135 of Companies Act, 2013 (the Act) read with Companies (Corporate Social Responsibility Policy) Rules 2014 requires
IDFC Alternatives Ltd. to mandatorily spend on CSR.
During the year, IDFC Alternatives Limited carried out CSR activities through its associate company, namely, IDFC Foundation, a
not-for-profit Company within the meaning of Section 8 of the Act, 2013 (erstwhile Section 25 of the Companies Act, 1956).
The object of the CSR activities would seek to
(a) serve the poor, marginalised and underprivileged
(b) promote inclusion
(c) be sustainable
(d) meet needs of the larger community and society
IDFC Foundation, as implementing agency on behalf of IDFC Limited and its group companies, undertook the following CSR
activities which fall within the ambit of the activities listed in Schedule VII of the Act for promoting the development of
(a) livelihoods
(b) rural development projects
(c) promoting healthcare including preventive health care
(d) education
(e) community engagement/development
(f) environmental sustainability
(g) disaster relief
(h) research and studies in all or any of the activities mentioned in Schedule VII and
(i) Others
2. The Composition of the CSR Committee:
Mr. Vikram Limaye
Mr. Sunil Kakar
Mr. Bharat Shah
Ms. Marianne kland
3. Average net profit of the company for last three financial years ` 3001.11 Lac
4. Prescribed CSR Expenditure (2% of the amount as in item 3. above) ` 60.02 Lac
5. Details of CSR spent during the financial year.
a) Total amount to be spent for the financial year: ` 60.02 Lac
b) Amount spent during the year: ` 60.02 Lac
c) Amount unspent, if any; NIL
d) Manner in which the amount spent during the financial year is enclosed as Annexure A
6. In case the Company has failed to spend 2% 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: Not Applicable
7. The CSR Committee of the Company hereby confirms that the implementation and monitoring of CSR Policy, is in compliance
with CSR objectives and Policy of the Company.
For IDFC Alternatives Limited
I D F C A LT E R N AT I V E S L I M I T E D | 1 3 3
ANNEXURE A
CORPORATE SOCIAL RESPONSIBILITY (CSR)
[Pursuant to clause (o) of sub-section (3) of section 134 of the Act and Rule 9 of the Companies (Corporate Social Responsibility) Rules, 2014]
1 Improvement in the learning environment in night schools - which cater to Cl.(ii) promoting education
underprivileged students.
2 Improvement in learning outcomes and universalization of primary education for a set of Cl.(ii) promoting education
60 schools in the backward blocks of Ramgarh and Kishangarh through an identified set of
interventions and infrastructure improvements.
3 Promoting Digital Literacy amongst School Students to enable access to universal knowledge, Cl.(ii) promoting education
quality education, healthcare, transparent governance and economic opportunities.
4 Support towards strengthening and improving the quality of life in Indian cities and towns. Cl.(ii) promoting education
Cl.(ii) livelihood enhancement projects,
5 Improvement of infrastructure facilities at Anganwadi centre and Primary Schools at Cl.(ii) promoting education
Sanghakheda Kalan Village
Total
6 Providing economic and affordable service delivery on water and sanitation to the community. Cl.(i) Sanitation & Safe Drinking water
7 Support for affordable and accessible healthcare services. Cl.(i) promoting health care including
preventive health care
8 Support for elimination of Open Defecation and achieving Open Defecation Free Status in Cl.(i) Sanitation
Machlipatnam division of Krishna District
Total
9 Cattle Care program for breed improvement by providing services such as Artificial Insemination Cl.(ii) livelihood enhancement projects,
(AI) & other Veterinary Services to enhance the livelihoods of small and marginal farming families
in rural districts
10 Improving the aspired quality of life for the people through the development of infrastructure Cl.(ii) livelihood enhancement projects;
projects - (i) Setting up of Micro Hydel for supply of electricity, (ii) Solar street light and (iii) Cl. (iv) ensuring environmental sustainability;
clean drinking water in Mawlyngbwa Village, Meghalaya Cl. (x) rural development projects.
11 Setting up a Centre of Excellance for developing Handloom and Crafts as a means of sustainable Cl.(ii) livelihood enhancement projects,
livelihoods for the women in the remote areas of Uttarakhand
12 Support on improving the competitiveness of Indian economy through jobs and livelihood Cl.(ii) livelihood enhancement projects,
creation.
13 Financial inclusion through channelizing Interoperable Micro ATMs Network to improve access to Cl.(ii) livelihood enhancement projects;
basic banking & payments network services after providing financial literacy and digital skilling Cl. (x) rural development projects.
program under Rural Livelihoods & Development Program
Total
14 Research & studies on various programmes Various clauses of Schedule VII
Total
Total Direct Expense of Project & Programmes (A)
Overhead Expense (B)
Total (A) + (B)
*IDFC Foundation, a wholly owned subsidiary of the IDFC Limited, is an implementing agency of IDFC Limited and its group Companies
and engaging Corporate Social Responsibility (CSR) activities as per the CSR policy adopted by IDFC & its group companies in line with
the Schedule VII of the Companies Act, 2013.
The Company is primarily focussing on CSR activities as well defined projects or programmes that would include promoting and
development of (a) livelihoods, (b) rural development projects, (c) promoting healthcare including preventive health care, (d) education,
(e) community engagement/development, (f) environmental sustainability, (g) disaster relief, (h) research and studies in all or any of the
activities mentioned in Schedule VII and (i) Others, with the help of various partners.
134 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
(` in Lacs)
Gujarat - Ahmadabad & Surat, Karnataka - Bangalore, Madhya 14.75 1.45 3.00
Pradesh - Bhopal, Odisha - Bhubaneswar, Chandigarh, Tamilnadu
I D F C A LT E R N AT I V E S L I M I T E D | 1 3 5
INDEPENDENT AUDITORS REPORT
TO THE MEMBERS OF IDFC ALTERNATIVES LIMITED
This responsibility also includes 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 frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit.
In conducting our audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which
are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit of the financial statements in accordance with the Standards on Auditing specified under Section 143(10) of the
Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements.
The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control
relevant to the Companys preparation of the financial statements that give a true and fair view in order to design audit procedures
that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and
the reasonableness of the accounting estimates made by the Companys Directors, as well as evaluating the overall presentation of the
financial statements.
We believe that the audit evidence obtained by us, is sufficient and appropriate to provide a basis for our audit opinion on
the financial statements.
Opinion
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 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, 2017, and its profit and its cash flows for the year ended
on that date.
1. As required by Section 143 (3) of the Act, based on our audit 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.
b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our
examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement
with the books of account.
d) In our opinion, the aforesaid financial statements comply with the Accounting Standards prescribed under Section 133 of the Act.
e) On the basis of the written representations received from the directors as at March 31, 2017 taken on record by the Board of
Directors, none of the directors is disqualified as at March 31, 2017 from being appointed as a director in terms of Section 164
(2) of the Act.
136 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
INDEPENDENT AUDITORS REPORT
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. Our report expresses an unmodified opinion on the
adequacy and operating effectiveness of the Companys internal financial controls over financial reporting.
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, as amended, in our opinion and to the best of our information and according to the explanations
given to us:
i. The Company does not have any pending litigations which would impact its financial position.
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the
Company.
iv. The Company did not have any holdings or dealings in Specified Bank Notes as defined in the Notification S.O. 3407(E)
dated the November 8, 2016 of the Ministry of Finance, during the period from November 8, 2016 to December 30, 2016.
2. As required by the Companies (Auditors Report) Order, 2016 (the Order / CARO 2016) issued by the Central Government in
terms of Section 143(11) of the Act, we give in Annexure B a statement on the matters specified in paragraphs 3 and 4 of the Order.
Pallavi A. Gorakshakar
Partner
(Membership No. 105035)
I D F C A LT E R N AT I V E S L I M I T E D | 1 3 7
ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 1 (f) under Report on Other Legal and Regulatory Requirements section of the auditors report of even date)
Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (the Act)
We have audited the internal financial controls over financial reporting of IDFC ALTERNATIVES LIMITED (the Company) as of March 31,
2017 in conjunction with our audit of the financial statements of the Company for the year ended on that date.
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note issued by the Institute of Chartered Accountants of India and the Standards
on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial
controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to
obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained
and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on
the auditors judgement, including the assessment of the risks of material misstatement of the financial statements, whether due
to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
Companys internal financial controls system over financial reporting.
Opinion
In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects,
an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were
operating effectively as at March 31, 2017, based on the internal control over financial reporting criteria established by the Company
considering the essential components of internal control stated in the Guidance Note issued by the Institute of Chartered Accountants
of India.
Pallavi A. Gorakshakar
Partner
(Membership No. 105035)
138 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 2 under Report on Other Legal and Regulatory Requirements section of the auditors report of even date)
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of
fixed assets.
(b) The Company has a program of verification of fixed assets once over a period of two years which, in our opinion, is reasonable
having regard to the size of the Company and the nature of its assets. According to the information and explanations given to
us, no material discrepancies were noticed on such verification.
(c) According to the information and explanations given to us and the records examined by us and based on the examination of
the registered sale deed provided to us, we report that, the title deeds, comprising the immovable property of building which is
freehold, is held in the name of the Company as at the Balance Sheet date.
(ii) The Company does not have any inventory and hence reporting under clause (ii) of the CARO 2016 is not applicable.
(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 Companies Act, 2013.
(iv) The Company has not granted any loans, made investments or provided guarantees and securities to which the provisions of
Section 185 and 186 of the Companies Act, 2013 apply and hence reporting under clause (iv) of the CARO 2016 is not applicable.
(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year and hence
reporting under clause (v) of the CARO is not applicable.
(vi) Having regard to the nature of the Companys business / activities, reporting under clause (vi) of the CARO 2016 is not applicable.
(vii) According to the information and explanations given to us, in respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Income-tax,
Service Tax, Value Added Tax, cess and other material statutory dues applicable to it to the appropriate authorities.
According to the information and explanations given to us, during the year, there were no dues payable in respect of
Employees State Insurance, Sales Tax, Customs Duty and Excise Duty.
(b) There were no undisputed amounts payable in respect of Provident Fund, Income-tax, Service Tax, Value Added Tax, cess
and other material statutory dues in arrears as at March 31, 2017 for a period of more than six months from the date they
became payable.
(c) There are no dues of Provident Fund, Income-tax, Service Tax, Value Added Tax, cess and other material statutory dues which
have not been deposited as on March 31, 2017 on account of disputes.
(viii) The Company has not taken any loans or borrowings from financial institutions, banks and government or has not issued any
debentures. Hence reporting under clause (viii) of the CARO 2016 is not applicable to the Company.
(ix) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term loans
and hence reporting under clause (ix) of the CARO 2016 is not applicable.
(x) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no fraud
on the Company by its officers or employees has been noticed or reported during the year.
(xi) In our opinion and according to the information and explanations given to us, the Company does not have an Executive or a Whole-
time Director hence reporting under clause (xi) of the CARO 2016 is not applicable.
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the CARO 2016 is not applicable.
(xiii) In our opinion and according to the information and explanations given to us, the Company is in compliance with Section 177
and 188 of the Companies Act, 2013, where applicable, for all transactions with the related parties and the details of related party
transactions have been disclosed in the financial statements etc. as required by the applicable accounting standards.
(xiv) During the year the Company has not made any preferential allotment or private placement of shares or fully or partly convertible
debentures and hence reporting under clause (xiv) of the CARO 2016 is not applicable to the Company.
(xv) In our opinion and according to the information and explanations given to us, during the year the Company has not entered into
any non-cash transactions with its directors or directors of its Holding or Subsidiary Company or persons connected with them and
hence provisions of Section 192 of the Companies Act, 2013 are not applicable. The Company does not have an associate company.
(xvi) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934.
Pallavi A. Gorakshakar
Partner
(Membership No. 105035)
I D F C A LT E R N AT I V E S L I M I T E D | 1 3 9
BALANCE SHEET AS AT MARCH 31, 2017
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
NOTES ` `
For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors of
Chartered Accountants IDFC Alternatives Limited
(Registration no. 117366W/W-100018)
Manish Jindal
Mumbai, April 27, 2017 Chief Financial Officer
140 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2017
NOTES ` `
I INCOME
II EXPENSES
IV TAX EXPENSE
See accompanying notes forming part of the financial statements (see notes 1 to 30).
For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors of
Chartered Accountants IDFC Alternatives Limited
(Registration no. 117366W/W-100018)
Manish Jindal
Mumbai, April 27, 2017 Chief Financial Officer
I D F C A LT E R N AT I V E S L I M I T E D | 1 4 1
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2017
` `
142 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2017
` `
For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors of
Chartered Accountants IDFC Alternatives Limited
(Registration no. 117366W/W-100018)
Manish Jindal
Mumbai, April 27, 2017 Chief Financial Officer
I D F C A LT E R N AT I V E S L I M I T E D | 1 4 3
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
01 BACKGROUND
IDFC Alternatives Limited (the Company) is a wholly owned subsidiary of IDFC Financial Holding Company Limited (IDFC FHC),
incorporated in India, providing Investment Management and Advisory Services. The Company is an Investment Manager to IDFC
Infrastructure Fund 2 of which IDFC Private Equity Fund II is a unit scheme (Fund II), IDFC Infrastructure Fund 3 of which IDFC Private
Equity Fund III is a unit scheme (Fund III) and India Infrastructure Fund (IIF) all of which are domestic venture capital funds registered
under the Securities and Exchange Board of India (Venture Capital Funds) Regulations, 1996. The Company is also the Investment
Manager to the India Infrastructure Fund II registered under the Securities and Exchange Board of India (Alternative Investment Funds)
Regulations, 2012 as a category I Alternative Investment Fund and IDFC Real Estate Yield Fund registered under the Securities and
Exchange Board of India (Alternative Investment Funds) Regulations, 2012 as a category II Alternative Investment Fund.
During the year, the Company was appointed as the Investment Manager to the IDFC SCORE Fund and IDFC Private Equity Fund IV,
both registered under the Securities and Exchange Board of India (Alternative Investment Funds) Regulations, 2012 as a category II
Alternative Investment Fund from April 8, 2016 and September 1, 2016 respectively.
B. USE OF ESTIMATES
The preparation of the financial statements in conformity with Indian GAAP requires the Management to make estimates and
assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and the reported income
and expenses during the year. The Management believes that the estimates used in preparation of the financial statements are
prudent and reasonable. Future results could differ due to these estimates and any revision or the differences between the actual
results and the estimates are prospectively recognised in the future periods.
E. REVENUE RECOGNITION
i Management fees are recognised on accrual basis as per the terms of the agreement.
ii Interest and other dues are accounted on accrual basis.
iii Dividend is accounted when the right to receive is established.
iv Profit / loss on sale of investments is determined based on the first in first out cost for current investments.
v Rental income is recognised on accrual basis as per the terms of the Leave & License Agreement.
F. FIXED ASSETS
Tangible assets
Fixed assets are stated at cost of acquisition, including any cost attributable for bringing the asset to its working condition, less
accumulated depreciation and impairment losses, if any. Gains or losses arising from derecognition of fixed assets are measured as
difference between the net disposal proceeds and the cost of the assets less accumulated depreciation up to the date of disposal
and are recognised in the Statement of Profit and Loss when asset is derecognised. Subsequent expenditure on fixed assets after its
purchase / completion is capitalised only if such expenditure results in an increase in the future benefits from such asset beyond its
previously assessed standard of performance.
Intangible assets
Intangible Assets comprising of system software are stated at cost of acquisition, including any cost attributable for bringing the
asset to its working condition, less accumulated amortisation and impairment losses, if any. Any expenses on such software for
support and maintenance payable annually are charged to the Statement of Profit and Loss.
144 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Depreciation on tangible fixed assets is provided on straight line method, at the rates prescribed in Part C of Schedule II to the
Companies Act, 2013. Certain electronic items and vehicles are depreciated over a period of two years and four year respectively on
a straight-line method based on the Managements estimate of the useful life of these assets. Depreciation on additions during the
year is provided on a pro-rata basis. Assets costing less than `5,000 each are fully depreciated in the year of capitalisation.
Having regard to the Part C of Schedule II of the Companies Act, 2013, the Company has reviewed its policy of providing for
depreciation on its tangible fixed assets and also reassessed their useful lives. On and from April 1, 2014, the straight line method is
being used to depreciate all classes of tangible fixed assets.
Intangible assets
Intangible assets consisting of computer software are pro-rata amortised over a period of three years on the straight-line method.
H. INVESTMENTS
Non-current investments are carried at acquisition cost. A provision is made for diminution other than temporary on an
individual basis.
Current investments are carried at the lower of cost or fair value on an individual basis.
I. EMPLOYEE BENEFITS
Defined contribution plans
The contribution to provident fund, superannuation fund and pension fund are defined contribution plans and are charged as an
expense as they fall due based on the amount of contribution required to be made and when services are rendered by
the employees.
Defined benefit plan
The net present value of the Companys obligation towards Gratuity to employees is funded and actuarially determined as at the
Balance Sheet date based on the projected unit credit method. Actuarial gains and losses are recognised in the Statement of Profit
and Loss for the year in which they occur.
Compensated absences
Employees are not permitted to accumulate leave. Based on the leave rules, unavailed privilege leave to the extent encashable is
paid to the employees and charged to the Statement of Profit and Loss for the year.
J. OPERATING LEASES
Where the assets are taken on lease
Leases under which all the risks and benefits of ownership are effectively retained by the lessor are classified as operating leases.
Amount due under the operating leases are charged to the Statement of Profit and Loss, on a straight-line method, over the lease
term in accordance with Accounting Standard 19 on Leases as specified under Section 133 of the 2013 Act. Initial direct costs
incurred specifically for operating leases are recognised as expense in the year in which they are incurred.
Where the assets are given on lease
Leases under which risks and benefits of ownership of the asset are not substantially transferred are classified as operating leases.
Assets subject to operating leases are included in fixed assets. Lease income in respect of operating leases is recognised in the
Statement of Profit and Loss on a straight-line method over the lease term in accordance with Accounting Standard 19 on Leases
as specified under Section 133 of the 2013 Act. Maintenance costs including depreciation are recognised as an expense in the
Statement of Profit and Loss.
I D F C A LT E R N AT I V E S L I M I T E D | 1 4 5
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
L. INCOME-TAX
Current tax is the amount of tax payable on the taxable income for the year as determined in accordance with applicable tax rates
and the provisions of the Income-tax Act, 1961.
Deferred tax is recognised on timing differences, being the differences between the taxable income and the accounting income
that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax is measured using the tax
rates and the tax laws enacted or substantially enacted as at the Balance Sheet date. Deferred tax liabilities are recognised for all
timing differences. Deferred tax assets in respect of unabsorbed depreciation and carry forward of losses are recognised only if
there is virtual certainty that there will be sufficient future taxable income available to realise such assets. Deferred tax assets are
recognised for timing differences of other items only to the extent that reasonable certainty exists that sufficient future taxable
income will be available against which these can be realised. Deferred tax assets and liabilities are offset if such items relate to taxes
on income levied by the same governing tax laws and the Company has a legally enforceable right for such set off. Deferred tax
assets are reviewed at each Balance Sheet date for their realisability. Current and deferred tax relating to items directly recognised
in reserves are recognised in reserves and not in the Statement of Profit and Loss.
O. IMPAIRMENT OF ASSETS
The carrying amount of assets at each Balance Sheet date are reviewed for impairment. If any indication of impairment based on
internal / external factors exists, the recoverable amount of such assets is estimated and impairment is recognised wherever the
carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the greater of the net selling price and its
value in use, which is arrived at by discounting the future cash flows to their present value, based on an appropriate discounting
factor. If at the Balance Sheet date, there is a indication that previously recognised impairment loss no longer exists or may have
decreased, the recoverable amount is reassessed and the asset is reflected at the recoverable amount, subject to a maximum of the
depreciable historical cost and reversal of such impairment loss is recognised in the Statement of Profit and Loss, except in case of
revalued assets.
Q. OPERATING CYCLE
Based on the nature of products / activities of the Company and the normal time between acquisition of assets and their realisation
in cash or cash equivalents, the Company has determined its operating cycle as 12 months for the purpose of classification of its
assets and liabilities as current and non-current.
S. SEGMENT REPORTING
The Companys Primary segment is reflected based on the principle business carried out i.e. Investment Management and Advisory
Services. The risk and return of the business of the Company is not associated with geographical segmentation, hence there is no
sencondary segment reporting based on geographical segment.
146 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
03 SHARE CAPITAL
PARTICULARS AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NUMBER ` NUMBER `
(A) AUTHORISED
Equity shares of ` 10 each 227,000,000 2,270,000,000 227,000,000 2,270,000,000
(B) ISSUED, SUBSCRIBED & FULLY PAID UP
Equity shares of ` 10 each 219,850 2,198,500 219,850 2,198,500
(All the above equity shares are held by IDFC
Financial Holding Company Limited, the Holding
Company and its nominees; IDFC Limited is the
Ultimate Holding Company)
TOTAL 219,850 2,198,500 219,850 2,198,500
(a) Reconciliation of the number of shares and amount outstanding as at the beginning and at the end of the year
In the event of liquidation of Company, the holders of equity shares will be entitled to receive any of the remaining assets of the
Company, after distribution of preferential amount. However, no such preferential amount exists currently. The distribution will be in
proportion to the number of equity shares held by the shareholder.
(c) Details of the Shareholders holding more than 5% of the Share capital
IDFC Financial Holding Company Limited and its nominees 219,850 100% 219,850 100%
219,850 100% 219,850 100%
I D F C A LT E R N AT I V E S L I M I T E D | 1 4 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
06 TRADE PAYABLES
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
Outstanding dues of micro enterprises and small enterprises 198,676 -
Outstanding dues of creditors other than micro enterprises and small enterprises
Payable to vendors 9,471,378 52,876,030
Provision for expenses 230,607,318 202,744,368
TOTAL 240,277,372 255,620,398
Disclosures under the Micro, Small and Medium Enterprises Development Act, 2006: ` `
a) the principal amount and the interest due thereon remaining unpaid to any supplier at the Principal 198,676 Principal Nil
end of each accounting year Interest Nil Interest Nil
b) the amount of interest paid by the buyer in terms of Section 16 of the Micro, Small and - -
Medium Enterprises Development Act, 2006, along with the amount of the payment made to
the supplier beyond the appointed day during each accounting year
c) the amount of interest due and payable for the period of delay in making payment (which - -
have been paid but beyond the appointed day during the year) but without adding the
interest specified under the Micro, Small and Medium Enterprises Development Act, 2006
d) the amount of interest accrued and remaining unpaid at the end of each accounting year - -
e) the amount of further interest remaining due and payable even in the succeeding years, until - -
such date when the interest dues above are actually paid to the small enterprise, for the
purpose of disallowance of a deductible expenditure under Section 23 of the Micro, Small
and Medium Enterprises Development Act, 2006
The above information takes into account only those suppliers whose response to inquiries
made by the Company for this purpose has been received.
148 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
08 SHORT-TERM PROVISIONS
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
Provision for income tax (net of taxes paid ` 828,869,411 (previous year ` 745,527,035)) 9,710,653 9,293,028
Provision for fringe benefit tax (net of taxes paid ` 14,876,617 (previous year ` 14,876,617)) 384,031 384,031
TOTAL 10,094,684 9,677,059
09 FIXED ASSETS
PARTICULARS GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK
AT MARCH 31,
AT MARCH 31,
AT MARCH 31,
AT MARCH 31,
CHARGE FOR
BALANCE AS
BALANCE AS
BALANCE AS
BALANCE AS
BALANCE AS
BALANCE AS
DURING THE
DEDUCTION
DELETIONS
ADDITIONS
AT APRIL 1,
AT APRIL 1,
THE YEAR
YEAR
2016
2016
2016
2017
2017
2017
ON
` ` ` ` ` ` ` ` ` `
A TANGIBLE ASSETS
(Previous Year) (494,192,000) (-) (-) (494,192,000) (49,780,254) (8,236,533) (-) (58,016,787) (436,175,213) (444,411,746)
Leasehold Improvements 54,869,812 102,606 - 54,972,418 9,156,893 10,987,399 - 20,144,292 34,828,126 45,712,919
(Previous Year) (-) (54,869,812) (-) (54,869,812) (-) (9,156,893) (-) (9,156,893) (45,712,919) (-)
Computer hardware 11,295,977 1,870,916 927,742 12,239,151 9,808,727 1,099,284 927,742 9,980,269 2,258,882 1,487,250
(Previous Year) (10,206,404) (1,089,573) (-) (11,295,977) (8,898,679) (910,048) (-) (9,808,727) (1,487,250) (1,307,725)
Furniture and fixtures 6,854,198 - 1,297,328 5,556,870 3,683,593 598,439 999,899 3,282,133 2,274,737 3,170,605
(Previous Year) (6,727,411) (126,787) (-) (6,854,198) (3,033,515) (650,078) (-) (3,683,593) (3,170,605) (3,693,896)
Office equipment 11,554,055 1,007,559 637,049 11,924,565 10,528,851 900,032 539,990 10,888,893 1,035,672 1,025,204
(Previous Year) (10,761,626) (792,429) (-) (11,554,055) (9,695,552) (833,299) (-) (10,528,851) (1,025,204) (1,066,074)
Vehicles 24,973,906 10,153,035 5,798,711 29,328,230 8,054,957 7,430,366 3,027,466 12,457,857 16,870,373 16,918,949
(Previous Year) (13,692,622) (11,281,284) (-) (24,973,906) (2,881,157) (5,173,800) (-) (8,054,957) (16,918,949) (10,811,465)
TOTAL (A) 603,739,948 13,134,116 8,660,830 608,213,234 99,249,808 29,252,053 5,495,097 123,006,764 485,206,470 504,490,140
Previous Year (535,580,063) (68,159,885) (-) (603,739,948) (74,289,157) (24,960,651) (-) (99,249,808) (504,490,140) (461,290,906)
Computer software 5,351,825 15,024 - 5,366,849 4,951,932 217,898 - 5,169,830 197,019 399,893
(Previous Year) (5,320,138) (31,687) (-) (5,351,825) (4,715,185) (236,746) (-) (4,951,932) (399,893) (604,953)
TOTAL (B) 5,351,825 15,024 - 5,366,849 4,951,932 217,898 - 5,169,830 197,019 399,893
Previous Year (5,320,138) (31,687) (-) (5,351,825) (4,715,185) (236,746) (-) (4,951,932) (399,893) (604,953)
TOTAL (A) + (B) 609,091,773 13,149,140 8,660,830 613,580,083 104,201,740 29,469,951 5,495,097 128,176,594 485,403,489 504,890,033
Total of Previous Year (540,900,201) (68,191,572) (-) (609,091,773) (79,004,342) (25,197,397) (-) (104,201,740) (504,890,033) (461,895,859)
I D F C A LT E R N AT I V E S L I M I T E D | 1 4 9
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
10 INVESTMENTS (unquoted)(cost)
PARTICULARS AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
The above investments in venture capital units are subject to restrictive covenants.
150 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
` `
` `
Note: Represents amount paid by the fund but lying in the IDFC Private Equity Group Gratuity Scheme Account. The funds from the said
account were received by the Company subsequent to March 31, 2016.
I D F C A LT E R N AT I V E S L I M I T E D | 1 5 1
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
` `
15 OTHER INCOME
PARTICULARS FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
` `
` `
Salaries and bonus (see note 24 and note 25) 554,414,892 520,591,909
Contribution to provident and other funds (see note 22) 40,920,297 44,071,964
17 FINANCE COSTS
PARTICULARS FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
` `
152 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
18 OTHER EXPENSES
PARTICULARS FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
` `
` `
(b) Shared service cost of ` 380,911 (previous year ` 3,852,731) represents cost allocated by the Ultimate Holding Company under
a service level agreement and ` 5,021,000 (previous year ` 1,882,650) represents cost allocated by IDFC Bank Limited, a fellow
subsidiary under a service level agreement dated March 21, 2016.
I D F C A LT E R N AT I V E S L I M I T E D | 1 5 3
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
` `
21 The Company has been actively engaged in raising new international funds in Private Equity and Real Estate space. Given
that the international fund raising environment is challenging, no firm commitments were received till March 31, 2016.
Accordingly Fund set-up expenses recoverable of ` 74,040,762 had been provided for in FY16. During the year, this amount
has been written off in the books of account.
22 EMPLOYEE BENEFITS
In accordance with the Accounting Standard 15 on Employee Benefits as specified u/s 133 of the Companies Act, 2013, the following
disclosures have been made:
The Company has recognised the following amounts in the Statement of Profit and Loss towards contribution to defined contribution
plans which are included in note 16 under contribution to provident and other funds:
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
The details of the Companys post retirement benefit plans for gratuity for its employees are given below which is certified by the
actuary and relied upon by the auditors:
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
154 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
Experience adjustments:
PARTICULARS FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016 MARCH 31, 2015 MARCH 31, 2014 MARCH 31, 2013
IN `
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
% %
INVESTMENT PATTERN:
Insurer managed funds
Government securities 27.81 45.48
Deposit and money market securities 14.77 7.06
Debentures / bonds 57.42 47.46
PRINCIPAL ASSUMPTIONS:
Discount rate (per annum) 6.90 7.95
Expected rate of return on assets (per annum) 7.50 9.00
Salary escalation rate (per annum) 8.00 8.00
The estimates of future salary increase considered in the acturial valuation, takes into account inflation, seniority, promotion and other
relevant factors.
I D F C A LT E R N AT I V E S L I M I T E D | 1 5 5
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
23 SEGMENT REPORTING
The Companys Primary Segments are selected based on the principal business carried out. The Companys main business is Investment
Management and providing Advisory Services. All other activities revolve around the main business. The risk and return of the
business of the Company is not associated with geographical segmentation, hence there is no secondary segment reporting based on
geographical segments.
II Holding Company:
IDFC Limited (upto July 08, 2015)
IV Associate
IDFC Infrastructure Finance Limited (Formerly known as IDFC Infra Debt Fund Limited) (from August 28, 2014 upto August 19, 2015)
The nature and volume of transactions carried out and balances with the above related parties in the ordinary course of business are as
follows:
` `
156 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
` `
25 LEASE DISCLOSURE
In accordance with the Accounting Standard 19 on Leases as specified u/s 133 of the Companies Act, 2013, the following disclosures in
respect of operating leases are made:
The Company had taken vehicles for certain employees under operating leases, which have expired (previous year expiring between May
2016 to August 2016) during the year. Salaries include gross rental expenses of ` 743,724 (previous year ` 1,519,007).
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
The Company has taken premises under operating leases, which expires between August 2017 to May 2020 (previous year September 2016
to May 2020). Rent include gross rental expenses of ` 36,794,704 (previous year ` 31,726,170).
I D F C A LT E R N AT I V E S L I M I T E D | 1 5 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
The Company has given premises under operating lease, which expires in September 2020 (previous year: September 2020).
The committed lease rentals in the future are:
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
(I) COMMITMENTS
Uncalled liability on shares and other investments partly paid 585,454 585,454
TOTAL 585,454 585,454
(b) There are no litigations claims made by the Company or pending on the Company.
(c) Provisions for onerous contracts are recognised when the expected benefits to be derived by the Company from a contract are
lower than the unavoidable costs of meeting the future obligations under the contract. The provision is measured at the present
value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract.
Before a provision is established, the Company recognises any impairment loss on the assets associated with that contract.
158 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
(b) Amount spent towards CSR during the year and recognised as expense in the Statement of Profit and Loss on CSR related activities
is ` 6,002,229 (previous year ` 6,800,000), which comprise of following:
S.N. PARTICULARS YEAR ENDED MARCH 31, 2017 YEAR ENDED MARCH 31, 2016
IN CASH YET TO BE PAID TOTAL IN CASH YET TO BE PAID TOTAL
IN CASH (I.E. IN CASH (I.E.
PROVISION) PROVISION)
IN `
29 DETAILS OF SPECIFIED BANK NOTES (SBNS) HELD AND TRANSACTED DURING THE PERIOD NOVEMBER 08, 2016 TO
DECEMBER 30, 2016:
SBNs OTHER DENOMINATION NOTES TOTAL
` ` `
Manish Jindal
Mumbai, April 27, 2017 Chief Financial Officer
I D F C A LT E R N AT I V E S L I M I T E D | 1 5 9
IDFC
CAPITAL (SINGAPORE)
PTE. LTD.
DIRECTORS Mr.VikramLimaye
(Till July 15, 2017)
Dr.RajeevUberoi
Mr.Sachin Johri
1. DIRECTORS
The directors of the company in office at the date of this statement are:
Rajeev Uberoi
Vikram Mukund Limaye
Sachin Johri (Appointed on November 21, 2016)
2. ARRANGEMENTS TO ENABLE DIRECTORS TO ACQUIRE BENEFITS BY MEANS OF THE ACQUISITION OF SHARES AND
DEBENTURES
Neither at the end of the financial year nor at any time during the financial year did there subsist any arrangement whose object is
to enable the directors of the company to acquire benefits by means of the acquisition of shares or debentures in the company or
any other body corporate, except for the options mentioned in paragraph 3 of the Directors statement.
AT BEGINNING OF AT END
YEAR, OR DATE OF OF YEAR
APPOINTMENT, IF LATER
4. SHARE OPTIONS
(a) Options to take up unissued shares
During the financial year, no options to take up unissued shares of the company were granted.
(b) Options exercised
During the financial year, there were no shares of the company issued by virtue of the exercise of an option to take up unissued
shares.
(c) Unissued shares under option
At the end of the financial year, there were no unissued shares of the company under options.
5. AUDITORS
The auditors, Deloitte & Touche LLP, have expressed their willingness to accept reappointment.
ON BEHALF OF THE DIRECTORS
I D F C C A P I TA L ( S I N G A P O R E ) P T E LT D | 1 6 1
INDEPENDENT AUDITORS' REPORT
REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS
Opinion
We have audited the accompanying financial statements of IDFC Capital (Singapore) Pte. Ltd. (the company) which comprise the
statement of financial position of the company as at March 31, 2017, and the statement of profit or loss and other comprehensive
income, statement of changes in equity and statement of cash flows of the company for the year then ended, and notes to the financial
statements, including a summary of significant accounting policies, as set out on pages 7 to 28.
In our opinion, the accompanying financial statements of the company are properly drawn up in accordance with the provisions of the
Companies Act, Chapter 50 (the Act) and Financial Reporting Standards in Singapore (FRSs), so as to give a true and fair view of
the financial position of the company as at March 31, 2017 and of the financial performance, changes in equity and cash flows of the
company for the year then ended on that date.
Information Other than the Financial Statements and Auditors Report Thereon
Management is responsible for the other information. The other information comprises the Directors Statement set out on pages 1 to 2.
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.
In preparing the financial statements, management is responsible for assessing the companys 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.
The directors responsibilities include overseeing the companys financial reporting process.
As part of an audit in accordance with SSAs, we exercise professional judgement and maintain professional scepticism throughout the
audit. We also:
(a) 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.
162 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
INDEPENDENT AUDITORS' REPORT
(b) Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the companys internal control.
(c) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures
made by management.
(d) Conclude on the appropriateness of managements 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 companys
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.
(e) 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.
We communicate with the management 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.
I D F C C A P I TA L ( S I N G A P O R E ) P T E LT D | 1 6 3
STATEMENT OF FINANCIAL POSITION MARCH 31, 2017
2017 2016
ASSETS
Current assets
Non-current assets
Current liability
164 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME YEAR ENDED MARCH 31, 2017
2017 2016
Income tax 17 - -
NET LOSS FOR THE YEAR, REPRESENTING TOTAL COMPREHENSIVE LOSS FOR (130,180) (379,066)
THE YEAR
I D F C C A P I TA L ( S I N G A P O R E ) P T E LT D | 1 6 5
STATEMENT OF CHANGES IN EQUITY YEAR ENDED MARCH 31, 2017
Net loss for the year, representing total comprehensive loss for the year - (379,066) (379,066)
Net loss for the year, representing total comprehensive loss for the year - (130,180) (130,180)
166 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
STATEMENT OF CASH FLOWS YEAR ENDED MARCH 31, 2017
2017 2016
US$ US$
OPERATING ACTIVITIES
Adjustments for:
NET CASH GENERATED FROM (USED IN) OPERATING ACTIVITIES 113,521 (897,094)
INVESTING ACTIVITIES
I D F C C A P I TA L ( S I N G A P O R E ) P T E LT D | 1 6 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
01 GENERAL
The company (Registration No. 200800200R) is incorporated in Singapore with its registered office and principal place of business at
One Finlayson Green #16-02, Singapore 049246. The financial statements are expressed in United States dollars.
The principal activity of the company is to establish funds, act as advisor and manager of funds, and to provide advice in relation to the
setting up of funds.
The financial statements of the company for the year ended March 31, 2017 were authorised for issue by the Board of Directors on
April 26, 2017.
Level 1 inputs are quoted market prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at
the measurement date;
Level 2 inputs are inputs, other than the quoted market prices included within Level 1, that are observable for the asset or liability,
either directly or indirectly; and
FRS 115 Revenue from Contracts with Customers (with clarifications issued)2
Amendments to FRS 12 Income Taxes: Recognition of Deferred Tax Assets for Unrealised Losses1
1
Applies to annual periods beginning on or after January 1, 2017, with early application permitted.
2
Applies to annual periods beginning on or after January 1, 2018, with early application permitted.
3
Applies to annual periods beginning on or after January 1, 2019, with earlier application permitted if FRS 115 is adopted.
Consequential amendments were also made to various standards as a result of these new/revised standards.
The management anticipates that the adoption of the above FRSs and amendments to FRS in future periods will not have a material
impact on the financial statements of the company in the period of their initial adoption except for the following:
168 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
The core principle of FRS 115 is that an entity should recognise revenue to depict the transfer of promised goods or services to
customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or
services. Specifically, the Standard introduces a 5-step approach to revenue recognition:
Step 4: Allocate the transaction price to the performance obligations in the contract.
Step 5: Recognise revenue when (or as) the entity satisfies a performance obligation.
Under FRS 115, an entity recognises revenue when (or as) a performance obligation is satisfied, i.e. when control of the goods or
services underlying the particular performance obligation is transferred to the customer. Far more prescriptive guidance has been added
in FRS 115 to deal with specific scenarios. Furthermore, extensive disclosures are required by FRS 115.
Management anticipates that the initial application of the new FRS 115 may result in changes to the accounting policies relating to
revenue. Additional disclosures will also be made with respect to revenue and other income, including any significant judgement and
estimation made. Management is in the process of performing an assessment of the possible impact of implementing FRS 115. It is
currently impracticable to disclose any further information on the known or reasonably estimable impact to the companys financial
statement in the period of initial application as the management has yet to complete its detailed assessment. Management does not plan
to early adopt the new FRS 115.
INVESTMENTS IN ASSOCIATE
An associate is an entity over which the company has significant influence and that is neither a subsidiary nor an interest in a joint
venture. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control
or joint control over those policies.
The equity method of accounting has not been adopted for the investment in associate in the companys financial statements as the
company itself is a fully owned subsidiary of IDFC Limited which presents publicly available consolidated financial statements.
The investment in associate is stated at cost less allowance for impairment with the allowance being the difference between the carrying
amount less the net asset value of the Associate, as reduced by distribution of capital invested.
FINANCIAL INSTRUMENT
Financial assets and financial liabilities are recognised on the companys statement of financial position when the company becomes a
party to the contractual provisions of the instrument.
FINANCIAL ASSETS
For all other financial assets, objective evidence of impairment could include:
it becoming probable that the borrower will enter bankruptcy or financial re-organisation.
For financial assets carried at amortised cost, the amount of the impairment is the difference between the assets carrying amount and
the present value of estimated future cash flows, discounted at the original effective interest rate. The carrying amount of the financial
I D F C C A P I TA L ( S I N G A P O R E ) P T E LT D | 1 6 9
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
asset is reduced by the impairment loss directly for all financial assets with the exception of trade receivables where the carrying amount
is reduced through the use of an allowance account. When a trade receivable is uncollectible, it is written off against the allowance
account. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying
amount of the allowance account are recognised in profit or loss.
If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event
occurring after the impairment loss was recognised, the previously recognised impairment loss is reversed through profit or loss to the
extent the carrying amount of the financial asset at the date the impairment is reversed does not exceed what the amortised cost would
have been had the impairment not been recognised.
Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Equity instruments are recorded at the proceeds received, net of direct issue costs.
Financial liabilities
Trade and other payables are initially measured at fair value, net of transaction costs, and are subsequently measured at amortised cost,
using the effective interest method, with interest expense recognised on an effective yield basis.
Offsetting arrangements
Financial assets and financial liabilities are offset and the net amount presented in the statement of financial position when the company
has a legally enforceable right to set off the recognised amounts; and intends either to settle on a net basis, or to realise the asset and
settle the liability simultaneously. A right to set-off must be available today rather than being contingent on a future event and must be
exercisable by any of the counterparties, both in the normal course of business and in the event of default, insolvency or bankruptcy.
Depreciation is charged so as to write off the cost of assets, using the written down value method, on the following bases:
The estimated useful lives, residual values and depreciation method are reviewed at each year end, with the effect of any changes in
estimate accounted for on a prospective basis.
The gain or loss arising on disposal or retirement of an item of plant and equipment is determined as the difference between the sales
proceeds and the carrying amounts of the asset and is recognised in profit or loss.
170 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows
are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money
and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its
recoverable amount. An impairment loss is recognised immediately in the profit or loss, unless the relevant asset is carried at a revalued
amount, in which case the impairment loss is treated as a revaluation decrease.
When an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable
amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no
impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised immediately in profit or loss.
PROVISIONS
Provisions are recognised when the company has a present obligation (legal or constructive) as a result of a past event, it is probable
that the company will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of
the reporting period, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the
cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.
When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, the receivable
is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured
reliably.
LEASES
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the
lessee. All other leases are classified as operating leases.
Rentals payable under operating leases are charged to profit or loss on a straight-line basis over the term of the relevant lease unless
another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Contingent rentals arising under operating leases are recognised as an expense in the period in which they are incurred.
In the event that lease incentives are received to enter into operating leases, such incentives are recognised as a liability. The aggregate
benefit of incentives is recognised as a reduction of rental expense on a straight-line basis, except where another systematic basis is
more representative of the time pattern in which economic benefits from the leased asset are consumed.
REVENUE RECOGNITION
Revenue is measured at the fair value of the consideration, received or receivable. Revenue is recognised as follows:
Fee income
Management fee income is recognised over the period the services are rendered based on the applicable terms as agreed with
the fund company.
INCOME TAX
Income tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of profit
or loss and other comprehensive income because it excludes items of income or expense that are taxable or deductible in other years
and it further excludes items that are not taxable or tax deductible. The companys liability for current tax is calculated using tax rates
(and tax laws) that have been enacted or substantively enacted by the end of the reporting period.
I D F C C A P I TA L ( S I N G A P O R E ) P T E LT D | 1 7 1
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Deferred tax is recognised on the differences between the carrying amounts of assets and liabilities in the financial statements and
the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable
temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available
against which deductible temporary differences can be utilised.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer
probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset realised based
on the tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax
liabilities and when they relate to income taxes levied by the same taxation authority and the company intends to settle its current tax
assets and liabilities on a net basis.
Current and deferred tax are recognised as an expense or income in profit or loss.
Transactions in currencies other than the companys functional currency are recorded at the rate of exchange prevailing on the date of
the transaction. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates
prevailing at the end of each reporting period. Non-monetary items carried at fair value that are denominated in foreign currencies are
retranslated at the rates prevailing on the date when the fair value was determined. Non-monetary items that are measured in terms of
historical cost in a foreign currency are not retranslated.
Exchange differences arising on the settlement of monetary items, and on retranslation of monetary items are included in profit or
loss for the period. Exchange differences arising on the retranslation of non-monetary items carried at fair value are included in profit
or loss for the period except for differences arising on the retranslation of non-monetary items in respect of which gains and losses
are recognised in other comprehensive income. For such non-monetary items, any exchange component of that gain or loss is also
recognised in other comprehensive income.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the
period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the
revision affects both current and future periods.
172 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
2017 2016
US$ US$
Financial assets
Loans and receivables (including cash and bank balances) 10,803,895 9,864,840
Financial liabilities
At amortised cost 40,959 54,345
At the end of reporting period, the company does not have any financial instruments subject to offsetting, enforceable master
netting arrangements or similar agreements.
The company does not have any significant credit risk exposure as at the end of the reporting period. The company places its cash
with creditworthy financial institutions.
The maximum exposure to credit risk in the event that the counterparties fail to perform their obligations as at the end of the
reporting period is the carrying amount of the financial assets as stated in the statement of financial position.
At the end of the reporting period, the carrying amounts of monetary assets and monetary liabilities denominated in currencies
other than the companys functional currency are as follows:
SINGAPORE DOLLAR
US$
2017 2016
ASSETS
Cash and cash equivalents 92,812 121,397
Trade and other receivables 47,055 164,139
TOTAL 139,867 285,536
LIABILITIES
Trade and other payables 40,959 54,344
Net currency exposure 98,908 231,192
If the relevant foreign currency weakens by 8% (2016 : 9%) against the functional currency of the company, loss will increase
(decrease) by:
US$ US$
Loss 7,913 20,807
In managements opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk as the year end exposure
does not reflect the exposure during the year.
I D F C C A P I TA L ( S I N G A P O R E ) P T E LT D | 1 7 3
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
All financial assets and financial liabilities in 2016 and 2017 are repayable on demand or due within 1 year from the end of the
reporting period.
The company is required to maintain a minimum amount of capital as prescribed under the Securities and Futures Act (Chapter
289) and relevant Regulations. The company is in compliance with the capital requirements for the years ended March 31, 2017 and
March 31, 2016.
There were no changes to the companys overall strategy during the year.
Some of the companys transactions and arrangements are between members of the group and the effect of these on the basis
determined between the parties is reflected in these financial statements. The intercompany balances are unsecured, interest-free and
repayable on demand unless otherwise stated.
During the year, the company has entered into the following transactions with its related companies:
2017 2016
US$ US$
During the year, the company has entered into the following transactions with its related parties:
2017 2016
US$ US$
2017 2016
US$ US$
The figures for 2017 and 2016 do not include any remuneration attributable to the key management from the bonus pool that has been
accrued for in the financial statements as the allocation is yet to be determined.
174 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
US$ US$
The fixed deposit bears interest at an average rate of 1.33% (2016 : 0.34%) per annum and matures within twelve months
(2016 : six months) from the end of year. The fixed deposits are readily convertible into cash with insignificant risk of changes in value
and hence are included in cash and cash equivalents.
US$ US$
Recoverables from related parties relate to administrative expenses paid on behalf of related party funds which will be recovered from
India Infrastructure Fund (Singapore) Pte Ltd. The average credit period is 30 days (2016 : 30 days). At year-end, there were no balances
which were past due and no impairment allowance was made.
09 INVESTMENT IN ASSOCIATE
2017 2016
US$ US$
NAME OF ASSOCIATE PLACE OF EFFECTIVE OWNERSHIP AND VOTING POWER PRINCIPAL ACTIVITY
INCORPORATION
2017 2016
% %
Emerging Markets Private Equity Fund LP Guernsey 43.28 43.28 Private equity fund
In November 2014, the company acquired a 46.15% stake in Emerging Markets Private Equity Fund from a related company at a value
of US$ 22,368,000 with a commitment of US$ 30,000,000 and an effective commitment for investment of US$ 26,705,585 resulting in
effective ownership of 43.28%.
In accordance with the fund constitution documents, all distributions received from the fund until the capital is repaid in full is treated as
distribution of capital. Distributions over and above the sums invested will be considered as revenue and will be taken to profit or loss.
I D F C C A P I TA L ( S I N G A P O R E ) P T E LT D | 1 7 5
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Cost:
At April 1, 2015 148,219 96,696 34,005 65,050 343,970
Additions - 4,067 721 - 4,788
At March 31, 2016 148,219 100,763 34,726 65,050 348,758
Additions - - - 2,064 2,064
At March 31, 2017 148,219 100,763 34,726 67,114 350,822
Accumulated depreciation:
At April 1, 2015 148,219 86,454 16,867 47,139 298,679
Depreciation - 3,936 2,315 2,986 9,237
At March 31, 2016 148,219 90,390 19,182 50,125 307,916
Depreciation - 3,467 2,036 2,520 8,023
At March 31, 2017 148,219 93,857 21,218 52,645 315,939
Carrying amount:
At March 31, 2017 - 6,906 13,508 14,469 34,883
At March 31, 2016 - 10,373 15,544 14,925 40,842
12 SHARE CAPITAL
2017 2016 2017 2016
NUMBER OF ORDINARY SHARES US$ US$
13 REVENUE
2017 2016
US$ US$
176 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
15 STAFF COSTS
2017 2016
US$ US$
17 INCOME TAX
The income tax benefit varied from the amount of income tax expense determined by applying the Singapore income tax rate of 17%
(2016 : 17%) to profit before income tax as a result of the following differences:
2017 2016
US$ US$
18 COMMITMENTS
a) Operating lease commitments
2017 2016
US$ US$
2017 2016
US$ US$
b) The company has a commitment to inject capital to its associate amounting to US$4,362,569.
I D F C C A P I TA L ( S I N G A P O R E ) P T E LT D | 1 7 7
IDFC TRUSTEE
COMPANY
LIMITED
CIN U65990MH2002PLC137533
FINANCIAL HIGHLIGHTS
(AMOUNT IN `)
COMPANYS AFFAIRS
The main object of the Company is to act as trustee for various investment funds under the private equity business primarily established
by IDFC Limited and its subsidiaries.
The Company continues to act as the trustee of India Infrastructure Fund, IDFC Infrastructure Fund 2 IDFC Private Equity Fund II, IDFC
Infrastructure Fund 3 IDFC Private Equity Fund III, IDFC Project Equity Domestic Investors Trust I, IDFC Project Equity Domestic
Investors Trust II, India Infrastructure Fund II, IDFC Real Estate Yield Fund, IDFC Score Fund, IDFC Private Equity Fund - IV, IDFC Private
Equity Employee Benefit Trust.
DIVIDEND
The Directors do not recommend any dividend for the financial year ended March 31, 2017.
BOARD OF DIRECTORS
The Board comprises of three Directors. In accordance with the Articles of Association of the Company and pursuant to the provisions
of Section 152 of the Companies Act, 2013, Mr. Sunil Kakar would retire by rotation at the ensuing Annual General Meeting (AGM) and
being eligible, offers himself for reappointment.
The Board of Directors recommends reappointment of Mr. Sunil Kakar at the ensuing AGM.
AUDITORS
The Shareholders of the Company had approved appointment of Deloitte Haskins & Sells (DHS), Chartered Accountants, (Registration
No. 117365W) as Statutory Auditors for a period of 5 years to hold office from the conclusion of the Twelfth Annual General Meeting
up to the conclusion of the Seventeenth Annual General Meeting of the Company. There are no qualifications or observations or other
remarks made by the Statutory Auditors in their report for FY17.
The Board of Directors of the Company at its meeting held on April 27, 2017 have recommended the appointment of Price Waterhouse
& Co Chartered Accountants LLP (FRN 304026E/E300009) (PWC) as the Statutory Auditors of the Company, in place of DHS, for
a period of five years from the conclusion of the ensuing AGM of the Company to be held for FY17 till the conclusion of the 20th AGM
of the Company to be held for FY22, subject to approval of the Shareholders of the Company at the ensuing AGM and subsequent
ratification on annual basis.
I D F C T R U S T E E C O M PA N Y L I M I T E D | 1 7 9
BOARD'S REPORT
PWC have confirmed that their appointment, if made, would be in conformity with the provisions of Section 141 of the Companies Act,
2013 and have also indicated their willingness to be appointed.
RISK MANAGEMENT
The Board members ensures control of risk factors and advice on the same to the Management of the Company.
PARTICULARS OF EMPLOYEES
The Company does not have any employee.
PUBLIC DEPOSITS
The Company has neither invited nor accepted any Public Deposits.
AUDITORS REPORT
There are no qualifications, reservations or adverse remarks or disclaimers made by the Statutory Auditors in their report.
180 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BOARD'S REPORT
DIRECTORS RESPONSIBILITY STATEMENT
The Directors confirm that:
(a) in the preparation of the annual financial statements for the year ended March 31, 2017, the applicable accounting standards have
been followed along with proper explanation relating to material departures, if any;
(b) such accounting policies have been selected and applied consistently and judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2017 and of the profit and loss of the
Company for that period;
(c) proper and sufficient care has been taken for the 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;
(d) the annual financial statements have been prepared on a going concern basis; and
(e) systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.
ACKNOWLEDGEMENTS
The Directors also express their gratitude for the unstinted support and guidance received from IDFC Limited and IDFC Financial Holding
Company Limited and other group companies.
I D F C T R U S T E E C O M PA N Y L I M I T E D | 1 8 1
ANNEXURE I
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
As on the financial year ended on March 31, 2017
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014]
i) CIN U65990MH2002PLC137533
ii) Registration Date 11/10/2002
iii) Name of the Company IDFC TRUSTEE COMPANY LIMITED
iv) Category / Sub-Category of the Company Company Limited by shares Indian Non-Government Company
v) Address of the Registered office and contact details Naman Chambers, C-32, G-Block, Bandra Kurla Complex,
Bandra East, Mumbai 400 051.
Tel.: +91 22 4222 2000, Fax: +91 22 2654 0354
vi) Whether listed company Yes / No No
vii) Name, Address and Contact details of Registrar and Transfer Link Intime India Private Limited *
Agent, if any C 101, 247 Park, L.B.S. Marg,
Vikhroli (West), Mumbai - 400 083.
Contact No. +91 22 4918 6000.
*Link Intime India Pvt Ltd. provides electronic connectivity services with depositories for the equity shares of the Company. During FY17,
Registrar and Transfer Agent was changed from Sharepro Services (India) Pvt Ltd to Link Intime India Pvt Ltd.
1. Act as Trustee for various investment funds under the 6619 100
Private Equity business.
IV. SHARE HOLDING PATTERN (EQUITY SHARE CAPITAL BREAKUP AS PERCENTAGE OF TOTAL EQUITY)
A. Promoters
(1) Indian
a) Individual/ HUF NIL NIL NIL NIL NIL NIL NIL NIL NIL
b) Central Govt NIL NIL NIL NIL NIL NIL NIL NIL NIL
c) State Govt (s) NIL NIL NIL NIL NIL NIL NIL NIL NIL
d) Bodies Corp. 49,400 600 50,000 100 49,400 600 50,000 100 NIL
e) Banks/FI NIL NIL NIL NIL NIL NIL NIL NIL NIL
f) Any Other.. NIL NIL NIL NIL NIL NIL NIL NIL NIL
Sub-total (A) (1):- 49,400 600 50,000 100 49,400 600 50,000 100 NIL
(2) Foreign NIL NIL NIL NIL NIL NIL NIL NIL NIL
Total shareholding of Promoter (A) 49,400 600 50,000 100 49,400 600 50,000 100 NIL
= (A)(1)+(A)( 2)
B. Public Shareholding NIL NIL NIL NIL NIL NIL NIL NIL NIL
C. Shares held by Custodian for NIL NIL NIL NIL NIL NIL NIL NIL NIL
GDRs & ADRs
Grand Total (A+B+C) 49,400 600 50,000 100 49,400 600 50,000 100 NIL
182 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE I
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
(ii) Shareholding of Promoters
SR. SHAREHOLDERS NAME SHAREHOLDING AT THE BEGINNING OF THE SHARE HOLDING AT THE END OF THE % CHANGE
NO. YEAR YEAR IN SHARE
NO. OF % OF TOTAL %OF SHARES NO. OF % OF TOTAL % OF SHARES HOLDING
SHARES SHARES PLEDGED/ SHARES SHARES PLEDGED/ DURING THE
OF THE ENCUMBERED OF THE ENCUMBERED YEAR
COMPANY TO TOTAL COMPANY TO TOTAL
SHARES SHARES
1. IDFC Financial Holding Company Limited 50,000 100 NIL 50,000 100 NIL NIL
& its nominees
TOTAL 50,000 100 NIL 50,000 100 NIL NIL
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
NOT APPLICABLE
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment: NIL
I D F C T R U S T E E C O M PA N Y L I M I T E D | 1 8 3
INDEPENDENT AUDITORS REPORT
TO THE MEMBERS OF IDFC TRUSTEE COMPANY LIMTED
This responsibility also includes 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 frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit.
In conducting our audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which
are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit of the financial statements in accordance with the Standards on Auditing specified under Section 143(10) of the
Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements.
The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control
relevant to the Companys preparation of the financial statements that give a true and fair view in order to design audit procedures
that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and
the reasonableness of the accounting estimates made by the Companys Directors, as well as evaluating the overall presentation of the
financial statements.
We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the financial
statements.
Opinion
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 Act in the manner so required and give a true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as at 31st March, 2017, and its profits and its cash flows for the year
ended on that date.
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purposes of our audit.
b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our
examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement
with the books of account.
d) In our opinion, the aforesaid financial statements comply with the Accounting Standards prescribed under section 133 of the
Act.
e) On the basis of the written representations received from the directors as at 31st March, 2017 taken on record by the Board of
Directors, none of the directors is disqualified as at 31st March, 2017 from being appointed as a director in terms of Section 164
(2) of the Act.
184 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
INDEPENDENT AUDITORS REPORT
f) With respect to the adequacy of the internal financial controls over financial reporting of the Company refer to our separate
Report in Annexure A. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the
Companys internal financial controls over financial reporting.
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, as amended, in our opinion and to the best of our information and according to the explanations
given to us:
i. The Company does not have any pending litigations which would impact its financial position.
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the
Company.
iv. The Company did not have any holdings or dealings in Specified Bank Notes as defined in the Notification S.O. 3407(E)
dated the 8th November, 2016 of the Ministry of Finance, during the period from 8th November, 2016 to 30th December,
2016.
2. As required by the Companies (Auditors Report) Order, 2016 (the Order / CARO 2016) issued by the Central Government in
terms of Section 143(11) of the Act, we give in Annexure B a statement on the matters specified in paragraphs 3 and 4 of the Order.
Pallavi A. Gorakshakar
Partner
(Membership No. 105035)
I D F C T R U S T E E C O M PA N Y L I M I T E D | 1 8 5
ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 1(f) under Report on Other Legal and Regulatory Requirements section of auditors report of even date)
Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (the Act)
We have audited the internal financial controls over financial reporting of IDFC TRUSTEE COMPANY LIMITED (the Company) as of 31st
March, 2017 in conjunction with our audit of the financial statements of the Company for the year ended on that date.
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit.
We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the
Guidance Note) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section
143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether
adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in
all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the
auditors judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or
error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
Companys internal financial controls system over financial reporting.
Opinion
In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects,
an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were
operating effectively as at 31st March, 2017, 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.
Pallavi A. Gorakshakar
Partner
(Membership No. 105035)
186 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 2 under Report on Other Legal and Regulatory Requirements section of auditors report of even date)
(i) The Company does not have any fixed assets and hence reporting under clause (i) of the CARO 2016 is not applicable.
(ii) The Company does not have any inventory and hence reporting under clause (ii) of the CARO 2016 is not applicable.
(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 Companies Act, 2013.
(iv) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of
Sections 185 and 186 of the Companies Act, 2013 in respect of grant of loans, making investments and providing guarantees and
securities, as applicable.
(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year and hence
reporting under clause (v) of CARO 2016 is not applicable.
(vi) Having regard to the nature of the Companys business / activities, reporting under clause (vi) CARO 2016 is not applicable.
(vii) According to the information and explanations given to us, in respect of statutory dues:
(a) The Company has been regular in depositing undisputed statutory dues, including Income-tax, Service Tax, Value Added Tax,
cess and other material statutory dues applicable to it to the appropriate authorities.
According to the information and explanations given to us, during the year, there were no dues payable in respect of Provident
Fund, Employees State Insurance, Sales Tax, Customs Duty and Excise Duty.
(b) There were no undisputed amounts payable in respect of Income-tax, Service Tax, Value Added Tax, cess and other material
statutory dues in arrears as at 31st March, 2017 for a period of more than six months from the date they became payable.
(c) There are no dues of Income-tax, Service Tax, Value Added Tax, cess and other material statutory dues which have not been
deposited as on 31st March, 2017 on account of disputes.
(viii) The Company has not taken any loans or borrowings from financial institutions, banks and government or has not issued any
debentures. Hence reporting under clause (viii) of the CARO 2016 is not applicable to the Company.
(ix) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term loans
and hence reporting under clause (ix) of the CARO 2016 is not applicable.
(x) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no fraud
on the Company by its officers or employees has been noticed or reported during the year.
(xi) The Company has not paid any managerial remuneration during the year and hence reporting under clause (xi) of the CARO 2016 is
not applicable.
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the CARO 2016 is not applicable.
(xiii) In our opinion and according to the information and explanations given to us the Company is in compliance with Section 177 and
188 of the Companies Act, 2013, where applicable, for all transactions with the related parties and the details of related party
transactions have been disclosed in the financial statements etc. as required by the applicable accounting standards.
(xiv) During the year the Company has not made any preferential allotment or private placement of shares or fully or partly convertible
debentures and hence reporting under clause (xiv) of CARO 2016 is not applicable to the Company.
(xv) In our opinion and according to the information and explanations given to us, during the year the Company has not entered into any
non-cash transactions with its directors or persons connected with him and hence provisions of section 192 of the Companies Act,
2013 are not applicable.
(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.
Pallavi A. Gorakshakar
Partner
(Membership No. 105035)
I D F C T R U S T E E C O M PA N Y L I M I T E D | 1 8 7
BALANCE SHEET AS AT MARCH 31, 2017
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
Notes ` `
Current assets
(a) Current investments 9 22,812,158 38,614,982
(b) Cash and cash equivalents 10 26,081,234 396,362
(c) Short-term loans and advances 11 6,655 13,488
(d) Other current assets 12 1,083,112 -
49,983,159 39,024,832
TOTAL 50,073,222 39,142,046
188 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2017
I INCOME
Revenue from operations 13 8,861,644 8,300,000
Other income 14 6,059,468 104,474
TOTAL INCOME (I) 14,921,112 8,404,474
II EXPENSES
Finance costs 15 - 56
Other expenses 16 176,725 328,871
TOTAL EXPENSES (II) 176,725 328,927
IV TAX EXPENSE
Current tax 3,600,000 2,498,000
Short/(excess) provision in earlier years (729) -
TOTAL TAX EXPENSE (IV) 3,599,271 2,498,000
I D F C T R U S T E E C O M PA N Y L I M I T E D | 1 8 9
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2017
190 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
01 BACKGROUND
IDFC Trustee Company Limited is a wholly owned subsidiary of IDFC Financial Holding Company Limited (Ultimate Holding - IDFC
Limited). This Company is formed for providing trusteeship services.
(C) INVESTMENTS
Long-term investments, are carried individually at cost less provision for diminution, other than temporary, in the value of
such investments. Current investments are carried individually, at the lower of cost and fair value. Cost of investments include
acquisition charges such as brokerage, fees and duties.
Trusteeship fees are accounted for on an accrual basis in accordance with the agreements.
Dividend is accounted on accrual basis when the right to receive is established.
Profit / loss earned on sale of investments is recognised on trade date basis. Profit / loss on sale of investments is
determined based on the FIFO cost for current investments and weighted average cost for long term investments.
(E)
TAXES ON INCOME
Income tax expense comprises of current income tax and deferred tax. Current tax is the amount payable on the taxable
income for the year as determined in accordance with the applicable tax rates and the provisions of the Income Tax Act, 1961
and other applicable tax laws. The accounting treatment for income-tax in respect of the Companys income is based on
Accounting Standard 22 on Accounting for Taxes on Income as specified under section 133 of the Companies Act, 2013. The
provision made for income-tax in the accounts comprises both, the current tax and the deferred tax. The deferred tax assets
and liabilities for the year arising on account of timing differences are recognised in the Statement of Profit and Loss and the
cumulative effect thereof is reflected in the Balance Sheet.
Deferred tax is recognised on timing differences, being the differences between the taxable income and the accounting income
that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax is measured using the
tax rates and the tax laws enacted or substantively enacted as at the reporting date. Deferred tax liabilities are recognised for
all timing differences. Deferred tax assets are recognised for timing differences of items other than carry forward losses only
to the extent that reasonable certainty exists that sufficient future taxable income will be available against which these can be
realised. However, if there are carry forward of losses and items relating to capital losses, deferred tax assets are recognised
only if there is virtual certainty supported by convincing evidence that there will be sufficient future taxable income available
to realise the assets. Deferred tax assets and liabilities are offset if such items relate to taxes on income levied by the same
governing tax laws and the Company has a legally enforceable right for such set off. Deferred tax assets are reviewed at each
balance sheet date for their realisability.
(F)
CASH AND CASH EQUIVALENTS
Cash and cash equivalents for the purpose of Cash Flow Statement comprise cash on hand, cash in bank, fixed deposits and
other short term highly liquid investments with an original maturity of three months or less that are readily convertible into a
known amounts of cash and which are subject to insignificant risk of change in value.
(G)
CASH FLOW STATEMENT
Cash flows are reported using the indirect method, whereby profit / (loss) before tax is adjusted for the effects of transactions
of non-cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash flows from operating,
investing and financing activities of the Company are segregated based on the available information.
I D F C T R U S T E E C O M PA N Y L I M I T E D | 1 9 1
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
(H)
EARNINGS PER SHARE
Basic earnings per share is computed by dividing the profit / (loss) after tax (including the post tax effect of extraordinary
items, if any) by the weighted average number of equity shares outstanding during the year. Diluted earnings per share is
computed by dividing the profit / (loss) after tax (including the post tax effect of extraordinary items, if any) as adjusted for
dividend, interest and other charges to expense or income (net of any attributable taxes) relating to the dilutive potential
equity shares, by the weighted average number of equity shares considered for deriving basic earnings per share and the
weighted average number of equity shares which could have been issued on the conversion of all dilutive potential equity
shares. Potential equity shares are deemed to be dilutive only if their conversion to equity shares would decrease the net profit
per share from continuing ordinary operations. Potential dilutive equity shares are deemed to be converted as at the beginning
of the period, unless they have been issued at a later date. The dilutive potential equity shares are adjusted for the proceeds
receivable had the shares been actually issued at fair value (i.e. average market value of the outstanding shares). Dilutive
potential equity shares are determined independently for each period presented. The number of equity shares and potentially
dilutive equity shares are adjusted for share splits / reverse share splits and bonus shares, as appropriate.
(I)
PROVISIONS AND CONTINGENCIES
A provision is recognised when the Company has a present obligation as a result of past events and it is probable that an
outflow of resources will be required to settle the obligation in respect of which a reliable estimate can be made. Provisions
are not discounted to their present value and are determined based on the best estimate required to settle the obligation at
the Balance Sheet date. These are reviewed at each Balance Sheet date and adjusted to reflect the current best estimates.
Contingent liabilities if any, are disclosed in the notes. Contingent assets are not recognised in the financial statements.
(J)
OPERATING CYCLE
Based on the nature of products / activities of the Company and the normal time between acquisition of assets and their
realisation in cash or cash equivalents, the Company has determined its operating cycle as 12 months for the purpose of
classification of its assets and liabilities as current and non-current.
(K)
SERVICE TAX INPUT CREDIT
Service tax input credit is accounted in the period in which the underlying services are received and when there is no
uncertainty in availing / utilising the credit.
(L)
IMPAIRMENT OF ASSETS
The carrying amount of assets at each Balance Sheet date are reviewed for impairment. If any indication of impairment based
on internal / external factors exists, the recoverable amount of such assets is estimated and impairment is recognised wherever
the carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the greater of the net selling price
and its value in use, which is arrived at by discounting the future cash flows to their present value, based on an appropriate
discounting factor. If at the Balance Sheet date, there is a indication that previously recognised impairment loss no longer exists
or may have decreased, the recoverable amount is reassessed and the asset is reflected at the recoverable amount, subject to
a maximum of the depreciable historical cost and reversal of such impairment loss is recognised in the Statement of Profit and
Loss, except in case of revalued assets.
03 SHARE CAPITAL
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
AUTHORISED SHARES
Equity shares of `10 each 100,000 1,000,000 100,000 1,000,000
ISSUED, SUBSCRIBED & FULLY PAID-UP SHARES
Equity shares of `10 each 50,000 500,000 50,000 500,000
[All of these shares are held by IDFC Financial Holding Company Limited,
the holding company and its nominees (IDFC Limited is the Ultimate
Holding Company)].
TOTAL ISSUED, SUBSCRIBED AND FULLY PAID-UP SHARE CAPITAL 500,000 500,000
192 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
(a) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the year.
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NUMBER (`) NUMBER (`)
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) Details of shareholders holding more than 5% of the shares in the company
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NUMBER % OF HOLDING NUMBER % OF HOLDING
IDFC Financial Holding Company Limited and its nominees 50,000 100.00% 50,000 100.00%
05 TRADE PAYABLES
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
(`) (`)
Disclosures under the Micro, Small and Medium Enterprises Development Act, 2006:
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
(a) The principal amount and the interest due thereon remaining unpaid to any supplier at the - -
end of each accounting year.
(b) The amount of interest paid by the buyer in terms of Section 16 of the Micro, Small and - -
Medium Enterprises Development Act, 2006, along with the amount of the payment made
to the supplier beyond the appointed day during each accounting year.
(c) The amount of interest due and payable for the period of delay in making payment (which - -
have been paid but beyond the appointed day during the year) but without adding the
interest specified under the Micro, Small and Medium Enterprises Development Act, 2006.
(d) The amount of interest accrued and remaining unpaid at the end of each accounting. - -
(e) The amount of further interest remaining due and payable even in the succeeding years, - -
until such date when the interest dues above are actually paid to the small enterprise, for
the purpose of disallowance of a deductible expenditure under Section 23 of the Micro,
Small and Medium Enterprises Development Act, 2006.
The above information takes into account only those suppliers whose response to inquiries made by the Company for this purpose has
been received.
I D F C T R U S T E E C O M PA N Y L I M I T E D | 1 9 3
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
(`) (`)
(`) (`)
09 CURRENT INVESTMENTS (NON TRADE; AT LOWER OF COST AND FAIR VALUE, UNLESS STATED OTHERWISE)
FACE VALUE AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
(`)
NUMBER OF (`) NUMBER OF (`)
UNITS UNITS
194 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
14 OTHER INCOME
YEAR ENDED YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
15 FINANCE COST
YEAR ENDED YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
16 OTHER EXPENSES
YEAR ENDED YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
I D F C T R U S T E E C O M PA N Y L I M I T E D | 1 9 5
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
(`) (`)
17 The Company is engaged in the business of providing trusteeship services. As such, there is no separate reportable primary business
segment or geographical segment as per Accounting Standard 17 on Segment Reporting as specified u/s 133 of the Companies
Act, 2013.
18 As per Accounting Standard 18 on Related Party Disclosures as specified u/s 133 of the Companies Act, 2013, the related parties of
the Company are as follows:
RELATIONSHIP:
HOLDING COMPANY:
IDFC Financial Holding Company Limited
FELLOW SUBSIDIARY
IDFC Bank Limited
(`) (`)
19 In accordance with Accounting Standard 20 on Earnings Per Share as specified u/s 133 of Companies Act, 2013:
196 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
20 CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR)
PARTICULARS FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
Contingent liabilities
Claims not acknowledged as debts in respect of:
Income-tax demands disputed by the Company (net of amounts provided). The matters - 595,951
in dispute are under appeal. The demands have been partly paid / adjusted and will be
received as refund if the matters are decided in favour of the Company.
a. There are no litigations claims made by the Company or pending on the Company.
b. Provisions for onerous contracts are recognised when the expected benefits to be derived by the Company from a contract are
lower than the unavoidable costs of meeting the future obligations under the contract. The provision is measured at the present
value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract.
Before a provision is established, the Company recognises any impairment loss on the assets associated with that contract.
21 Details of Specific Bank Notes (SBNs) held and transacted during the period November 8, 2016 to December 30, 2016 is provided in
table below:
Previous years figures have been regrouped / reclassified wherever necessary to correspond with the current years classification /
disclosure.
I D F C T R U S T E E C O M PA N Y L I M I T E D | 1 9 7
IDFC
SECURITIES LIMITED
CIN U99999MH1993PLC071865
Institutional Broking
Even though FY17 was challenging, Indian capital markets witnessed steady gains through the year delivering a return of 18.5%. So while
events such as Brexit, the US Presidential elections and currency demonetisation created phases of extreme volatility, these were at best
momentary. So much so that FIIs brought in approx US$8.4bn during the year to complement the steady inflow of US$4.7bn from DIIs.
In hindsight, these phases of uncertainty were transient and markets bounced back convincingly at every opportunity driven by
increased participation. Steadily improving global macro data helped strengthen consumer, business and investor confidence. Even the
Fed found little resistance while undertaking two back-to-back rate hikes, something which would have been almost impossible to digest
a year back.
IDFC Securities delivered a stellar performance during the year while market volumes increased approx 23% YOY in FY17, our market
share improved across domestic and foreign institutional clients. Furthermore, our efforts across the research, sales and dealing desks
were well recognized by clients and were backed by strong accolades from leading surveys such as AsiaMoney and Institutional Investor.
With the Nifty hitting new highs, we believe FY18 will see increased fund flows into India. Currently, flows into emerging markets (EM)
have been boosted by improving macro and trade statistics, and the strengthening of EM currencies. India, with its strong fundamentals
and policy impetus, is attracting a significant proportion of these flows. We expect this trend to continue this year. The much anticipated
roll-out of GST and its impact on business and consumer sentiment will be closely watched. Nevertheless, going ahead we believe that
the improvement in public finances, deleveraging of corporate balance sheets, improvement in demand and consequently industry
capacity utilisation, will be key monitorables for most investors.
During FY 16, IDFC Securities Limited was engaged in the business of Institutional Broking, Research and Investment Banking. IDFC
Bank Limited, Fellow Subsidiary obtained Investment Banking license from SEBI. For better business synergy, post IDFC Bank Limited
receiving Investment Banking license from SEBI, Complete deal pipe line of Investment Banking Business was transferred to IDFC Bank
Limited.
FINANCIAL HIGHLIGHTS
(AMOUNT IN `)
DIVIDEND
Your Directors have decided not to recommend any dividend for the financial year ended March 31, 2017.
BOARD OF DIRECTORS
The Board of Directors oversee the management functions to ensure that these are effective and enhance Shareholder value. The Boards
mandate inter alia is to have an oversight of the Companys strategic direction, to review corporate performance, assess the adequacy
of risk management and mitigation measures, to authorise and monitor strategic investments, to ensure regulatory compliance as
well as high standards of governance and safeguard interests of all stakeholders. The Board comprises of five Directors including two
Independent Directors (IDs). The IDs are eminent personalities with significant experience and expertise in the fields of banking, finance
and strategy advisory. None of the Directors are related to any other Director or employee of the Company.
AUDIT COMMITTEE
The Audit Committee comprises of three Members, majority being IDs. The Committee is headed by Mr. T S Bhattacharya and has
Mr. Ajay Sondhi and Mr. Sunil Kakar as its members. During the year, the Audit Committee met four (4) times on April 25, 2016, July 22,
2016, October 24, 2016 and January 23, 2017. The gap between any two consecutive meetings was within the period prescribed under
the Companies Act, 2013. The Committee meets, inter alia, to review the accounts of the Company, transactions with related party and
to discuss the audit findings and recommendations of the internal and statutory auditors. The composition and attendance details of the
Audit Committee Meetings held during FY17 is given in Table 1.
200 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BOARD'S REPORT
SEPARATE MEETING OF INDEPENDENT DIRECTORS
The IDs of the Company met on April 25, 2016 without the presence of the non-independent Directors and senior management team
of the Company. Both the IDs attended the said meeting. The IDs discussed matters as required under the relevant provisions of the
Companies Act, 2013.
The Key Managerial Personnel pursuant to Section 203 of the Companies Act, 2013 are as follows:
*During the year, Ms. Priyanka Agrawal was appointed as the Company Secretary in the capacity of Key Managerial Personnel (KMP)
w.e.f. October 24, 2016.
DECLARATION OF INDEPENDENCE
As per the provisions of the Companies Act, 2013, IDs are not liable to retire by rotation and the terms of appointment of IDs is
governed by the provisions of Companies Act, 2013. The Company has received a declaration from IDs, at the time of their respective
appointments and also at the first meeting of the Board of Directors held in the financial year, that they meet the criteria of
independence specified under sub-section (6) and (7) of Section 149 of the Act, read with Rule 5 of the Companies (Appointment and
Qualification of Directors) Rules, 2014 and that they shall abide by the Code for Independent Directors as per Schedule IV of the Act.
BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013, a detailed questionnaire was prepared and circulated to the Board for Annual
evaluation. The Directors discussed and requested for some changes.
The Company is in the process of designing a simplified Questionnaire based on the inputs/views from some of the Independent
Directors that would cover the essence of evaluation. For this purpose the Company may engage an External Agency to carry out the
entire Annual Board Evaluation process independently. The said process is expected to be completed in due course of time.
REMUNERATION POLICY
The Board has a Remuneration policy in place, for the Directors, Key Managerial Personnel, Senior Management Personnel and other
Employees which is formulated in line with the requirements of Companies Act, 2013. The said Remuneration Policy is available on the
website of the Company.
STATUTORY AUDITORS
At the AGM of the Company held on September 9, 2016, the shareholders had approved the appointment of Deloitte Haskins & Sells
(DHS), Chartered Accountants, (Registration No. 117365W) as Statutory Auditors for a period of 1 year to hold office from the conclusion
of the 23rd AGM up to the conclusion of the 24th AGM of the Company. There were no qualifications, reservations or adverse remarks or
disclaimers made by the Statutory Auditors in their report on the Financial Statements for FY17. DHS will retire at the conclusion of the
ensuing AGM.
Section 139(2) of Companies Act, 2013 requires companies to mandatorily rotate their auditors once the auditor has served the office
for a consecutive period of 10 years or more. A transition period of three years was provided for companies incorporated prior to April
1, 2014 to comply with the said provisions which ended on March 31, 2017. Accordingly, beginning April 1, 2017, all companies which are
required to rotate their auditors under the Act, will have to rotate their existing auditors if they have held office as companys auditors for
a consecutive period of 10 years or more.
Accordingly, the Audit Committee and Board of Directors of the Company at their respective meetings held on April 24, 2017
recommended the appointment of Price Waterhouse & Co, Chartered Accountants LLP (FRN 304026E/E300009) (PWC) as the
Statutory Auditors of the Company, in place of Deloitte Haskins & Sells, LLP, Chartered Accountants, for a period of five years from the
conclusion of the 24th AGM of the Company to be held for FY17, subject to approval of the Shareholders of the Company at the ensuing
AGM and subsequent ratification on annual basis. The said appointment is in compliance with the mandatory rotation of auditors as per
the provisions of the Companies Act, 2013.
PWC have confirmed that their appointment, if made, would be in conformity with the provisions of Section 141 of the Companies Act,
2013 and have also indicated their willingness to be appointed.
The Resolution seeking approval for appointment of PWC is included in the Notice of the ensuing AGM. The Board recommends the
appointment of PWC, as the Statutory Auditors of the Company as per the details given in the Notice.
PARTICULARS OF EMPLOYEES
The Company had 84 employees as on March 31, 2017.
Disclosures pertaining to the provisions of Section 197 of the Act, read with the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 (to the extent applicable) a statement showing the names and other particulars of the employees
drawing remuneration in excess of the limits set out in the said rules are provided in this Annual Report. Having regard to the provisions
of the first proviso to Section 136(1) of the Act, the Annual Report excluding the aforesaid information is being sent to the Members of
the Company. The said information is available for inspection at the Registered Office of the Company during working hours and any
Member interested in obtaining such information may write to the Company and the same will be furnished on request.
PUBLIC DEPOSITS
During the year under review, your Company has neither invited nor accepted any Public Deposits.
The details of Whistle Blower Policy/Vigil mechanism are posted on the website of the Company.
202 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BOARD'S REPORT
MATERIAL CHANGES/ COMMITMENTS
As per Section 134(3)(l) of Companies Act, 2013, there have been no reportable changes and commitments, affecting the financial
position of the Company that has occurred during the period from March 31, 2017 till the date of this report.
(a) in the preparation of financial statements for the year ended March 31, 2017, the applicable accounting standards have been
followed along with proper explanation relating to material departures, if any;
(b) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state of affairs of the company at March 31, 2017 and profit of the
company for that period;
(c) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
(d) the directors had prepared the annual financial statements on a going concern basis; and
(e) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems
were adequate and operating effectively.
ACKNOWLEDGEMENTS
The Directors thank Securities and Exchange Board of India, National Stock Exchange of India Limited, Bombay Stock Exchange Limited,
National Securities Depository Limited, Central Depository Services (India) Limited and other statutory authorities and its bankers for
their continued support to the Company.
The Directors express their gratitude for the support and guidance received from IDFC / IDFC Financial Holding Company Limited and
other group companies and also express their warm appreciation to all the employees of the Company for their commendable teamwork,
professionalism and contribution during the year.
The Directors extend their sincere thanks to the clients of the Company for their support.
Vikram Limaye
Chairperson
PART A: SUBSIDIARIES
(Information in respect of each subsidiary to be presented with amounts in `)
1 CIN Foreign Company Foreign Company
2 Name of the subsidiary IDFC Securities Singapore Pte. Ltd IDFC Capital (USA) Inc.
3 Date since when subsidiary was acquired January 2013 August 2009
4 Reporting period for the subsidiary concerned, if different April 1, 2016 to March 31, 2017 April 1, 2016 to March 31, 2017
from the holding companys reporting period
5 Reporting currency and Exchange rate as on the last INR Conversion rate:64.8386 INR Conversion rate:64.8386
date of the relevant Financial year in the case of foreign
subsidiaries.
6 Share capital 149,125,695 46,240,000
7 Reserves & surplus (115,020,703) 15,313,019
8 Total assets 36,513,039 62,868,449
9 Total Liabilities 36,513,039 62,868,449
10 Investments - -
11 Turnover 21,045,016 33,624,604
12 Profit / (Loss) before taxation (16,335,967) 2,192,496
13 Provision for taxation - 1,980,677
14 Profit/(Loss) after taxation (16,335,967) 211,819
15 Proposed Dividend - -
16 Extend of shareholding in % 100% 100%
Note: i. There are no subsidiaries which are yet to commence operations.
ii. No subsidiaries have been liquidated or sold during the year.
ANNEXURE II
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
As on the financial year ended on March 31, 2017
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014]
i) CIN U99999MH1993PLC071865
ii) Registration Date 07/05/1993
iii) Name of the Company IDFC SECURITIES LIMITED
iv) Category / Sub-Category of the Company Company Limited by shares
Indian Non-Government Company
v) Address of the Registered office and contact details Naman Chambers, C-32, G-Block,
Bandra Kurla Complex,
Bandra East, Mumbai 400 051.
Tel.: +91 22 4222 2000, Fax: +91 22 2654 0354
vi) Whether listed company Yes / No No
vii) Name, Address and Contact details of Registrar and Transfer Agent, if any Link Intime India Pvt. Ltd*
C 101, 247 Park, L.B.S. Marg,
Vikhroli (West), Mumbai - 400 083.
Contact No. +91 22 4918 6000.
*Link Intime India Pvt Ltd. provides electronic connectivity services with depositories for the equity shares of the Company. During FY17,
Registrar and Transfer Agent was changed from Sharepro Services (India) Pvt Ltd to Link Intime India Pvt Ltd.
204 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE II
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
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. NAME AND DESCRIPTION OF MAIN PRODUCTS / NIC CODE OF THE PRODUCT / SERVICE % TO TOTAL TURNOVER
NO. SERVICES OF THE COMPANY
IV. SHARE HOLDING PATTERN (EQUITY SHARE CAPITAL BREAKUP AS PERCENTAGE OF TOTAL EQUITY)
A. PROMOTERS
Indian
a) Bodies Corp. 14,137,200 NIL 14,137,200 100 14,137,200 NIL 14,137,200 100 NIL
SUB-TOTAL (A):- 14,137,200 NIL 14,137,200 100 14,137,200 NIL 14,137,200 100 NIL
TOTAL SHAREHOLDING OF 14,137,200 NIL 14,137,200 100 14,137,200 NIL 14,137,200 100 NIL
PROMOTER (A)
B. PUBLIC SHAREHOLDING NIL NIL NIL NIL NIL NIL NIL NIL NIL
C. SHARES HELD BY NIL NIL NIL NIL NIL NIL NIL NIL NIL
CUSTODIAN FOR GDRS
& ADRS
GRAND TOTAL (A+B+C) 14,137,200 NIL 14,137,200 100 14,137,200 NIL 14,137,200 100 NIL
SR. SHAREHOLDERS NAME SHAREHOLDING AT THE BEGINNING SHARE HOLDING AT THE END % CHANGE
NO. OF THE YEAR OF THE YEAR IN SHARE
HOLDING
NO. OF % OF TOTAL %OF SHARES NO. OF % OF TOTAL %OF SHARES DURING
SHARES SHARES OF PLEDGED / SHARES SHARES PLEDGED / THE YEAR
THE COMPANY ENCUMBERED TO OF THE ENCUMBERED TO
TOTAL SHARES COMPANY TOTAL SHARES
1. IDFC Financial Holding 14,137,200 100 NIL 14,137,200 100 NIL NIL
Company Limited & its
nominees
TOTAL 14,137,200 100 NIL 14,137,200 100 NIL NIL
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
NOT APPLICABLE
Indebtedness of the Company including interest outstanding / accrued but not due for payment: ` IN CRORE
SECURED LOANS UNSECURED INTER TOTAL
EXCLUDING LOANS CORPORATE INDEBTEDNESS
DEPOSITS DEPOSITS *
B.
Remuneration to other directors: IN `
1. Independent Directors
Fee for attending Board & NIL 325,000 300,000 NIL NIL 625,000
committee meetings
TOTAL (1) NIL 325,000 300,000 NIL NIL 625,000
2. Other Non-Executive Directors NIL NIL NIL NIL NIL NIL
TOTAL (B) = (1 + 2) NIL 325,000 300,000 NIL NIL 625,000
Overall Ceiling as per the Act Refer Note
Note: Aforesaid payment of sitting fees is within overall limits prescribed under the Companies Act, 2013.
1. Gross salary
(a) Salary as per provisions contained in section 17(1) of
11,124,622 3,465,906 693,998 15,284,526
the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 39,600 32,400 NIL 72,000
(c) Profits in lieu of salary under section 17(3) Income
NIL NIL NIL NIL
tax Act, 1961
2. Stock Option NIL NIL NIL NIL
3. Sweat Equity NIL NIL NIL NIL
4. Commission NIL NIL NIL NIL
as % of profit
others, specify
5. Contribution to Provident & Other Funds 1,819,800 624,494 62,047 2,506,341
TOTAL (A) 12,984,022 4,122,800 756,045 17,862,867
During FY17, CEO & CFO were paid bonus of ` 1.35 crore & ` 8 lacs, respectively for FY16.
206 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE III
CORPORATE SOCIAL RESPONSIBILITY (CSR)
[Pursuant to clause (o) of sub-section (3) of section 134 of the Act and Rule 9 of the Companies (Corporate Social Responsibility) Rules, 2014]
1. A brief outline of the Companys 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 programs.
The CSR policy is to ensure that CSR activities are not performed in silos and that it be skillfully and inextricably woven into the
fabric of the Companys business strategy for overall value creation for all stakeholders. IDFC believes that profitability must be
complemented by a sense of responsibility towards all stakeholders with a view to make a material, visible and lasting difference
to the lives of disadvantaged sections of the people, preferably in the immediate vicinity in which the Company operates but at
the same time ensure widespread spatial distribution of its CSR activities Pan-India befitting its status as a conscientious corporate
citizen.
Section 135 of Companies Act, 2013 (the Act) read with Companies (Corporate Social Responsibility Policy) Rules 2014 requires
IDFC Securities Ltd. to mandatorily spend on CSR.
During the year, IDFC Securities Ltd. carried out CSR activities through its associate company, namely, IDFC Foundation, a not-for-
profit Company within the meaning of Section 8 of the Act, 2013 (erstwhile Section 25 of the Companies Act, 1956).
The object of the CSR activities would seek to
(a) serve the poor, marginalised and underprivileged
(b) promote inclusion
(c) be sustainable
(d) meet needs of the larger community and society
IDFC Foundation, as implementing agency on behalf of IDFC Limited and its group companies, undertook the following CSR
activities which fall within the ambit of the activities listed in Schedule VII of the Act for promoting the development of
(a) livelihoods
(b) rural development projects
(c) promoting healthcare including preventive health care
(d) education
(e) community engagement/development
(f) environmental sustainability
(g) disaster relief
(h) research and studies in all or any of the activities mentioned in Schedule VII and
(i) Others
2. The Composition of the CSR Committee:
Mr. Sunil Kakar, Chairperson
Mr. T. S. Bhattacharya
Dr. Rajeev Uberoi
3. Average net profit of the company for last three financial years ` 3039.97 Lac
4. Prescribed CSR Expenditure (2% of the amount as in item 3. above) ` 60.80 Lac
5. Details of CSR spent during the financial year.
a) Total amount to be spent for the financial year: ` 60.80 Lac
b) Amount spent during the year: ` 60.80 Lac
c) Amount unspent, if any; Nil
d) Manner in which the amount spent during the financial year is detailed below: Annexure A
6. In case the Company has failed to spend 2% 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: Not Applicable
7. The CSR Committee of the Company hereby confirms that the implementation and monitoring of CSR Policy, is in compliance with
CSR objectives and Policy of the Company.
1 Improvement in the learning environment in night schools - which cater to underprivileged Cl.(ii) promoting education
students.
2 Improvement in learning outcomes and universalization of primary education for a set of Cl.(ii) promoting education
60 schools in the backward blocks of Ramgarh and Kishangarh through an identified set of
interventions and infrastructure improvements.
3 Promoting Digital Literacy amongst School Students to enable access to universal knowledge, Cl.(ii) promoting education
quality education, healthcare, transparent governance and economic opportunities.
4 Support towards strengthening and improving the quality of life in Indian cities and towns. Cl.(ii) promoting education
Cl.(ii) livelihood enhancement projects,
5 Improvement of infrastructure facilities at Anganwadi centre and Primary Schools at Cl.(ii) promoting education
Sanghakheda Kalan Village
TOTAL
6 Providing economic and affordable service delivery on water and sanitation to the community. Cl.(i) Sanitation & Safe Drinking water
7 Support for affordable and accessible healthcare services. Cl.(i) promoting health care including
preventive health care
8 Support for elimination of Open Defecation and achieving Open Defecation Free Status in Cl.(i) Sanitation
Machlipatnam division of Krishna District
TOTAL
9 Cattle Care program for breed improvement by providing services such as Artificial Insemination Cl.(ii) livelihood enhancement projects,
(AI) & other Veterinary Services to enhance the livelihoods of small and marginal farming families
in rural districts
10 Improving the aspired quality of life for the people through the development of infrastructure Cl.(ii) livelihood enhancement projects;
projects - (i) Setting up of Micro Hydel for supply of electricity, (ii) Solar street light and (iii) Cl. (iv) ensuring environmental sustainability;
clean drinking water in Mawlyngbwa Village, Meghalaya Cl. (x) rural development projects.
11 Setting up a Centre of Excellance for developing Handloom and Crafts as a means of sustainable Cl.(ii) livelihood enhancement projects,
livelihoods for the women in the remote areas of Uttarakhand
12 Support on improving the competitiveness of Indian economy through jobs and livelihood Cl.(ii) livelihood enhancement projects,
creation.
13 Financial inclusion through channelizing Interoperable Micro ATMs Network to improve access to Cl.(ii) livelihood enhancement projects;
basic banking & payments network services after providing financial literacy and digital skilling Cl. (x) rural development projects.
program under Rural Livelihoods & Development Program
TOTAL
14 Research & studies on various programmes Various clauses of Schedule VII
TOTAL
TOTAL DIRECT EXPENSE OF PROJECT & PROGRAMMES (A)
OVERHEAD EXPENSE (B)
TOTAL (A) + (B)
*IDFC Foundation, a wholly owned subsidiary IDFC Limited, is an implementing agency of IDFC Limited and its group Companies and
engaging Corporate Social Responsibility (CSR) activities as per the CSR policy adopted by IDFC & its group companies in line with the
Schedule VII of the Companies Act, 2013.
The Company is primarily focussing on CSR activities as well defined projects or programmes that would include promoting and
development of (a) livelihoods, (b) rural development projects, (c) promoting healthcare including preventive health care, (d)
education, (e) community engagement/development, (f) environmental sustainability, (g) disaster relief, (h) research and studies in all
or any of the activities mentioned in Schedule VII and (i) Others, with the help of various partners.
208 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
` IN LAC
(4) (5) (6) (7) (8)
PROJECTS OR PROGRAMS (1) LOCAL AREA OR OTHER (2) SPECIFY THE AMOUNT AMOUNT SPENT ON THE PROJECTS CUMULATIVE AMOUNT SPENT
STATE AND DISTRICT WHERE PROJECTS OR PROGRAMS WAS UNDERTAKEN OUTLAY OR PROGRAMS SUB HEADS: EXPENDITURE : DIRECT OR
(BUDGET) (1) DIRECT EXPENDITURE ON UP TO THE THROUGH
PROJECTS OR PROGRAMS (2) OVER REPORTING IMPLEMENTING
HEADS PERIOD AGENCY
Maharashtra-Mumbai 1.20 3.23
This responsibility also includes 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 frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit.
In conducting our audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which
are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit of the financial statements in accordance with the Standards on Auditing specified under Section 143(10) of the
Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements.
The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control
relevant to the Companys preparation of the financial statements that give a true and fair view in order to design audit procedures
that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and
the reasonableness of the accounting estimates made by the Companys Directors, as well as evaluating the overall presentation of the
financial statements.
We believe that the audit evidence obtained by us, is sufficient and appropriate to provide a basis for our audit opinion on the financial
statements.
Opinion
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 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, 2017, and its profit and its cash flows for the year ended
on that date.
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purposes of our audit.
b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our
examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement
with the books of account.
d) In our opinion, the aforesaid financial statements comply with the Accounting Standards prescribed under Section 133 of the
Act.
e) On the basis of the written representations received from the directors as at March 31, 2017 taken on record by the Board of
Directors, none of the directors is disqualified as at March 31, 2017 from being appointed as a director in terms of Section 164
(2) of the Act.
210 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
INDEPENDENT AUDITORS REPORT
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. Our report expresses an unmodified opinion on
the adequacy and operating effectiveness of the Companys internal financial controls over financial reporting.
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, as amended, 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.
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the
Company.
iv. The Company has provided requisite disclosures in the financial statements as regards its holding and dealings in
Specified Bank Notes as defined in the Notification S.O. 3407(E) dated the November 8, 2016 of the Ministry of Finance,
during the period from November 8, 2016 to December 30, 2016. Based on audit procedures performed and the
representations provided to us by the Management, we report that the disclosures are in accordance with the books of
account maintained by the Company and as produced to us by the Management.
2. As required by the Companies (Auditors Report) Order, 2016 (the Order / CARO 2016) issued by the Central Government in
terms of Section 143(11) of the Act, we give in Annexure B a statement on the matters specified in paragraphs 3 and 4 of the
Order.
Pallavi A. Gorakshakar
(Partner)
(Membership No. 105035)
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note issued by the Institute of Chartered Accountants of India and the Standards
on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial
controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to
obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained
and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the
auditors judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or
error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
Companys internal financial controls system over financial reporting.
Opinion
In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects,
an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were
operating effectively as at March 31, 2017, based on the internal control over financial reporting criteria established by the Company
considering the essential components of internal control stated in the Guidance Note issued by the Institute of Chartered Accountants of
India.
Pallavi A. Gorakshakar
(Partner)
(Membership No. 105035)
212 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 2 under Report on Other Legal and Regulatory Requirements section of our report of even date)
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of
fixed assets.
(b) The fixed assets were physically verified during the year by the Management in accordance with a regular programme of
verification which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals. According to
the information and explanation given to us, no material discrepancies were noticed on such verification.
(c) The Company does not have any immovable properties of freehold or leasehold land and building and hence reporting under
clause (i)(c) of the CARO 2016 is not applicable.
(ii) The Company does not have any inventory and hence reporting under clause (ii) of the CARO 2016 is not applicable.
(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 Companies Act, 2013.
(iv) The Company has not granted any loans, made investments or provided guarantees and securities to which the provisions of
Section 185 and 186 of the Companies Act, 2013 apply and hence reporting under clause (iv) of the CARO 2016 is not applicable.
(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year and hence
reporting under clause (v) of the CARO 2016 is not applicable.
(vi) Having regard to the nature of the Companys business / activities, reporting under clause (vi) of the CARO 2016 is not applicable.
(vii) According to the information and explanations given to us, in respect of statutory dues:
(a) The Company has been regular in depositing undisputed statutory dues, including Provident Fund, Income-tax, Service Tax,
Value Added Tax, cess and other material statutory dues applicable to it to the appropriate authorities.
According to the information and explanation given to us, during the year there were no dues payable in respect of Employees
State Insurance, Sales Tax, Customs Duty and Excise Duty.
(b) There were no undisputed amounts payable in respect of Provident Fund, Income-tax, Service Tax, Value Added Tax, cess
and other material statutory dues in arrears as at March 31, 2017 for a period of more than six months from the date they
became payable.
(c) Details of dues of Income-tax and Service Tax which have not been deposited as on March 31, 2017 on account of disputes are
given below:
NAME OF STATUTE NATURE OF DUES FORUM WHERE DISPUTE PERIOD TO WHICH THE AMOUNT AMOUNT AMOUNT
IS PENDING RELATES INVOLVED (`) UNPAID (`)
(viii) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of
loans or borrowings to banks. The Company has not taken any loans or borrowings from financial institutions and government or
has not issued any debentures.
(ix) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term loans
and hence reporting under clause (ix) of the CARO 2016 is not applicable.
(xi) The Company has not paid any managerial remuneration during the year and hence reporting under clause (xi) of the CARO 2016 is
not applicable.
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the CARO 2016 is not applicable.
(xiii) In our opinion and according to the information and explanations given to us, the Company is in compliance with Section 177
and 188 of the Companies Act, 2013, where applicable, for all transactions with the related parties and the details of related party
transactions have been disclosed in the financial statements etc. as required by the applicable accounting standards.
(xiv) During the year, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible
debentures and hence reporting under clause (xiv) of the CARO 2016 is not applicable to the Company.
(xv) In our opinion and according to the information and explanations given to us, during the year the Company has not entered into
any non-cash transactions with its directors or directors of its Holding or Subsidiary Company or persons connected with them and
hence provisions of Section 192 of the Companies Act, 2013 are not applicable. The Company does not have an associate company.
(xvi) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934.
Pallavi A. Gorakshakar
(Partner)
(Membership No. 105035)
214 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BALANCE SHEET AS AT MARCH 31, 2017
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
NOTES ` `
FOR DELOITTE HASKINS & SELLS For and on behalf of the Board of Directors of
Chartered Accountants IDFC Securities Limited
(Firms Registration No. 117365W)
A CONTINUING OPERATIONS
I INCOME
Revenue from operations 18 678,150,071 411,647,531
Other income 19 75,923,492 131,505,611
TOTAL INCOME (I) 754,073,563 543,153,142
II EXPENSES
Operating expenses 20 48,112,962 42,750,729
Employee benefits expenses 21 318,889,864 359,423,843
Finance costs 22 8,886,375 2,730,923
Depreciation and amortisation expense 9,10 13,072,909 11,010,530
Other expenses 23 153,392,896 118,705,926
Provisions for doubtful trade receivables and expenses recoverable 45,437,884 1,319,886
TOTAL EXPENSES (II) 587,792,890 535,941,837
IV TAX EXPENSE
Current tax 69,800,000 5,400,000
Deferred tax 12 (15,500,000) (1,075,000)
Current tax expense relating to prior years 83,104 4,743,610
TOTAL TAX EXPENSE 54,383,104 9,068,610
V PROFIT / (LOSS) FOR THE YEAR FROM CONTINUING OPERATIONS (III-IV) 111,897,569 (1,857,305)
B DISCONTINUING OPERATIONS
VI PROFIT FROM DISCONTINUING OPERATIONS (BEFORE TAX) 32 - 226,502,883
FOR DELOITTE HASKINS & SELLS For and on behalf of the Board of Directors of
Chartered Accountants IDFC Securities Limited
(Firms Registration No. 117365W)
216 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2017
` `
Adjustments for
Provisions for doubtful trade receivables and expenses recoverable 45,437,884 9,049,872
(5,197,466) (94,944,072)
(156,806,154) (72,778,276)
` `
FOR DELOITTE HASKINS & SELLS For and on behalf of the Board of Directors of
Chartered Accountants IDFC Securities Limited
(Firms Registration No. 117365W)
218 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
01 BACKGROUND
IDFC Securities Limited (the Company) is a wholly owned subsidiary of IDFC Financial Holding Company Limited, (the Holding
Company) incorporated in India and regulated by the Securities and Exchange Board of India (SEBI) as a stock broking company.
The Company is engaged in the business of share and stock broking for both cash segment and Derivatives segment and is a member of
the National Stock Exchange of India Limited (NSE) and the Bombay Stock Exchange Limited (BSE). The activities of the Company include
providing equity research and stock broking services to Foreign Institutional Investors (FIIs) and Domestic Institutional Investors (DIIs).
The Company is also registered with the Securities and Exchange Board of India (SEBI) as category I, Merchant Banker, engaged in
providing Investment Banking services like Advisory services, IPO Underwriting, Qualified Institutional Placement (QIP), fund raising and
Debt Syndication.
B USE OF ESTIMATES
The Company adopts the accrual concept in the preparation of the accounts. The preparation of financial statements in conformity
with Indian GAAP requires the management to make estimates and assumptions considered in the reported amounts of assets and
liabilities (including contingent liabilities) as of the date of the financial statements and the reported income and expenses during
the reporting period. The management believes that the estimates used in preparation of the financial statements are prudent and
reasonable. Future results could differ due to these estimates and any revisions or the difference between the actual results and the
estimates are prospectively recognised in the future periods.
C REVENUE RECOGNITION
(a) Income from brokerage activities is recognised on trade-date basis and is net of statutory payments.
(b) Income from fee-based activities is recognised on the basis of terms of contracts with the clients and when reasonable right of
recovery is established and is accounted net of service tax.
(d) Dividend is recognised when the right to receive is established as at the Balance Sheet date.
The Company has regular programme of evaluating useful life of its assets.
E IMPAIRMENT OF ASSETS
The carrying amount of assets at each Balance Sheet date are reviewed for impairment. If any indication of impairment based on
internal / external factors exists, the recoverable amount of such assets is estimated and impairment is recognised wherever the
carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the greater of the net selling price and its
value in use, which is arrived at by discounting the future cash flows to their present value, based on an appropriate discounting
factor. If at the Balance Sheet date, there is a indication that previously recognised impairment loss no longer exists or may have
decreased, the recoverable amount is reassessed and the asset is reflected at the recoverable amount, subject to a maximum of the
depreciable historical cost and reversal of such impairment loss is recognised in the Statement of Profit and Loss, except in case of
revalued assets.
Tangible assets
Depreciation on tangible fixed assets is provided on straight line method, at the rates prescribed in Part C of Schedule II to the
Companies Act, 2013. Certain electronic items and vehicles are depreciated over a period of two years and four year respectively on
a straight-line method based on the Managements estimate of the useful life of these assets. Depreciation on additions during the
year is provided on a pro-rata basis. Assets costing less than ` 5,000 each are fully depreciated in the year of capitalisation.
Intangible assets
Intangible assets are amortised over a period of three years on a straight-line method. Tenancy rights are amortised over a period of
10 years by using straight-line method.
G INVESTMENTS
Investments which are readily realisable and intended to be held for not more than one year from the date on which such
investments are made are classified as current investments in accordance with Accounting Standards specified under Section 133 of
the Companies Act, 2013. All other investments are classified as long-term investments.
All investments are initially recorded at cost. The cost of an investment includes purchase price, directly attributable acquisition
charges and reduced by recovery of costs, if any. On disposal of an investment, the difference between its carrying amount and the
net disposal proceeds is charged or credited to the Statement of Profit and Loss.
Long Term Investments are carried at acquisition cost. A provision is made for diminution other than temporary on an individual
basis. Current Investments are carried at the lower of cost or fair value on an individual basis.
J MISDEAL STOCK
Misdeal stock comprises of stock that has devolved on the Company due to erroneous execution of trades on behalf of the
institutional clients in the normal course of business. These securities are valued at lower of cost or market value / realisable value
on an individual basis. Any valuation loss based on the above is debited to the Statement of Profit and Loss.
K EMPLOYEE BENEFITS
The Company participates in the holding companys superannuation policy for future payments of superannuation and the
Companys contribution paid / payable during the year is charged to the Statement of Profit and Loss every year.
Other benefits
Based on the leave rules of the Company, employees are not permitted to accumulate leave. Any unavailed privilege leave to the
extent encashable is paid to the employees and charged to the Statement of Profit and Loss for the year.
L INCOME-TAX
The accounting treatment for income-tax in respect of the Companys income is based on the Accounting Standard 22 on
Accounting for Taxes on Income as specified u/s 133 of the Companies Act, 2013. The provision made for income-tax in the
accounts comprises both the current tax and the deferred tax. The deferred tax assets and liabilities for the year arising on account
of timing differences are recognised in the Statement of Profit and Loss and the cumulative effect thereof is reflected in the Balance
Sheet. Current tax is the amount of tax payable on the taxable income for the year as determined in the accordance with applicable
tax rates and the provisions of the Income-tax Act, 1961.
Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the Balance Sheet date.
Deferred tax asset is recognised only to the extent that there is reasonable certainty that sufficient future taxable income will be
available against which such deferred tax assets can be realised. In situations where the Company has unabsorbed depreciation or
carried forward losses, deferred tax assets are recognised only if there is virtual certainty supported by convincing evidence that the
same can be realised against future taxable profits.
220 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
P INSURANCE CLAIMS
Insurance claims are accounted for on the basis of claims admitted/expected to be admitted and to the extent that there is no
uncertainty in receiving the claims.
R OPERATING CYCLE
Based on the nature of products / activities of the Company and the normal time between acquisition of assets and their realisation
in cash or cash equivalents, the Company has determined its operating cycle as 12 months for the purpose of classification of its
assets and liabilities as current and non-current.
03 SHARE CAPITAL
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NUMBER ` NUMBER `
Authorised
Equity shares of ` 10 each 52,000,000 520,000,000 52,000,000 520,000,000
Issued, subscribed and fully paid up shares
Equity shares of ` 10 each 14,137,200 141,372,000 14,137,200 141,372,000
(All the above equity shares are held by IDFC Financial
Holding Company Limited, the Holding Company and
its nominees (Previous year 100%), IDFC Limited is the
Holding Company of IDFC Financial Holding Company
Limited, which is the ultimate Holding Company of the
Company)
TOTAL 141,372,000 141,372,000
a Reconciliation of the number of equity shares outstanding at the beginning and at the end of the year.
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NUMBER ` NUMBER `
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 exist currently. The distribution will
be in proportion to the number of equity shares held by the shareholders.
IDFC Financial Holding Company Limited and its nominees 14,137,200 100 14,137,200 100
06 TRADE PAYABLES
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006: ` `
(a) the principal amount and the interest due thereon remaining unpaid to any supplier at the - -
end of each accounting year.
(b) the amount of interest paid by the buyer in terms of Section 16 of the Micro, Small and - -
Medium Enterprises Development Act, 2006, along with the amount of the payment made
to the supplier beyond the appointed day during each accounting year.
(c) the amount of interest due and payable for the period of delay in making payment (which - -
have been paid but beyond the appointed day during the year) but without adding the
interest specified under the Micro, Small and Medium Enterprises Development Act, 2006.
(d) the amount of interest accrued and remaining unpaid at the end of each accounting year. - -
(e) the amount of further interest remaining due and payable even in the succeeding years, - -
until such date when the interest dues above are actually paid to the small enterprise, for
the purpose of disallowance of a deductible expenditure under Section 23 of the Micro,
Small and Medium Enterprises Development Act, 2006.
The above information takes into account only those suppliers whose response to inquiries made by the Company for this purpose has
been received.
222 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
` `
08 SHORT-TERM PROVISIONS
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
` `
ADDITIONS
DISPOSALS
BALANCE AS AT
MARCH 31, 2017
BALANCE AS AT
APRIL 1, 2016
CHARGE FOR
THE YEAR
(CONTINUING
OPERATIONS)
CHARGE FOR
THE YEAR
(DISCONTINUING
OPERATIONS)
ON DISPOSALS
BALANCE AS AT
MARCH 31, 2017
BALANCE AS AT
MARCH 31, 2017
BALANCE AS AT
MARCH 31, 2016
` ` ` ` ` ` ` ` ` ` `
09 TANGIBLE ASSETS
Furniture and fixtures 437,369 - - 437,369 363,943 39,307 - - 403,250 34,119 73,426
(Previous year) (532,236) (-) (94,867) (437,369) (345,610) (43,856) (7,148) (32,671) (363,943) (73,426) (186,626)
Office equipment 4,728,876 676,067 - 5,404,943 3,870,340 797,349 - - 4,667,689 737,254 858,536
(Previous year) (8,558,041) (767,242) (4,596,407) (4,728,876) (7,255,906) (950,568) (109,613) (4,445,747) (3,870,340) (858,536) (1,302,135)
(Previous year) (31,470,826) (1,921,044) (15,322,956) (18,068,914) (24,481,181) (2,995,750) (339,097) (14,741,887) (13,074,141) (4,994,773) (6,989,645)
Vehicles 21,935,561 10,056,097 2,848,638 29,143,020 6,437,156 6,330,986 - 1,265,828 11,502,314 17,640,706 15,498,405
(Previous year) (10,391,600) (15,474,317) (3,930,356) (21,935,561) (2,846,159) (4,399,338) (518,989) (1,327,330) (6,437,156) (15,498,405) (7,545,441)
TOTAL 45,170,720 17,402,343 2,848,638 59,724,425 23,745,580 10,777,264 - 1,265,828 33,257,016 26,467,409 21,425,140
(Previous year) (50,952,703) (18,162,603) (23,944,586) (45,170,720) (34,928,856) (8,389,512) (974,847) (20,547,635) (23,745,580) (21,425,140) (16,023,847)
(Previous year) (1,083,200) (-) (-) (1,083,200) (660,604) (108,617) (-) (-) (769,221) (313,979) (422,596)
Computer software 15,669,931 4,205,181 - 19,875,112 12,927,988 2,187,325 - - 15,115,313 4,759,799 2,741,943
(Previous year) (18,832,541) (1,522,880) (4,685,490) (15,669,931) (15,070,437) (2,512,401) (-) (4,654,850) (12,927,988) (2,741,943) (3,762,104)
(Previous year) (19,915,741) (1,522,880) (4,685,490) (16,753,131) (15,731,041) (2,621,018) (-) (4,654,850) (13,697,209) (3,055,922) (4,184,700)
TOTAL TANGIBLE AND 61,923,851 21,607,524 2,848,638 80,682,737 37,442,789 13,072,909 - 1,265,828 49,249,870 31,432,867 24,481,062
INTANGIBLE ASSETS
(Previous year) (70,868,444) (19,685,483) (28,630,076) (61,923,851) (50,659,897) (11,010,530) (974,847) (25,202,485) (37,442,789) (24,481,062) (20,208,547)
11 NON-CURRENT INVESTMENTS
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
FACE VALUE ` QUANTITY ` QUANTITY `
Security deposits
- Deposits with stock exchanges 30,502,200 290,546,946 30,502,200 -
- Other deposits 16,080,920 - 730,920 -
Loan and advances to employees - 1,894,550 - 686,640
Prepaid expenses 614,796 6,536,760 291,454 4,590,977
Advance payment of income tax 177,964,631 - 186,032,144 -
[net of provision for tax of ` 970,954,201
(Previous year ` 817,354,201)]
Advance payment of fringe benefit tax 4,914,625 - 4,914,625 -
[net of provision for tax of ` 6,625,000
(Previous year ` 6,625,000)]
Balances with government authorities
- Service tax credit receivable - 1,999,300 - 1,653,753
Advances to suppliers - 3,793,349 - 6,185,027
TOTAL 230,077,172 304,770,905 222,471,343 13,116,397
224 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
* Bank deposits amounting to ` 39,800,000 (Previous year ` 3,173,723) are under lien. The Company has created the lien on bank
deposits for availing bank guarantee and overdraft facility for exchange margin funding. The bank guarantees are issued by bank in
favour of National Stock Exchange (NSE) and Bombay Stock Exchange (BSE) for exchange margin in both cash and derivatives segment.
15 CURRENT INVESTMENTS
(Valued at lower of cost and fair value, unless stated otherwise)
b Balances with banks in deposit accounts include deposits amounting to ` 474,933,405 (Previous year ` 374,644,773) are under lien.
The Company has created the lien on bank deposits for availing bank guarantee and overdraft facility for exchange margin funding.
The bank guarantees are issued by bank in favour of National Stock Exchange (NSE) and Bombay Stock Exchange (BSE) for
exchange margin in both cash and derivatives segment.
19 OTHER INCOME
FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
` `
20 OPERATING EXPENSES
FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
` `
226 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
22 FINANCE COSTS
FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
` `
Interest on temporary overdraft 849,749 146,206
Interest on Inter Corporate Deposit (ICD) (see note 28) 5,457,534 -
Bank guarantee charges 2,535,394 2,573,197
Bank charges 43,698 11,520
TOTAL 8,886,375 2,730,923
The bank guarantee facilities were availed from the nationalised / scheduled banks and were submitted to BSE / NSE (Exchanges) as
margin deposit. The temporary borrowings are taken in the normal course of broking business.
23 OTHER EXPENSES
FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
` `
Repairs and maintenance
- Equipment 5,295,828 2,383,181
- Others 1,959,173 579,730
Insurance charges 702,301 811,831
Travelling and conveyance (see note 26) 35,199,927 31,209,122
Printing and stationery 2,014,539 2,433,301
Postage, telephone and fax 8,920,341 8,017,429
Advertising and publicity 24,793,732 26,281,059
Professional fees (see note 26 and 28) 52,457,289 31,876,133
Loss on foreign exchange fluctuation 709,938 265,210
Service tax credit written off 958,456 569,543
Miscellaneous expenses (see note 26) 1,364,201 338,202
Contribution towards corporate social responsibility (CSR) (see note 28) ** 6,079,935 5,673,000
Directors sitting fees 645,000 270,000
Auditors remuneration * 1,893,325 2,227,121
Shared services costs (see note 28) 37,298,000 22,955,474
180,291,985 135,890,336
Less: Other recoveries (see note 28) 26,899,089 17,184,410
TOTAL 153,392,896 118,705,926
* Break up of Auditors remuneration:
Audit fees 1,100,000 1,100,000
Tax audit fees 200,000 200,000
Taxation matters 150,000 100,000
Other services 430,000 815,000
Out of pocket expenses 13,325 12,121
Service Tax 322,153 80,025
TOTAL 2,215,478 2,307,146
Less:- Service tax set off claimed 322,153 80,025
TOTAL 1,893,325 2,227,121
2. Amount spent towards CSR during the year and recognised as expense in the Statement of Profit and Loss on CSR related activities
is ` 6,079,935 (previous year ` 5,673,000), which comprise of following:
S.N. PARTICULARS YEAR ENDED MARCH 31, 2017 YEAR ENDED MARCH 31, 2016
IN CASH YET TO BE PAID TOTAL IN CASH YET TO BE PAID TOTAL
IN CASH (I.E. IN CASH (I.E.
PROVISION) PROVISION)
` ` ` ` ` `
(i) Construction / acquisition of any asset - - - - - -
(ii) On purposes other than (i) above 6,079,935 - 6,079,935 5,673,000 - 5,673,000
24 CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR):
(a) Details of contingent liabilities and commitments (to the extent not provided for):
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
Claims not acknowledged as debts in respect of :
Income-tax / Service tax demands under appeal, (net of amounts provided). The demands have 55,960,329 51,832,261
been partly paid / adjusted and will be received as refund if the matter is decided in favour
of the Company.
Commitments
Estimated amount of contracts remaining to be executed on capital account and not provided for :
Tangible assets 3,723,457 48,175
Intangible assets - 76,045
(b) Provisions for onerous contracts are recognised when the expected benefits to be derived by the Company from a contract are
lower than the unavoidable costs of meeting the future obligations under the contract. The provision is measured at the present
value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract.
Before a provision is established, the Company recognises any impairment loss on the assets associated with that contract.
25 EMPLOYEE BENEFITS :
(i) In accordance with the Accounting Standard 15 on Employee Benefits as specified u/s 133 of the Companies Act, 2013, the
following disclosures have been made:
The Company has recognised the following amounts in the Statement of Profit and Loss towards contribution to defined
contribution plans which are included in note 21 under Contribution to provident and other funds:
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
Provident fund 12,529,577 14,794,043
Superannuation fund 1,742,720 1,936,469
Pension fund 2,402,930 2,007,923
Labour Welfare Fund 384 -
ii) The details of the Companys post-retirement benefit plans for gratuity for its employees are given below which is certified by the
actuary and relied upon by the auditors.
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
Change in the benefit obligations:
Liability at the beginning of the year 52,782,834 52,398,445
Current service cost 8,738,644 10,103,786
Interest cost 4,446,269 4,527,645
Actuarial loss / (gain) 2,441,149 7,053,517
Liabilities assumed on acquisition / (settled on divestiture) (1,582,979) (15,122,014)
Benefits paid (5,415,172) (6,178,545)
Liability at the end of the year 61,410,745 52,782,834
228 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
Change in Fair value of plan assets:
Fair value of plan assets at the beginning of the year 45,834,476 52,398,445
Expected return on plan assets 3,981,682 4,698,736
Contributions by the Company 16,451,848 18,807,982
Actuarial gain / (loss) on plan assets 557,911 (520,505)
Assets Acquired on Acquisition / (Distributed on Divestiture) - (23,371,637)
Benefits paid (5,415,172) (6,178,545)
Fair value of plan assets at the end of the year 61,410,745 45,834,476
Total actuarial losses to be recognised 1,883,238 7,574,022
Actual return on plan assets:
Expected return on plan assets 3,981,682 4,698,736
Actuarial gain / (loss) on plan assets 557,911 (520,505)
Actual return on plan assets 4,539,593 4,178,231
Amount recognised in the Balance Sheet:
Liability at the end of the year 61,410,745 52,782,834
Fair value of plan assets at the end of the year (61,410,745) 45,834,476
Amount recognised in the Balance Sheet under note 7 Other current liabilities- Payable to - 6,948,358
gratuity fund
Expenses recognised in the Statement of Profit and Loss
Current service cost 8,738,644 10,103,786
Interest cost 4,446,269 4,527,645
Expected return on plan assets (3,981,682) (4,698,736)
Net actuarial loss to be recognised 1,883,238 7,574,022
Losses / (Gains) on Acquisition / Divestiture (1,582,979) 8,249,623
Other adjustments (475,484) -
Expense recognised in the Statement of Profit and Loss under note 21 Employee benefits expenses 9,028,006 25,756,340
Reconciliation of the liability recognised in the Balance Sheet
Opening net liability 6,948,358 -
Expense recognised in the Statement of Profit and Loss under note 21 Employee benefits expenses 9,028,006 25,756,340
Other adjustments 475,484 -
Contribution by the Company 16,451,848 18,807,982
Amount recognised in the Balance Sheet under Other current liabilities-Payable to gratuity fund - 6,948,358
Expected employers contribution next year 12,000,000 8,000,000
PARTICULARS AS AT AS AT AS AT AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016 MARCH 31, 2015 MARCH 31, 2014 MARCH 31, 2013
` ` ` ` `
Experience adjustments
Defined benefit obligation 61,410,745 52,782,834 52,398,445 44,108,257 45,907,570
Plan assets 61,410,745 45,834,476 52,398,445 38,315,842 45,709,123
Deficit - (6,948,358) - (5,792,415) (198,447)
Experience adjustment on plan liabilities (1,095,055) 7,193,380 461,439 3,410,174 (6,027,279)
Experience adjustment on plan assets 557,911 (520,505) 1,225,896 1,346,323 5,380,092
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
Investment pattern % %
Insurer managed funds 100 100
Principal assumptions
Discount rate 6.90 7.95
Return on plan assets 7.50 9.00
Salary escalation rate 8.00 8.00
As the Gratuity fund is managed by HDFC Standard Life Insurance Company Limited and Life Insurance Company, details of investments
are not available with the Company.
The estimates of future salary increase considered in the actuarial valuation, takes account of inflation, seniority, promotion and other
relevant factors.
27 SEGMENT REPORTING:
The Company has identified business segments as its primary segment and geographical segments as its secondary segment. Business
segments comprise of Stock broking services and Investment banking services. Revenues and expenses directly attributable to segments
are reported under each reportable segment. All other expenses which are not attributable or allocable to segments have been disclosed
as unallocable expenses. Assets and liabilities that are directly attributable or allocable to segments are disclosed under each reportable
segment. All other assets and liabilities are disclosed as unallocable. The Company does not have any reportable geographic segment.
230 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
IDFC Foundation
The nature and volume of transactions carried out and balances with the above related parties in the ordinary course of business:
29 LEASES:
In accordance with the Accounting Standard 19 on Leases as specified u/s 133 of Companies Act, 2013, the following disclosures in
respect of operating leases are made:
i) The Company has taken vehicles for certain employees under operating leases, which expired between April 3, 2016 and July 4,
2016. Salaries include gross rental expenses of ` 64,141 (previous year ` 426,792). The committed lease rentals in the future are:
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
PARTICULARS AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
30 Details of Specified Bank Notes (SBNs) held and transacted during the period November 8, 2016 to December 30, 2016 as provided
in table below:
232 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
32 DISCONTINUING OPERATIONS:
In accordance with the Accounting Standard 24 on Discontinuing Operations as specified u/s 133 of the Companies Act, 2013, the
following disclosures in respect of discontinuing operations are made:
The results for the year ended March 31, 2016 includes the Investment Banking business that was transferred to IDFC Bank Limited w.e.f.
October 1, 2015. Investment Banking business is a discontinuing operations w.e.f. October 1, 2015. Based on the carve-out workings
prepared by the Management, information required under Accounting Standard 24 on Discontinuing Operations relating to investment
banking business is given below:
AS AT AS AT
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
Carrying amount of assets as at the Balance Sheet date relating to the discontinued business to - 73,469,706
be disposed off
Carrying amount of liabilities as at the Balance Sheet date relating to the discontinued business - 8,385,356
to be settled
234 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
IDFC
SECURITIES SINGAPORE
PTE. LIMITED
1. DIRECTORS
The directors of the company in office at the date of this statement are:
Rajeev Uberoi
Vikram Mukund Limaye
Kumar Anand
4. SHARE OPTIONS
(a) Options to take up unissued shares
During the financial year, no options to take up unissued shares of the company were granted.
(b) Options exercised
During the financial year, there were no shares of the company issued by virtue of the exercise of an option to take up unissued
shares.
(c) Unissued shares under option
At the end of the financial year, there were no unissued shares of the company under options.
5. AUDITORS
The auditors, Deloitte & Touche LLP, have expressed their willingness to accept reappointment.
ON BEHALF OF THE DIRECTORS
236 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
INDEPENDENT AUDITORS' REPORT
REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS
Opinion
We have audited the accompanying financial statements of IDFC Securities Singapore Pte. Limited (the company) which comprise
the statement of financial position of the company as at March 31, 2017, and the statement of profit or loss and other comprehensive
income, statement of changes in equity and statement of cash flows of the company for the year then ended, and notes to the financial
statements, including a summary of significant accounting policies, as set out on pages 7 to 26.
In our opinion, the accompanying financial statements of the company are properly drawn up in accordance with the provisions of the
Companies Act, Chapter 50 (the Act) and Financial Reporting Standards in Singapore (FRSs), so as to give a true and fair view of
the financial position of the company as at March 31, 2017 and of the financial performance, changes in equity and cash flows of the
company for the year then ended on that date.
Information Other than the Financial Statements and Auditors Report Thereon
Management is responsible for the other information. The other information comprises the Directors Statement set out on pages 1 to 2.
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.
In preparing the financial statements, management is responsible for assessing the companys 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.
The directors responsibilities include overseeing the companys financial reporting process.
As part of an audit in accordance with SSAs, we exercise professional judgement and maintain professional scepticism throughout the
audit. We also:
(a) 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.
(c) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures
made by management.
(d) Conclude on the appropriateness of managements 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 companys
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.
(e) 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.
We communicate with the management 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.
238 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
STATEMENT OF FINANCIAL POSITION MARCH 31, 2017
2017 2016
ASSETS
Current assets
Non-current asset
Current liability
2017 2016
LOSS FOR THE YEAR, REPRESENTING TOTAL COMPREHENSIVE LOSS FOR THE (243,597) (453,333)
YEAR
Loss for the year, representing total comprehensive loss for the year - (453,333) (453,333)
Loss for the year, representing total comprehensive loss for the year - (243,597) (243,597)
240 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
STATEMENT CASHFLOWS YEAR ENDED MARCH 31, 2017
2017 2016
US$ US$
OPERATING ACTIVITIES
Adjustment for:
INVESTING ACTIVITY
Purchase of plant and equipment, representing net cash used in investing activity (1,583) -
FINANCING ACTIVITY
Proceeds from issue of share capital, representing net cash from financing activity - 523,929
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR 430,690 641,091
01 GENERAL
The company (Registration No. 201228582N) is incorporated in Singapore with its registered office and principal place of business at
One Finlayson Green #16-02, Singapore 049246. The financial statements are expressed in United States dollars.
The principal activity of the company is dealing in securities. On February 17, 2016, the company obtained a licence under the Securities
and Futures Act (Cap. 289) to provide dealing in securities services, as a restricted broker.
The financial statements of the company for the financial year ended March 31, 2017 were authorised for issue by the Board of Directors
on April 20, 2017.
Historical cost is generally based on the fair value of the consideration given in exchange for goods and services.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation
technique. In estimating the fair value of an asset or a liability, the company takes into account the characteristics of the asset or liability
which market participants would take into account when pricing the asset or liability at the measurement date. Fair value measurement
and/or disclosure purposes in these financial statements is determined on such a basis, except for measurements that have some
similarities to fair value but are not fair value, such as value in use in FRS 36 Impairment of Asset.
In addition, for financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which
the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety
which are described as follows:
Level 1 inputs are quoted market prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at
the measurement date;
Level 2 inputs are inputs, other than the quoted market prices included within Level 1, that are observable for the asset or liability,
either directly or indirectly; and
At the date of authorisation of these financial statements, the following new/revised FRSs and amendments to FRS that are relevant to
the company were issued but not effective:
FRS 115 Revenue from Contracts with Customers (with clarifications issued)2
Amendments to FRS 12 Income Taxes: Recognition of Deferred Tax Assets for Unrealised Losses1
1
Applies to annual periods beginning on or after January 1, 2017, with early application permitted.
2
Applies to annual periods beginning on or after January 1, 2018, with early application permitted.
3
Applies to annual periods beginning on or after January 1, 2019, with earlier application permitted if FRS 115 is adopted.
Consequential amendments were also made to various standards as a result of these new/revised standards.
The management anticipates that the adoption of the above FRSs and amendments to FRS in future periods will not have a material
impact on the financial statements of the company in the period of their initial adoption except for the following:
242 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
The core principle of FRS 115 is that an entity should recognise revenue to depict the transfer of promised goods or services to
customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or
services. Specifically, the Standard introduces a 5-step approach to revenue recognition:
Step 4: Allocate the transaction price to the performance obligations in the contract.
Step 5: Recognise revenue when (or as) the entity satisfies a performance obligation.
Under FRS 115, an entity recognises revenue when (or as) a performance obligation is satisfied, i.e. when control of the goods or
services underlying the particular performance obligation is transferred to the customer. Far more prescriptive guidance has been added
in FRS 115 to deal with specific scenarios. Furthermore, extensive disclosures are required by FRS 115.
Management anticipates that the initial application of the new FRS 115 may result in changes to the accounting policies relating to
revenue. Additional disclosures will also be made with respect to revenue and other income, including any significant judgement and
estimation made. Management is in the process of performing an assessment of the possible impact of implementing FRS 115. It is
currently impracticable to disclose any further information on the known or reasonably estimable impact to the companys financial
statement in the period of initial application as the management has yet to complete its detailed assessment. Management does not plan
to early adopt the new FRS 115.
FINANCIAL INSTRUMENTS
Financial assets and financial liabilities are recognised on the companys statement of financial position when the company becomes a
party to the contractual provisions of the instrument.
FINANCIAL ASSETS
it becoming probable that the borrower will enter bankruptcy or financial re-organisation.
For financial assets carried at amortised cost, the amount of the impairment is the difference between the assets carrying amount and
the present value of estimated future cash flows, discounted at the original effective interest rate. The carrying amount of the financial
asset is reduced by the impairment loss directly for all financial assets with the exception of loans and receivables where the carrying
amount is reduced through the use of an allowance account. When a loan and receivable is uncollectible, it is written off against the
allowance account. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the
carrying amount of the allowance account are recognised in profit or loss.
If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event
occurring after the impairment loss was recognised, the previously recognised impairment loss is reversed through profit or loss to the
extent the carrying amount of the financial asset at the date the impairment is reversed does not exceed what the amortised cost would
have been had the impairment not been recognised.
Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Equity instruments are recorded at the proceeds received, net of direct issue costs.
Other payables
Other payables and accruals are initially measured at fair value, net of transaction costs, and are subsequently measured at amortised
cost, using the effective interest method, with interest expense recognised on an effective yield basis.
Offsetting arrangements
Financial assets and financial liabilities are offset and the net amount presented in the statement of financial position when the company
has a legally enforceable right to set off the recognised amounts; and intends either to settle on a net basis, or to realise the asset and
settle the liability simultaneously. A right to set-off must be available today rather than being contingent on a future event and must be
exercisable by any of the counterparties, both in the normal course of business and in the event of default, insolvency or bankruptcy.
LEASES
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the
lessee. All other leases are classified as operating leases.
Operating lease
Rentals payable under operating leases are charged to profit or loss on a straight-line basis over the term of the relevant lease unless
another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Contingent rentals arising under operating leases are recognised as an expense in the period in which they are incurred.
In the event that lease incentives are received to enter into operating leases, such incentives are recognised as a liability. The aggregate
benefit of incentives is recognised as a reduction of rental expense on a straight-line basis, except where another systematic basis is
more representative of the time pattern in which economic benefits from the leased asset are consumed.
Depreciation is charged so as to write off the cost of assets, over their estimated useful lives, using the written down value method, on
the following bases:
Computers - 30 months
Fully depreciated assets still in use are retained in the financial statements.
The estimated useful lives, residual values and depreciation method are reviewed at each year end, with the effect of any changes in
estimate accounted for on a prospective basis.
The gain or loss arising on the disposal or retirement of an item of plant and equipment is determined as the difference between the
sales proceeds and the carrying amounts of the asset and is recognised in profit or loss.
244 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Recoverable amount is the higher of the fair value less costs to sell and value in use. In assessing value in use, the estimated future cash
flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of
money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of the asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its
recoverable amount. An impairment loss is recognised immediately in profit or loss.
When an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable
amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no
impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised as immediately in profit or
loss.
PROVISIONS
Provisions are recognised when the company has a present obligation (legal or constructive) as a result of a past event, it is probable
that the company will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of
the reporting period, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the
cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.
When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, the receivable
is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be
measured reliably.
REVENUE RECOGNITION
Revenue is measured at the fair value of the consideration received or receivable.
Fee income
Fee income is recognised as income in the period in which the service has been rendered and the companys rights to receive payment
has been established.
INCOME TAX
Income tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of profit
or loss and other comprehensive income because it excludes items of income or expense that are taxable or deductible in other years
and it further excludes items that are not taxable or tax deductible. The companys liability for current tax is calculated using tax rates
(and tax laws) that have been enacted or substantively enacted by the end of the reporting period.
Deferred tax is recognised on differences between the carrying amounts of assets and liabilities in the financial statements and the
corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable
temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available
against which deductible temporary differences can be utilised.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer
probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset realised based
on the tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax
liabilities and the company intends to settle its current tax assets and liabilities on a net basis.
Current and deferred tax are recognised as an expense or income in profit or loss.
In preparing the financial statements of the company, transactions in currencies other than the companys functional currency are
recorded at the rate of exchange prevailing on the date of the transaction. At the end of each reporting period, monetary items
denominated in foreign currencies are retranslated at the rates prevailing at the end of the reporting period. Non-monetary items that
are measured in terms of historical cost in a foreign currency are not retranslated.
Exchange differences arising on the settlement of monetary items, and on retranslation of monetary items are included in profit or loss
for the period.
CASH AND BANK BALANCES IN THE STATEMENT OF CASH FLOWS - Cash and cash equivalents in the statement of cash flows
comprise of cash at bank that are subject to an insignificant risk of changes in value.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the
period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the
revision affects both current and future periods.
2017 2016
US$ US$
FINANCIAL ASSETS
Loans and receivables (including cash and cash equivalents) 554,537 792,404
FINANCIAL LIABILITIES
Amortised cost 37,139 30,339
At the end of reporting period, the company does not have any financial instruments subject to offsetting, enforceable master
netting arrangements and similar agreements.
The companys activities expose it to certain financial risks such as market risk (including exchange rate risk and interest rate risk),
credit risk and liquidity risk.
246 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
At the end of the reporting period, the carrying amounts of significant monetary assets and monetary liabilities denominated in
currencies other than the companys functional currency are as follows:
2017 2016
INDIAN RUPEE SINGAPORE DOLLAR INDIAN RUPEE SINGAPORE DOLLAR
ASSETS
Cash and bank balances - 113,931 - 585,245
Other receivable 52,306 71,541 75,378 75,935
52,306 185,472 75,378 661,180
LIABILITIES
Other payables - (32,961) - (26,030)
Net foreign exchange position 52,306 152,511 75,378 635,150
Some of the companys transactions and arrangements are between members of the group and the effects of these on the basis
determined between the parties are reflected in these financial statements. The intercompany balances are unsecured, interest-free and
repayable on demand unless otherwise stated.
2017 2016
US$ US$
2017 2016
US$ US$
US$ US$
The average credit period is 30 days (2016 : 30 days). At year-end, there were no balances which were past due and no impairment
allowance was made.
248 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
COST:
At April 1, 2015 4,398
Additions -
At March 31, 2016 4,398
Additions 1,583
At March 31, 2017 5,981
ACCUMULATED DEPRECIATION:
At April 1, 2015 3,364
Depreciation 1,034
At March 31, 2016 4,398
Depreciation 110
At March 31, 2017 4,508
CARRYING AMOUNT:
At March 31, 2017 1,473
At March 31, 2016 -
10 SHARE CAPITAL
2017 2016 2017 2016
NUMBER OF ORDINARY SHARES US$ US$
11 REVENUE
2017 2016
US$ US$
US$ US$
US$ US$
2017 2016
US$ US$
Staff costs (excluding directors remuneration and costs of defined contribution plans) 199,564 189,290
Directors remuneration 212,931 238,052
Costs of defined contribution plans 31,008 26,666
2017 2016
US$ US$
Subject to the agreement by the tax authorities, at the end of the reporting period, the company has unutilised tax losses of
approximately US$1,787,979 (2016 : US$1,561,238) available for offset against future profit. Deferred tax asset of US$303,956 (2016 :
US$265,410) has not been recognised in respect of the tax losses due to the unpredictability of future profit streams. The unrecognised
tax losses may be carried forward indefinitely subject to the conditions imposed by law including the retention of majority shareholders
as defined.
250 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
IDFC
CAPITAL
(USA) INC.
FINANCIAL RESULTS
IDFC Capital (USA), Inc., (the Company) is the wholly owned subsidiary of IDFC Securities Limited. It was incorporated in the State
of New York on August 3, 2009. IDFC Securities Limited, is in turn is a wholly owned subsidiary of IDFC Financial Holding Company
Limited. On September 15, 2011, the Company became a broker-dealer and as such is registered with the Securities and Exchange
Commission and a member of the Financial Industry Regulatory Authority.
SHARE CAPITAL
During the year, there was no change in the paid up equity share capital of the Company.
ACKNOWLEDGEMENTS
The Board wishes to thank the clients, custodians Banks and other statutory and regulatory authorities for their support to your
Company. The Board also places on record its appreciation for the sincere efforts of the staff.
The Board would also like to express its gratitude for the unstinted support and guidance received from IDFC Securities Limited and
IDFC, the ultimate parent organization and also other group companies.
Clifford Goldman
CEO
252 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholder of
We have audited the accompanying statement of financial condition of IDFC Capital (USA), Inc. (the Company) as of March 31, 2017,
and the related statements of operations, cash flows, and changes in stockholders equity for the year then ended. These financial
statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial
statements based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free
of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Companys
internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material respects, the financial position of IDFC Capital (USA), Inc. as of
March 31, 2017, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles
generally accepted in the United States of America.
As described in Notes 1 and 7, the activities of the Company include significant transactions with IDFC Limited and its affiliates that may
not necessarily be indicative of the conditions that would have existed or the results of operations if the Company had operated as an
unaffiliated business. Our opinion is not modified with respect to this matter.
New york
May 24, 2017
I D F C C A P I TA L ( U S A ) , I N C . | 2 5 3
STATEMENT OF FINANCIAL CONDITION March 31, 2017
AMOUNT IN US$
ASSETS
Cash 734,903
Liabilities:
STOCKHOLDERS EQUITY:
Common stock ($.01 par value; 100,000,000 shares authorized, issued and outstanding) 1,000,000
254 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
STATEMENT OF OPERATIONS For the Year Ended March 31, 2017
AMOUNT IN US$
REVENUES
EXPENSES
Other 13,677
I D F C C A P I TA L ( U S A ) , I N C . | 2 5 5
STATEMENT OF CHANGES IN STOCKHOLDERS EQUITY For the Year Ended March 31, 2017
AMOUNT IN US$
256 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
STATEMENT OF CASH FLOWS For the Year Ended March 31, 2017
AMOUNT IN US$
Depreciation 591
CASH
I D F C C A P I TA L ( U S A ) , I N C . | 2 5 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
01. ORGANIZATION
IDFC Capital (USA), Inc. (the Company), is a wholly owned subsidiary of IDFC Securities Limited (the Parent). The Parent is a wholly
owned subsidiary of IDFC Limited (the Ultimate Parent). The Company is a broker-dealer registered with the Securities and Exchange
Commission (the SEC) and is a member of the Financial Industry Regulatory Authority (FINRA).
The Companys principal business activity is distributing research and market commentary and brokering transactions in Indian equities
for U.S. institutional clients. The customers introduced by the Company transact their business on delivery versus payment basis with
settlement of the transactions facilitated by an affiliate in India for securities traded in Indian stock markets.
Use of Estimates
In preparing the financial statements, management makes estimates and assumptions that may affect the reported amounts. Such
estimates include assumptions used in determining the provision for income taxes. Actual results could differ from these estimates.
Fixed Assets
Fixed assets represent equipment and are stated at cost less accumulated depreciation and amortization. Depreciation is computed on a
straight-line basis over the assets estimated useful lives of 3 years.
Income Taxes
Deferred tax assets and liabilities are recognized for the future tax effect of differences between the financial statement carrying
amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted
tax rates. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in earnings in the period that includes the
enactment date. In the event it is more likely than not that a deferred tax asset will not be realized, a valuation allowance is recorded.
The Company applies a single, comprehensive model for how a company should recognize, measure, present and disclose in its financial
statements uncertain tax positions that the company has taken or expects to take on its tax returns. Income tax expense is based on pre-
tax accounting income, including adjustments made for the recognition or derecognition related to uncertain tax positions.
The Company evaluates uncertain tax positions by reviewing against applicable tax law all positions taken by the Company with respect
to tax years for which the statute of limitations remains open. A tax benefit from an uncertain tax position will be recognized when it is
considered to be more likely than not that the position will be sustained upon examination, including resolutions of any related appeals
or litigation processes, based on the technical merits of the position.
AMOUNT IN US$
TAX PROVISION
CURRENT DEFERRED TOTAL
258 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
positions for which it is reasonably possible that it will be required to record significant amounts of unrecognized tax benefits within the
next twelve months.
AMOUNT IN US$
Equipment 46,735
Less: accumulated depreciation (44,963)
1,772
Depreciation expense for the year ended March 31, 2017 was $591.
I D F C C A P I TA L ( U S A ) , I N C . | 2 5 9
IDFC
ASSET MANAGEMENT
COMPANY LIMITED
CIN U65993MH1999PLC123191
FINANCIAL HIGHLIGHTS
PARTICULARS (AMOUNT IN `)
FOR THE YEAR ENDED FOR THE YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
COMPANYS AFFAIRS
I. Mutual Funds
IDFC Asset Management Company Limited (IDFC AMC or the Company) is the Investment Manager of the schemes of IDFC Mutual
Fund (IDFC MF). The Assets under Management of IDFC MF were ` 55,383.40 crore (excluding Fund of Funds Schemes) as on March
31, 2017.
New Scheme launches:
During FY17, below schemes were launched
1. IDFC Nifty Exchange Traded Fund
2. IDFC Sensex Exchange Traded Fund
3. IDFC Balanced Fund
4. IDFC Credit Opportunities Fund
5. IDFC Fixed Term Plan - Series 129
6. IDFC Fixed Term Plan - Series 131
DIVIDEND
The Company has made a profit after tax of ` 97.28 crore For FY17. The Directors recommend a dividend of ` 227.5 (i.e. 2275%) per
equity share on face value of `10 for the financial year ended March 31, 2017.
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 6 1
BOARD'S REPORT
ALTERATION OF ARTICLES OF ASSOCIATION
The Articles of Association of the Company as currently in force were adopted by the Company at its extra ordinary general meeting
held on December 08, 2011 after having an association with Natixis Global Asset Management by executing Share Subscription and
Purchase Agreement and Shareholders Agreement. During FY17, the same association was discontinued and the aforesaid agreements
were amended accordingly.
Further, the Existing Articles of Association of the Company were referring to the Companies Act, 1956 which was debarred and was
replaced with the Companies Act, 2013. The references to specific sections of the erstwhile Companies Act, 1956 in the existing Articles
of Association may no longer be in conformity with the Companies Act, 2013. Considering discontinuation of association with Natixis
and that substantive sections of the Companies Act which deal with the general working of the companies stand notified, it The Board
of Directors of the Company at its meeting held on April 24, 2017, recommended the amendment of the existing Articles of Association
to the Shareholders at the ensuing AGM for aligning the Articles with the provisions of Companies Act, 2013 including the Rules framed
thereunder and adoption of specific sections from Table F to Schedule I to the Companies Act, 2013 which sets out the model articles of
association for a company limited by shares.
PARTICULARS OF EMPLOYEES
The Company had 189 employees as on March 31, 2017.
The Disclosure pertaining to the provisions of Section 197 of the Act, read with the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 (to the extent applicable) a statement showing the names and other particulars of the employees
drawing remuneration in excess of the limits set out in the said rules are provided in this Annual Report. Having regard to the provisions
of the first proviso to Section 136(1) of the Act, the Annual Report excluding the aforesaid information is being sent to the Members of
the Company. The said information is available for inspection at the Registered Office of the Company during working hours and any
Member interested in obtaining such information may write to the Company Secretary and the same will be furnished on request.
PUBLIC DEPOSITS
The Company has neither invited nor accepted any Public Deposits.
DIRECTORS
During the year, Dr. Rajeev Uberoi was appointed as an Alternate Director to Mr. Eric Ward w.e.f. July 20, 2016 and he ceased to be an
Alternate Director w.e.f. October 25, 2016 on account of Mr. Eric Ward returning to India. Further, Mr. Eric ward resigned as Director w.e.f.
March 20, 2017.
The Board places on record sincere appreciation for services rendered by them during their tenure.
At the Extra ordinary general Meeting of the Company held on December 19, 2014, Mr. Vishwavir Saran Das was appointed as an
Independent Director (ID) of the Company to hold office from the conclusion of that General Meeting till the conclusion of the 17th
Annual General Meeting of the Company to be held for the FY17 i.e. ensuing AGM. As per the provisions of Section 149(10) & (11) of the
Companies Act, 2013, Mr. Vishwavir Saran Das can be appointed for another term, if the same is approved by the Shareholders by way
of Special Resolution. On recommendation of the Nomination and Remuneration Committee and considering the valuable contributions
and continued association of Mr. Vishwavir Saran Das, the Board proposed to reappoint Mr. Vishwavir Saran Das as ID of the Company
for two years from the conclusion of the ensuing AGM till the conclusion of 19th AGM to be held for FY19. He fulfills the conditions
specified in the Companies Act, 2013 and the Rules made thereunder and is Independent of the Management. In the opinion of the
Board, Mr. Vishwavir Saran Das is a person of integrity and has the necessary knowledge, experience and expertise for being reappointed
as ID. He shall not be liable to retire by rotation. The Members are requested to consider reappointment of
Mr. Vishwavir Saran Das at ensuing AGM.
DECLARATION OF INDEPENDENCE
The Company has received a declaration from IDs, at the time of their respective appointments and also at the first meeting of the Board
of Directors held in the financial year, that they meet the criteria of independence specified under sub-section (6) and (7) of Section 149
of the Act, read with Rule 5 of the Companies (Appointment and Qualification of Directors) Rules, 2014 and that they shall abide by the
Code for Independent Directors as per Schedule IV of the Act.
262 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BOARD'S REPORT
MEETINGS OF THE BOARD
During the year, Seven Board meetings were held on April 27, 2016; July 21, 2016; September 7, 2016; October 26, 2016; December 21,
2016; January 24, 2017 and March 29, 2017. The gap between two consecutive meetings was within the limit of the period prescribed
under the Companies Act, 2013.
Attendance details of Board of Directors for the Board Meetings held during FY17 are given below.
NAME OF THE DIRECTOR DIN POSITION NO. OF MEETINGS NO. OF MEETINGS
HELD IN FY17 ATTENDED IN FY17
AUDIT COMMITTEE
During the year, Four Audit Committee meetings were held on April 27, 2016, July 21, 2016, October 26, 2016 and January 24, 2017. The
gap between two consecutive meetings was within the limit of the period prescribed under the Companies Act, 2013.
Attendance details of Directors for the Audit Committee Meetings held during FY17 are given below.
Attendance details of Directors for the NRC Meetings held during FY17 are given below.
BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013, a detailed questionnaire was prepared and circulated to the Board for Annual
evaluation. The Directors discussed and requested for some changes.
The Company is in the process of designing a simplified Questionnaire based on the inputs/views from some of the Independent
Directors that would cover the essence of evaluation. For this purpose the Company may engage an External Agency to carry out the
entire Annual Board Evaluation process independently. The said process is expected to be completed in due course.
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 6 3
BOARD'S REPORT
REMUNERATION POLICY
The Company has in place a Remuneration Policy for the Directors, Key Managerial Personnel, Senior Management and Other Employees
which is line with the Section 178 of Companies Act, 2013 and Rules made thereunder.
STATUTORY AUDITORS
S.R. Batliboi & Co. LLP, Chartered Accountants, having ICAI Firm Registration Number- 301003E, a member firm of Ernst & Young Global
Limited, were Statutory Auditors of the Company for FY17. There are no qualifications or observations or other remarks made by the
Statutory Auditors in their report for FY17.
S.R. Batliboi & Co. LLP have expressed their unwillingness to act as a Statutory Auditors of the Company after conclusion of ensuing
AGM. Audit Committee and Board of Directors of the Company at their respective meetings held on April 24, 2017 have recommended
the appointment of Price Waterhouse & Co Chartered Accountants LLP (FRN 304026E/E300009) (PWC) as the Statutory Auditors
of the Company, in place of S.R. Batliboi & Co. LLP, Chartered Accountants, for a period of Five years from the conclusion of the ensuing
Annual General Meeting (AGM) of the Company to be held for FY17 till the conclusion of the 22nd AGM of the Company to be held for
FY22, subject to approval of the Shareholders of the Company at the ensuing AGM and subsequent ratification on annual basis.
PWC have confirmed that their appointment, if made, would be in conformity with the provisions of Section 141 of the Companies Act,
2013 and have also indicated their willingness to be appointed.
SECRETARIAL AUDIT
Pursuant to Section 204 of the Companies Act, 2013 and the Rules made thereunder, the Company appointed M/s Kaushik Jhaveri & Co.,
Practicing Company Secretary, as Secretarial Auditors to undertake the Secretarial Audit of the Company for FY17.
There are no qualifications or observations or other remarks made by the Secretarial Auditors in their report.
The Secretarial Audit Report forms part of this Boards Report as Annexure II.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES UNDER SECTION 188 OF THE COMPANIES ACT, 2013
In all related party transactions that were entered into during the financial year were on an arms length basis and were in the ordinary
course of business. IDFC Group has always been committed to good corporate governance practices, including matters relating to
Related Party Transactions. The Company has in place a Policy on Related Party Transactions and the same is uploaded on the website
of the Company.
The Audit Committee reviews the details of related party transactions entered into by the Company on quarterly basis.
Since all related party transactions entered into by the Company were in the ordinary course of business and were on an arms length
basis, Form AOC-2 is not applicable to the Company.
RISK MANAGEMENT
The Audit Committee of the Company endeavours to review the risk register at every meeting held during the year. The Members of the
Audit Committee ensure the measurement and control of risk factors and advice on the same to the Management of the Company.
264 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS / COURTS / TRIBUNAL
There are no significant and material orders passed by the Regulators / Courts / Tribunal which would impact the going concern status
of the Company and its future operations.
INFORMATION REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL)
ACT, 2013
There were no instances of Sexual Harassment that were reported during FY17 under the Prevention of Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013.
During the year under review, one meeting of CSR Committee was held on April 27, 2016 where all members were present.
The composition of CSR Committee is in compliance with the Companies Act, 2013. The disclosure of contents of CSR Policy as
prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014 are annexed as Annexure IV.
(a) in the preparation of the annual financial statements for the year ended March 31, 2017, the applicable accounting standards had
been followed along with proper explanation relating to material departures;
(b) the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2017 and of the profit
and loss of the Company for that period;
(c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
(d) the Directors had prepared the annual financial statements on a going concern basis; and
(e) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems
were adequate and operating effectively.
ACKNOWLEDGEMENTS
The Board places on record its gratitude to SEBI, Reserve Bank of India, Association of Mutual Funds of India, other regulatory
authorities and institutions and Investors of the Mutual Fund schemes for their continued guidance and support and expresses its sincere
appreciation to all the employees for their commendable teamwork and enthusiastic contribution during the year.
The Directors also express their gratitude for the unstinted support and guidance received from IDFC Limited, IDFC FHCL and other
group companies.
Vikram Limaye
Chairperson
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 6 5
ANNEXURE I
FORM AOC-I
[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/associate companies/joint ventures
PART A: SUBSIDIARIES
(Information in respect of each subsidiary to be presented with amounts in ` )
1. CIN -
2. Name of the subsidiary IDFC Investment Managers
(Mauritius) Limited
3. Date since when subsidiary was acquired September 13, 2010
4. Reporting period for the subsidiary concerned, if different from the holding companys reporting April 1, 2016 to March 31, 2017
period
5. Reporting currency and Exchange rate as on the last date of the relevant Financial year in the INR*
case of foreign subsidiaries.
6. Share capital (as on March 31, 2017) 2,50,69,224
7. Reserves & surplus (as on March 31, 2017) (1,22,20,852)
8. Total assets (as on March 31, 2017) 1,56,61,742
9. Total Liabilities (as on March 31, 2017) 1,56,61,742
10. Investments Nil
11. Turnover Nil
12. Profit/(Loss) before taxation (21,87,763)
13. Provision for taxation Nil
14. Profit/(Loss) after taxation (21,87,763)
15. Proposed Dividend Nil
16. % of shareholding 100
*Exchange Rate:
Closing Rate: 1 USD = 64.8386
Average Rate: 1 USD = 67.0615
Note: There are no subsidiaries which are yet to commence operations.
No subsidiaries have been liquidated or sold during the year.
NOT APPLICABLE
266 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE II
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED MARCH 31, 2016
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014]
To,
The Members,
WE have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate
practices by IDFC ASSET MANAGEMENT COMPANY LIMITED having CIN:U65993MH1999PLC123191 (hereinafter called the Company).
Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory
compliances and expressing our opinion thereon.
Based on our verification of Companys books, papers, minute books, forms and returns filed and other records maintained by the
Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of
secretarial audit, we hereby report that in our opinion, the Company has, during the audit period covering the financial year ended on
31st March, 2017 (Audit Period) complied with the statutory provisions listed hereunder and also that the Company has proper Board -
processes and compliance - mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:
We have examined the books, papers, minute books, forms and returns filed and other records maintained by IDFC ASSET
MANAGEMENT COMPANY LIMITED for the financial year ended on 31st March, 2017 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; (Not applicable to the company during
the audit period)
(iii) The Depositories Act, 1996 and the Regulations and Bye-Laws framed thereunder;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment
and Overseas Direct Investment. The Company does not have any External Commercial Borrowings for the financial year.
(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 to the company during the audit period)
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992 and 2015;
(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009; (Not applicable
to the company during the audit period)
(d) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme)
Guidelines, 1999; (Not applicable to the company during the audit period)
(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; (Not applicable to the
company during the audit period)
(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;
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; (Not applicable to the Company
during the audit period)
(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; (Not Applicable to the Company during
audit period).
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 6 7
ANNEXURE II
SECRETARIAL AUDIT REPORT
We have relied on the report of Internal Auditors placed at the Board Meeting and on the representations made by the Company, its
officers for systems and mechanisms developed by the Company in order to ensure compliances under the other applicable Acts, Laws
and Regulations to the Company. The list of Acts, Other Laws and Regulations specifically applicable to the Company are given below:
(i) The Securities and Exchange Board of India (Mutual Funds) Regulations, 1996 as amended;
(ii) The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015;
During the period under review, the Company has generally complied with the provisions of the Act, Rules, Regulations, Guidelines and
Standards etc. as mentioned above, to the extent applicable.
We further inform that the Company has adequate Composition of Board of Directors as per SEBI (Mutual Funds) Regulations, 1996
and Companies Act, 2013. During the audit period the Composition of the Board of Directors has been changed which is below the
prescribed number as provided in Articles of Association. As informed by the Management, the Company is in process of Alteration of
Articles to bring the complete set of Articles in line with the existing provisions of Companies Act, 2013.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven
days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the
meeting and for meaningful participation at the meeting.
During the period under review, the decisions were carried unanimously and no dissenting views were observed, while reviewing the
minutes.
We further report that there are adequate systems and processes in the Company commensurate with the size and operations of the
Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
We further report that, during the period under, there are no other specific events/actions in pursuance of the above referred laws, rules,
regulations, guidelines, etc. having a major bearing on the Companys affairs.
Kaushik M. Jhaveri
FCS No.: 4254; CP No. : 2592
268 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE III
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
AS ON THE FINANCIAL YEAR ENDED ON MARCH 31, 2017
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014]
i) CIN U65993MH1999PLC123191
ii) Registration Date 20/12/1999
iii) Name of the Company IDFC ASSET MANAGEMENT COMPANY LIMITED
iv) Category / Sub-Category of the Company Company Limited by shares
SR. NAME AND ADDRESS OF THE COMPANY CIN/GLN HOLDING / % OF SHARES APPLICABLE
NO. SUBSIDIARY / HELD SECTION
ASSOCIATE
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 NO. OF SHARES HELD AT THE END %
OF THE YEAR OF THE YEAR CHANGE
DURING
DEMAT PHYSICAL TOTAL % OF TOTAL DEMAT PHYSICAL TOTAL % OF TOTAL THE
SHARES SHARES YEAR
A. Promoters
(1) Indian
d) Bodies Corp. 2,009,277 6 2,009,283 75 2,679,039 6 2,679,045 100 25
Sub-total (A) (1):- 2,009,277 6 2,009,283 75 2,679,039 6 2,679,045 100 25
(2) Foreign
a) Bodies Corp. 669,762 NIL 669,762 25 NIL NIL NIL NIL (25)
Sub-total (A) (2):- 669,762 NIL 669,762 25 NIL NIL NIL NIL (25)
Total shareholding of 2,679,039 6 2,679,045 100 2,679,039 6 2,679,045 100 NIL
Promoter
(A) = (A)(1)+(A)(2)
B. Public Shareholding NIL NIL NIL NIL NIL NIL NIL NIL NIL
C. Shares held by Custodian NIL NIL NIL NIL NIL NIL NIL NIL NIL
for GDRs & ADRs
Grand Total (A+B+C) 2,679,039 6 2,679,045 100 2,679,039 6 2,679,045 100 NIL
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 6 9
ANNEXURE III
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
(ii) Shareholding of Promoters
SR. SHAREHOLDERS NAME SHAREHOLDING AT THE BEGINNING SHARE HOLDING AT THE END % CHANGE
NO. OF THE YEAR OF THE YEAR IN SHARE
HOLDING
NO. OF % OF TOTAL %OF SHARES NO. OF % OF TOTAL %OF SHARES
DURING THE
SHARES SHARES OF THE PLEDGED/ SHARES SHARES OF PLEDGED/
YEAR
COMPANY ENCUMBERED TO THE COMPANY ENCUMBERED TO
TOTAL SHARES TOTAL SHARES
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
NOT APPLICABLE
(v) Shareholding of Directors and Key Managerial Personnel: NIL
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment: NIL
270 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE IV
CORPORATE SOCIAL RESPONSIBILITY (CSR)
[Pursuant to clause (o) of sub-section (3) of section 134 of the Act and Rule 9 of the Companies (Corporate Social Responsibility) Rules,
2014]
1. A brief outline of the Companys 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 programs.
The CSR policy is to ensure that CSR activities are not performed in silos and that it be skillfully and inextricably woven into the
fabric of the Companys business strategy for overall value creation for all stakeholders. IDFC believes that profitability must be
complemented by a sense of responsibility towards all stakeholders with a view to make a material, visible and lasting difference
to the lives of disadvantaged sections of the people, preferably in the immediate vicinity in which the Company operates but at
the same time ensure widespread spatial distribution of its CSR activities Pan-India befitting its status as a conscientious corporate
citizen.
Section 135 of Companies Act, 2013 (the Act) read with Companies (Corporate Social Responsibility Policy) Rules 2014 requires
IDFC AMC Ltd. to mandatorily spend on CSR.
During the year, IDFC Asset Management Company Ltd. carried out CSR activities through on of the group companies of IDFC
Limited, namely, IDFC Foundation, a not-for-profit Company within the meaning of Section 8 of the Act, 2013 (erstwhile Section 25
of the Companies Act, 1956).
The object of the CSR activities would seek to
(a) serve the poor, marginalised and underprivileged
(b) promote inclusion
(c) be sustainable
(d) meet needs of the larger community and society
IDFC Foundation, as implementing agency on behalf of IDFC Limited and its group companies, undertook the following CSR
activities which fall within the ambit of the activities listed in Schedule VII of the Act for promoting the development of
(a) livelihoods
(b) rural development projects
(c) promoting healthcare including preventive health care
(d) education
(e) community engagement/development
(f) environmental sustainability
(g) disaster relief
(h) research and studies in all or any of the activities mentioned in Schedule VII and
(i) Others
2. The Composition of the CSR Committee.
Mr. Vikram Limaye
Mr. Vishwavir Saran Das
Ms. Anita Ramachandran
3. Average net profit of the company for last three financial years ` 137.32 Cr
4. Prescribed CSR Expenditure (2% of the amount as in item 3. above) ` 2.75 Cr
5. Details of CSR spent during the financial year.
a) Total amount to be spent for the financial year: ` 2.75 Cr
b) Amount spent during the year: ` 2.75 Cr
c) Amount unspent, if any; NIL
d) Manner in which the amount spent during the financial year is detailed below: Annexure A
6. In case the Company has failed to spend 2% 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: Not Applicable
7. The CSR Committee of the Company hereby confirms that the implementation and monitoring of CSR Policy, is in compliance with
CSR objectives and Policy of the Company.
For IDFC AMC Limited
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 7 1
ANNEXURE A
CORPORATE SOCIAL RESPONSIBILITY (CSR)
[Pursuant to clause (o) of sub-section (3) of section 134 of the Act and Rule 9 of the Companies (Corporate Social Responsibility) Rules, 2014]
5 Improvement of infrastructure facilities at Anganwadi centre and Primary Schools at Cl.(ii) promoting education
Sanghakheda Kalan Village
Total
6 Providing economic and affordable service delivery on water and sanitation to the community. Cl.(i) Sanitation & Safe Drinking water
7 Support for affordable and accessible healthcare services. Cl.(i) promoting health care including
preventive health care
8 Support for elimination of Open Defecation and achieving Open Defecation Free Status in Cl.(i) Sanitation
Machlipatnam division of Krishna District
Total
9 Cattle Care program for breed improvement by providing services such as Artificial Insemination Cl.(ii) livelihood enhancement projects,
(AI) & other Veterinary Services to enhance the livelihoods of small and marginal farming families
in rural districts
10 Improving the aspired quality of life for the people through the development of infrastructure Cl.(ii) livelihood enhancement projects;
projects - (i) Setting up of Micro Hydel for supply of electricity, (ii) Solar street light and (iii) Cl. (iv) ensuring environmental sustainability;
clean drinking water in Mawlyngbwa Village, Meghalaya Cl. (x) rural development projects.
11 Setting up a Centre of Excellance for developing Handloom and Crafts as a means of sustainable Cl.(ii) livelihood enhancement projects,
livelihoods for the women in the remote areas of Uttarakhand
12 Support on improving the competitiveness of Indian economy through jobs and livelihood Cl.(ii) livelihood enhancement projects,
creation.
13 Financial inclusion through channelizing Interoperable Micro ATMs Network to improve access to Cl.(ii) livelihood enhancement projects;
basic banking & payments network services after providing financial literacy and digital skilling Cl. (x) rural development projects.
program under Rural Livelihoods & Development Program
Total
14 Research & studies on various programmes Various clauses of Schedule VII
Total
Total Direct Expense of Project & Programmes (A)
Overhead Expense (B)
Total (A) + (B)
*IDFC Foundation, a wholly owned subsidiary of the IDFC Limited, is an implementing agency of IDFC Limited and its group Companies and engaging
Corporate Social Responsibility (CSR) activities as per the CSR policy adopted by IDFC & its group companies in line with the Schedule VII of the
Companies Act, 2013.
The Company is primarily focussing on CSR activities as well defined projects or programmes that would include promoting and development of
(a) livelihoods, (b) rural development projects, (c) promoting healthcare including preventive health care, (d) education, (e) community engagement/
development, (f) environmental sustainability, (g) disaster relief, (h) research and studies in all or any of the activities mentioned in Schedule VII and
(i) Others, with the help of various partners.
272 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
` IN CRORE
(4) (5) (6) (7) (8)
AMOUNT SPENT ON THE PROJECTS CUMULATIVE AMOUNT
OR PROGRAMS SUB HEADS: EXPENDITURE SPENT: DIRECT
AMOUNT (1) DIRECT EXPENDITURE ON UP TO THE OR THROUGH
PROJECTS OR PROGRAMS: (1) LOCAL AREA OR OTHER (2) SPECIFY THE OUTLAY PROJECTS OR PROGRAMS REPORTING IMPLEMENTING
STATE AND DISTRICT WHERE PROJECTS OR PROGRAMS WAS UNDERTAKEN (BUDGET) (2) OVER HEADS PERIOD AGENCY
Maharashtra-Mumbai 0.05 0.13
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 7 3
INDEPENDENT AUDITORS REPORT
TO THE MEMBERS OF IDFC ASSET MANAGEMENT COMPANY LIMITED
Auditors Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions
of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions
of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing, issued by the Institute
of Chartered Accountants of India, as specified under Section 143(10) of the Act. Those Standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from
material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.
The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control
relevant to the Companys preparation of the financial statements that give a true and fair view in order to design audit procedures
that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the
reasonableness of the accounting estimates made by the Companys Directors, as well as evaluating the overall presentation of the
financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion on the financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the
information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles
generally accepted in India of the state of affairs of the Company as at March 31, 2017, its profit, and its cash flows for the year ended on
that date.
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purpose 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, Statement of Profit and Loss, 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, read with Rule 7 of the Companies (Accounts) Rules, 2014 and the Companies (Accounting Standards) Amendment Rules,
2016;
(e) On the basis of written representations received from the directors as on March 31, 2017, and taken on record by the Board of
Directors, none of the directors is disqualified as on March 31, 2017, from being appointed as a director in terms of section 164
(2) of the Act;
274 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
INDEPENDENT AUDITORS REPORT
(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 to this report;
(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, as amended, 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 29 to the financial statements;
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses;
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the
Company; and
iv. As per books of account of the Company and as represented by the management of the Company, the Company did not
have cash balance as on November 8, 2016 and December 30, 2016 and has no cash dealings during this period.
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 7 5
ANNEXURE TO THE INDEPENDENT AUDITORS REPORT
Annexure referred to in paragraph 1 under the heading Report on other legal and regulatory requirements of our report of even date
Re: IDFC Asset Management Company Limited
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
(b) All fixed assets have not been physically verified by the management during the year but there is a regular programme of
verification which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. No
material discrepancies were noticed on such verification.
(c) According to the information and explanations given by the management, there are no immovable properties, included in fixed
assets of the company and accordingly, the requirements under paragraph 3(i)(c) of the Order are not applicable to the Company.
(ii) The Companys business does not involve inventories and, accordingly, the requirements under paragraph 3(ii) of the Order are not
applicable to the Company.
(iii) According to the information and explanations given to us, 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
Companies Act, 2013. Accordingly, the provisions of clause 3(iii)(a), (b) and (c) of the Order are not applicable to the Company and
hence not commented upon.
(iv) In our opinion and according to the information and explanations given to us, there are no loans, investments, guarantees, and
securities granted in respect of which provisions of section 185 and 186 of the Companies Act 2013 are applicable and hence not
commented upon.
(v) The Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptance of
Deposits) Rules, 2014 (as amended). Accordingly, the provisions of clause 3(v) of the Order are not applicable.
(vi) To the best of our knowledge and as explained, the Central Government has not specified the maintenance of cost records under
Section 148(1) of the Companies Act, 2013, for the services of the Company.
(vii) (a) Undisputed statutory dues including provident fund, employees state insurance, income-tax, sales-tax, service tax, duty of
custom, duty of excise, value added tax, cess and other material statutory dues have generally been regularly deposited with
the appropriate authorities though there has been a slight delay in a few cases.
(b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund,
employees state insurance, income-tax, service tax, sales-tax, custom duty, excise duty, value added tax, cess and other material
statutory dues were outstanding, at the year end, for a period of more than six months from the date they became payable.
(c) According to the information and explanations given to us, there are no dues of income tax, sales-tax, service tax, customs
duty, excise duty, value added tax and cess which have not been deposited on account of any dispute.
(viii) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and
according to information and explanations given by the management, we are of the opinion that the Company has not defaulted in
repayment of dues to a financial institution, bank or debenture holders or government.
(ix) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and
according to the information and explanations given by the management, the Company has not raised any money way of initial
public offer / further public offer / debt instruments and term loans hence, reporting under clause (ix) is not applicable to the
Company and hence not commented upon.
(x) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and
according to the information and explanations given by the management, we report that no fraud on or by the officers and
employees of the Company has been noticed or reported during the year.
(xi) According to the information and explanations given by the management, the provisions of section 197 read with Schedule V to the
Act is not applicable to the company and hence reporting under clause 3(xi) are not applicable and hence not commented upon.
(xii) In our opinion, the Company is not a nidhi company. Therefore, the provisions of clause 3(xii) of the order are not applicable to the
Company and hence not commented upon.
(xiii) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and
according to the information and explanations given by the management, transactions with the related parties are in compliance
with section 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the notes to the financial
statements, as required by the applicable accounting standards.
(xiv) According to the information and explanations given to us and on an overall examination of the balance sheet, the company has
not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under
review and hence, reporting requirements under clause 3(xiv) are not applicable to the company and, not commented upon.
(xv) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and
according to the information and explanations given by the management, the Company has not entered into any non-cash
transactions with directors or persons connected with him as referred to in section 192 of Companies Act, 2013.
(xvi) According to the information and explanations given to us, the provisions of section 45-IA of the Reserve Bank of India Act, 1934
are not applicable to the Company.
For S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
276 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT
ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THE FINANCIAL STATEMENTS OF IDFC ASSET
MANAGEMENT COMPANY LIMTED
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (the Act)
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit.
We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting
(the Guidance Note) and the Standards on Auditing as specified under section 143(10) of the Companies Act, 2013, to the extent
applicable to an audit of internal financial controls and, both issued by the Institute of Chartered Accountants of India. Those
Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and
if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing
and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend
on the auditors judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to
fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
internal financial controls system over financial reporting.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and
such internal financial controls over financial reporting were operating effectively as at March 31, 2017, 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 S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 7 7
BALANCE SHEET AS AT MARCH 31, 2017
AS AT AS AT AS AT
MARCH 31, 2017 MARCH 31, 2017 MARCH 31, 2016
NOTES ` ` `
278 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2017
I INCOME
Revenue from operations 17 2,919,649,595 3,156,132,584
Other income 18 176,653,484 99,822,192
TOTAL INCOME (I) 3,096,303,079 3,255,954,776
II EXPENSES
Employee benefits expense 19 537,638,105 563,316,234
Depreciation and amortisation expense 9, 10 29,146,764 24,588,244
Other expenses 20 1,129,502,712 1,040,287,027
TOTAL EXPENSES (II) 1,696,287,581 1,628,191,505
IV TAX EXPENSE
Current tax 457,800,000 570,453,000
Deferred tax 4,102,000 (233,432)
Adjustment of tax relating to earlier periods (34,700,693) (42,866,226)
TOTAL TAX EXPENSE (IV) 427,201,307 527,353,342
V PROFIT FOR THE YEAR FROM CONTINUING OPERATIONS (III - IV) 972,814,191 1,100,409,929
Basic and diluted earnings per equity share (Nominal value of share ` 10) 27 363.12 410.75
Summary of significant accounting policies 3
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 7 9
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2016
280 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
01 BACKGROUND
IDFC Asset Management Company Limited (the Company) is a public limited company, incorporated in India and regulated by The
Securities Exchange Board of India (SEBI). The Company provides asset management services, portfolio management and investment
advisory services.
IDFC Investment Advisors Limited, wholly owned subsidiary company, had filed a petition with the Bombay High Court on December 22,
2014 to obtain its sanction to a Scheme of Amalgamation for carrying out an amalgamation of IDFC Investment Advisors Limited with
the Company.
The Amalgamation was effective from April 01, 2015 (Appointed Date) as approved by the Honorable High Court of Bombay (High
Court) vide its order dated April 18, 2015 which had been filed by the Company with the Registrar of Companies on June 23, 2015
(Effective Date). The said scheme of merger as approved by the High Court was effective from the Appointed Date but operative
from the Effective Date, hence the business of the subsidiary had been transferred to and vested with the Holding Company on a going
concern basis.
During the year, IDFC Financial Holding Company Limited has acquired the entire shareholding of Natixis Global Asset Management Asia
Pte. Ltd., Singapore in IDFC Asset Management Company Limited with effect from March 20, 2017.
02 BASIS OF PREPARATION
The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in India
(Indian GAAP). 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, read together with paragraph 7 of the Companies (Accounts) Rules 2014 and the
and the Companies (Accounting Standards) Amendment Rule 2016 and applicable guidelines issued by SEBI. The financial statements
have been prepared on the accrual basis under the historical cost convention.
The accounting policies followed in the preparation of financial statements are consistent with those followed in the previous year.
B. INVESTMENTS
Investments which are readily realisable and intended to be held for not more than one year from the date on which such
investments are made are classified as current investments. All other investments are classified as long-term investments. On initial
recognition, all investments are measured at cost. The cost comprises purchase price and directly attributable acquisition charges
such as brokerage, fees and duties.
Long term investments are carried at acquisition cost. However, a provision is made for diminution other than temporary on an
individual basis.
Current investments are carried in the financial statement at lower of cost or fair value on an individual investment basis.
On disposal of an investment, the difference between its carrying amount and the net disposal proceeds is charged or credited to
Statement of Profit and Loss.
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 8 1
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
G. REVENUE RECOGNITIONS
Revenue is recognised to the extent that it is probable that economic benefits will flow to the Company and the revenue can be
reliably measured.
Asset management fees are recognised net of service tax on an accrual basis in terms of Investment Management Agreement
entered into by the Company with IDFC AMC Trustee Company Limited and in accordance with SEBI guidelines.
Income from portfolio management and advisory services is recognised at price agreed in accordance with the arrangement with
the customers.
Interest
Interest income is recognised on a time proportion basis taking into account the amount outstanding and the applicable interest
rate. Interest income is included under the head other income in the Statement of Profit and Loss.
Dividends
Dividend income is recognised when the Companys right to receive dividend is established at the reporting date.
282 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Conversion
Foreign currency monetary items are retranslated using the exchange rate prevailing at the reporting date. Non monetary items,
which are measured in terms of historical cost denominated in a foreign currency, are reported using the exchange rate at the date
of transaction. Non monetary items, which are measured at fair value or other similar valuation denominated in a foreign currency,
are translated using the exchange rate at the date when such value was determined.
Exchange differences
Exchange differences are recognised as income or as expenses in the period in which they arise.
I. OPERATING LEASES
Leases of assets under which all the risks and benefits of ownership are effectively retained by the lessor are classified as operating
leases. Rental charges over the term of such leases, after taking into account the escalation clause, are charged to the Statement of
Profit and Loss on a straight line basis over the extended lease term.
L. PROPOSED DIVIDEND
The Board of Directors, in their meeting held on April 24, 2017 have proposed a final dividend of `227.50 per equity share amounting
to `609,482,738 exclusive of corporate dividend tax. The proposal is subject to the approval of shareholders at the Annual General
Meeting. In terms of revised Accounting Standard (AS) 4 Contingencies and Events occurring after the Balance Sheet date as
notified by the Ministry of Corporate Affairs through amendments to Companies (Accounting Standards) Amendment Rules, 2016,
dated March 30, 2016, proposed dividend is not recognised as a liability as on March 31, 2017. Accordingly, the balance of Reserves
and Surplus is higher by `733,561,234 (including corporate dividend tax) and the balance of Short term provisions is lower by an
equivalent amount as on March 31, 2017.
M. PROVISIONS
A provision is recognised when the Company has a present obligation as a result of past event; it is probable that an outflow of
resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are not discounted
to its present value and are determined based on best estimate required to settle the obligation at the reporting date. These are
reviewed at each reporting date and adjusted to reflect the current best estimates.
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 8 3
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
N. INCOME TAX
Tax expense comprises current and deferred tax. Current income-tax is measured at the amount expected to be paid to the tax
authorities in accordance with the Income-tax Act 1961, enacted in India and tax laws prevailing in the respective tax jurisdictions
where the Company operates. The tax rate and tax laws used to compute the amount are those that are enacted or substantively
enacted, at the reporting date. Current income tax relating to items recognised directly in equity is recognised in equity and not in
the Statement of Profit and Loss.
Deferred income taxes reflect the impact of timing differences between taxable income and accounting income originating during
the current year and reversal of timing differences for the earlier years. Deferred tax is measured using the tax rates and the tax
laws enacted or substantively enacted at the reporting date. Deferred income tax relating to items recognised directly in equity is
recognised in equity and not in the Statement of Profit and Loss.
Deferred tax liabilities are recognised for all taxable timing differences. Deferred tax assets are recognised for deductible timing
differences only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which
such deferred tax assets can be realised. In situations where the Company has unabsorbed depreciation or carry forward tax losses,
all deferred tax assets are recognised only if there is virtual certainty supported by convincing evidence that they can be realised
against future taxable profits.
O. CONTINGENT LIABILITIES
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence
or non-occurrence of one or more uncertain future events beyond the control of the Company or a present obligation that is not
recognised because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability
also arises in extremely rare cases where there is a liability that cannot be recognised because it cannot be measured reliably. The
Company does not recognise a contingent liability but discloses its existence in the financial statements.
R. SEGMENT REPORTING
The Companys primary business segments are reflected based on the principal business carried out, i.e. Asset Management
Services, Investment Advisory and Portfolio Management Services. The risk and returns of the business of the Company is not
associated with geographical segmentation, hence there is no secondary segment reporting based on geographical segment.
04 SHARE CAPITAL
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NUMBER (`) NUMBER (`)
AUTHORISED SHARES
Equity shares of ` 10 each 35,000,000 350,000,000 35,000,000 350,000,000
ISSUED, SUBSCRIBED & FULLY PAID-UP SHARES
Equity shares of ` 10 each 2,679,045 26,790,450 2,679,045 26,790,450
TOTAL ISSUED, SUBSCRIBED AND FULLY PAID-UP SHARE CAPITAL 26,790,450 26,790,450
(a) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the year
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NUMBER (`) NUMBER (`)
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NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
(d) Details of shareholders holding more than 5% of the equity shares in the Company
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
NUMBER % OF HOLDING NUMBER % OF HOLDING
(`) (`)
The board proposed dividend on equity shares after the balance sheet date
Proposed dividend on equity shares for the year ended on March 31, 2017: `227.50 per share; 609,482,738 817,108,725
(Previous year `305 per share)
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 8 5
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Other short term provisions (read with note 31) 367,114,109 382,523,184
Provision for gratuity (read with note 23) - 14,530,896
Other Provisions
Provision for income tax (Net of advance tax of `1,449,087,248; Previous year 119,533,967 80,205,242
`1,016,534,845)
Proposed equity dividend - 817,108,725
Tax on proposed equity dividend - 166,346,996
486,648,076 1,460,715,043
09 TANGIBLE ASSETS
GROSS BLOCK ACCUMULATED DEPRECIATION NET BLOCK
BALANCE AS ADJUSTMENT ADDITIONS DISPOSALS BALANCE AS BALANCE AS ADJUSTMENT DEPRECIATION ON BALANCE AS BALANCE AS BALANCE AS
AT APRIL 1, (SEE NOTE AT MARCH AT APRIL 1, (SEE NOTE CHARGE FOR THE DISPOSALS AT MARCH AT MARCH AT MARCH 31,
2016 BELOW) 31, 2017 2016 BELOW) YEAR 31, 2017 31, 2017 2016
(`) (`) (`) (`) (`) (`) (`) (`) (`) (`) (`) (`)
Leasehold 82,035,582 - 1,834,505 471,823 83,398,264 78,326,883 - 1,557,283 471,824 79,412,342 3,985,922 3,708,699
improvements
Furniture and 21,890,597 - 603,012 128,196 22,365,413 13,947,601 - 2,232,037 111,460 16,068,178 6,297,235 7,942,996
fixtures
Office 49,471,952 - 5,271,773 628,312 54,115,413 42,843,327 - 4,170,845 593,094 46,421,078 7,694,335 6,628,625
equipment
Computers 59,919,843 - 30,829,661 5,859,065 84,890,439 47,801,165 - 9,409,927 5,843,155 51,367,937 33,522,502 12,118,678
Vehicles 14,043,778 - 9,798,513 717,512 23,124,779 5,288,889 - 4,926,547 589,244 9,626,192 13,498,587 8,754,889
TOTAL 227,361,752 - 48,337,464 7,804,908 267,894,308 188,207,865 - 22,296,639 7,608,777 202,895,727 64,998,581 39,153,887
Previous year 206,334,853 2,434,789 21,958,281 3,366,171 227,361,752 170,464,391 2,095,064 18,254,394 2,605,984 188,207,865 39,153,887
10 INTANGIBLE ASSETS
GROSS BLOCK ACCUMULATED DEPRECIATION NET BLOCK
BALANCE ADJUSTMENT ADDITIONS DISPOSALS BALANCE AS BALANCE ADJUSTMENT AMORTISATION ON BALANCE AS BALANCE AS BALANCE AS
AS AT APRIL (SEE NOTE AT MARCH 31, AS AT APRIL (SEE NOTE CHARGE FOR THE DISPOSALS AT MARCH 31, AT MARCH AT MARCH 31,
1, 2016 BELOW) 2017 1, 2016 BELOW) YEAR 2017 31, 2017 2016
(`) (`) (`) (`) (`) (`) (`) (`) (`) (`) (`) (`)
Computer 64,725,334 - 18,889,231 - 83,614,565 55,351,917 - 6,850,125 - 62,202,042 21,412,523 9,373,417
software
TOTAL 64,725,334 - 18,889,231 - 83,614,565 55,351,917 - 6,850,125 - 62,202,042 21,412,523 9,373,417
Previous year 51,142,157 8,236,301 5,346,876 - 64,725,334 42,100,075 6,917,992 6,333,850 - 55,351,917 9,373,417
TOTAL 292,087,086 - 67,226,695 7,804,908 351,508,873 243,559,782 - 29,146,764 7,608,777 265,097,769 86,411,104 48,527,304
TANGIBLE &
INTANGIBLE
ASSETS
Previous year 257,477,010 10,671,090 27,305,157 3,366,171 292,087,086 212,564,466 9,013,056 24,588,244 2,605,984 243,559,782 48,527,304
Note: Represents assets pertaining to IDFC Investment Advisors Limited transferred on amalgamation.
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NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 8 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
288 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
14 CURRENT INVESTMENTS
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
QUANTITY (`) QUANTITY (`)
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 8 9
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Management fees (Net of service tax `423,742,094; Previous year `424,012,003) 2,840,322,398 3,046,932,643
Portfolio management fees 58,286,640 88,252,473
Advisory fees 21,040,557 20,947,468
2,919,649,595 3,156,132,584
18 OTHER INCOME
YEAR ENDED YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
20 OTHER EXPENSES
YEAR ENDED YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
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NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
(b) Scheme issue expenses are the expenses incurred by the Company towards launching of schemes and plans of IDFC Mutual Fund
during the year.
(c) Shared service cost represents reimbursement to holding company/fellow subsidiary under a shared service agreement (Net of
recoveries `250,287; Previous year `Nil )
(d) Operational costs amongst other include expenses which are incurred by mutual fund schemes over and above the expense limits
prescribed by SEBI, interest charged by bank to the Mutual Fund on account of temporary borrowings or overdrafts and payments
made to investors of Mutual Fund on account of delay in payment of redemption proceeds which are borne by the Company.
(e) Expenses incurred on behalf of schemes of IDFC Mutual Fund are charged to the Statement of Profit and Loss unless considered
recoverable from schemes.
Advisory Fees - Natixis Asia Asset Management Limited (formerly Absolute Asia Asset 21,040,557 20,947,468
Management Limited)
23 In accordance with Accounting Standard 15 on Employee Benefits the following disclosures have been made:
i. The Company has recognised the following amounts in the statement of profit and loss towards contribution to defined
contribution plans which are included under contribution to provident and other funds:
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 9 1
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
ii. The details of the Companys post - retirement gratuity benefit plans for gratuity for its employees are given below which are
certified by the actuary and relied upon by the auditors:
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NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Experience adjustments:
MARCH 31, 2017 MARCH 31, 2016 MARCH 31, 2015 MARCH 31, 2014 MARCH 31, 2013
(`) (`) (`) (`) (`)
Investment pattern:
Insurer managed funds 100.00 100.00
Principal assumptions:
Discount rate (p.a.) 7.10 8.00
Expected rate of return on assets (p.a.) 7.50 9.00
Salary escalation rate (p.a.) 8.00 8.00
The estimate of future salary increase, considered in the actuarial valuation takes account of inflation, seniority, promotion and other
relevant factors.
24 The Company is engaged in the business of providing Asset Management Services to IDFC Mutual Fund, Investment Advisory and
Portfolio Management Services. During the year ended March 31, 2017, the Company was engaged in only one business segment and
no geographical segment and as such there are no separate reportable segments, as required by Accounting Standard 17 on Segment
Reporting as notified under section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules,
2014 and the Companies (Accounting Standards) Amendment Rules, 2016.
Names of the related parties where control exists irrespective of whether transactions have been occurred or not:
III. Subsidiaries:
IDFC Investment Managers (Mauritius) Limited
Names of the related parties with which there are transactions during the year:
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 9 3
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
The nature of transactions carried out with the above related parties in the ordinary course of business are as follows:
26 In accordance with Accounting Standard 19 on Leases the following disclosures in respect of operating leases are made:
i The Company had taken vehicles for two employees under cancellable operating leases which is included under salaries as follows:
NAME OF THE LESSOR LATEST EXPIRY DATE MARCH 31, 2017 MARCH 31, 2016
(`) (`)
The total future minimum lease payments under cancellable operating lease for each of the periods is given below:
294 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
ii. The Company has entered into cancellable as well as non-cancellable leasing arrangements for office premises at various locations
in India generally for a period of 36 months. As per the term of the lease all maintenance charges and municipal levies are borne by
the lessee.
The total future minimum lease payments under non-cancellable operating lease for each of the periods is given below:
The terms of renewal and escalation clauses are those normally prevalent in similar agreements.
(b) The Company has contributed `27,464,000 (Previous year `19,408,000) to IDFC Foundation during the year and recognised
as expense in the statement of profit and loss on CSR related activities, which comprise of following:
PARTICULARS YEAR ENDED MARCH 31, 2017 YEAR ENDED MARCH 31, 2016
IN CASH YET TO BE PAID TOTAL IN CASH YET TO BE PAID TOTAL
IN CASH IN CASH
I D F C A S S E T M A N AG E M E N T C O M PA N Y L I M I T E D | 2 9 5
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
35 The figures for the previous year have been regrouped wherever necessary, in order to make them comparable to the current year.
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IDFC
INVESTMENT MANAGERS
(MAURITIUS) LTD.
DIRECTORS Mr.SahjahanAllyNauthoo
Mr.SevinChendriah
GENERAL INFORMATION
IDFC Investment Managers (Mauritius) Ltd. (the Company) was incorporated on 13 September 2010 as a private company limited by
shares and holds a Category 1 Global Business Licence Company issued by the Financial Services Commission. The Company is licenced
to operate as a CIS Manager pursuant to Section 98 of the Securities Act 2005 and the Financial Services (Consolidated Licensing and
Fees) Rules 2008.
Since last year, the Company has entered into an investment management agreement with India Multi-Avenues Fund Limited (previously
known as IDFC Focus Fund Limited), a fund incorporated in Mauritius on 22 May 2015.
The Company holds standards of corporate governance through awareness of business ethics and supervision of its management team
by the Board of directors.
The main objects and functions of the Board as regards Corporate Governance are to:
determine, agree and develop the Companys general policy on corporate governance in accordance with the applicable Code of
Corporate Governance;
review the terms and conditions of all service agreements between the Company and service providers.
The Board is satisfied that it has discharged its responsibilities for the year in respect of Corporate Governance.
DIRECTORS
Resident
Mr. Sahjahan Ally Nauthoo
The Board is responsible for directing the affairs of the Company in the best interests of shareholders, in conformity with legal and
regulatory framework, and consistent with its constitution and best governance practices.
He has over 11 years of experience in the global business sector and 2 years of experience in the field of banking and finance. He has
gained wide experience in the structuring, setting up and administration including secretarial, accounting, taxation and compliance of
offshore funds and companies. He serves as director and authorised signatory for a large number of funds/companies administered
by Cim Global Business. He is currently a Senior Manager and prior to joining Cim Global Business, he also worked for 5 years with
International Financial Services Limited.
298 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
CORPORATE GOVERNANCE REPORT FOR THE YEAR ENDED 31 MARCH 2017
CONSTITUTION
The Constitution of the Company was adopted on 19 August 2010 and same was subsequently altered on 26 December 2014 to insert a
clause on Arbitration.
BOARD MEETINGS
The Board has at least one scheduled meeting each year during which it:
2. approves the audited financial statements and reviews important accounting issues;
5. takes note of changes in the legislations which may affect the Company.
The Board papers are usually sent to the directors one week in advance, except where urgent meetings are convened.
During the year under review, the Board met five times and the table below shows the attendance of directors either physically or by
alternates at meetings held from 01 April 2016 to 31 March 2017:
The Board promotes, encourages and expects open and frank discussions at meetings. Board meetings provide a forum for challenging
and constructive debate.
BOARD COMMITTEES
The Board of directors collectively considers the measures in respect of the Code of Corporate Governance issues. Due to the size of the
Board, no sub-committees (Audit Committees, The Corporate Governance Committee, Board Risk Committee, Remuneration Committee
and the Nomination Committee) have been established.
ENVIRONMENT
Due to the nature of its activities, the Company has no adverse impact on the environment.
NATURE OF BUSINESS
The principal activity of the Company is that of a CIS Manager.
AUDIT FEES
Audit fees payable to Ernst & Young (Mauritius) for the year amounted to USD 4,800 (excluding VAT and any disbursements).
APPRECIATION
The Board expresses its appreciation and gratitude to all those involved for their contribution during the year.
The directors are pleased to present their commentary, together with the audited financial statements of IDFC Investment Managers
(Mauritius) Ltd. for the year ended 31 March 2017.
The principal activity of the Company is to provide investment management services. The Company has entered into an investment
management agreement with India Multi-Avenues Fund Limited (previously known as IDFC Focus Fund Limited), a fund incorporated in
Mauritius on 22 May 2015.
RESULTS
The Companys loss for the year under review is USD 32,623 (2016: loss of USD 34,287).
The directors do not recommend the payment of a dividend for the year under review.
The directors are responsible for the preparation and fair presentation of these financial statements in accordance with International
Financial Reporting Standards and in compliance with the requirements of the Companies Act 2001, and for such internal control as the
directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due
to fraud or error and applying appropriate accounting policies; and making account estimates that are reasonable in the circumstances.
The directors have made an assessment of the Companys ability to continue as a going concern and have no reason to believe the
business will not be a going concern in the year ahead. The Company has enough funds to meet its liabilities and those of the fund in the
coming year.
AUDITORS
The auditors, Ernst & Young, have indicated their willingness to continue in office.
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SECRETARYS CERTIFICATE UNDER SECTION 166 (D) OF THE COMPANIES ACT 2001
We, Cim Fund Services Ltd, certify, to the best of our knowledge and belief, that we have filed with the Registrar of Companies all such
returns as are required for IDFC Investment Managers (Mauritius) Ltd. under the Companies Act 2001 for the financial year ended
31 March 2017.
Opinion
We have audited the financial statements of IDFC INVESTMENT MANAGERS (MAURITIUS) LIMITED (the Company) set out on
pages 11 to 24 which comprise the statement of financial position as at 31 March 2017, and the statement of profit or loss and other
comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, and notes to the financial
statements, including significant accounting policies.
In our opinion, the financial statements give a true and fair view of, the financial position of IDFC INVESTMENT MANAGERS
(MAURITIUS) LIMITED as at 31 March 2017, and of its financial performance and its cash flows for the year then ended in accordance with
International Financial Reporting Standards and comply with the Companies Act 2001.
Other Information
The directors are responsible for the other information. The other information comprises the Dynamic information, commentary of the
directors and the certificate from the Secretary as required by the Companies Act 2001, 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 on the other information obtained prior to the
date of this auditors report, 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.
The directors are responsible for the preparation and fair presentation of the financial statements in accordance with International
Financial Reporting Standards and the requirements of the Companies Act 2001, and for such internal control as the directors determine
is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Companys ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either
intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
As part of an audit in accordance with ISAs, 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, but not for the purpose of expressing an opinion on the effectiveness of the Companys internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures
made by the directors.
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INDEPENDENT AUDITORS REPORT
Conclude on the appropriateness of the directors 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 Companys
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.
We communicate with the directors 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.
Other matter
This report is made solely for the Companys member in accordance with Section 205 of the Companies Act 2001. Our audit work has
been undertaken so that we might state to the Companys member those matters we are required to state to them in an auditors report
and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the
Company and the Companys member for our audit work, for this report, or for the opinions we have formed.
In our opinion, proper accounting records have been kept by the Company as far as it appears from our examination of those records.
2017 2016
ASSETS
Current assets
Current liabilities
These financial statements have been approved and authorised for issue by the Board of directors on 13 April 2017 and signed on its
behalf by:
NAME OF DIRECTORS
The notes on pages 11 to 17 form an integral part of these financial statements. Independent Auditors report on pages 5 to 6.
304 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME For the Year Ended March 31, 2017
2017 2016
INCOME - -
EXPENSES
TOTAL COMPREHENSIVE LOSS FOR THE YEAR, NET OF TAX (32,623) (34,287)
The notes on pages 11 to 17 form an integral part of these financial statements. Independent Auditors report on pages 5 to 6.
The notes on pages 11 to 17 form an integral part of these financial statements. Independent Auditors report on pages 5 to 6.
306 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
STATEMENT OF CASH FLOWS For the Year Ended March 31, 2017
2017 2016
OPERATING ACTIVITIES
FINANCING ACTIVITIES
The notes on pages 11 to 17 form an integral part of these financial statements. Independent Auditors report on pages 5 to 6.
The Company provides investment management services to India Multi-Avenues Fund Limited (previously known as IDFC India Focus
Fund Limited), a fund incorporated in Mauritius on 22 May 2015, to which the Company provides investment management services.
Non-monetary items measured at fair value in a foreign currency are translated using the exchange rate at the date when the fair
value was determined. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with the
recognition gain or loss on change in fair value of the item (i.e. translation differences are recognised in other comprehensive income or
profit or loss).
Financial assets
Financial assets are recognised initially at fair value plus, in the case of investments not at fair value through profit or loss, directly
attributable transaction costs.
The Companys financial assets include cash at bank and other receivables.
Subsequent measurement
After initial measurement, such financial assets are subsequently measured at amortised cost using the 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 EIR. The EIR amortisation is included in profit or loss. The losses arising from impairment are recognised in profit or loss.
Impairment
At each reporting date, the Company reviews the carrying amounts of its assets to determine whether there is any indication that
those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to
determine the extent of the impairment loss (if any). An impairment loss is recognised for the amount by which the carrying amount of
the asset exceeds its recoverable amount which is the higher of an assets net realisable price and value in use, that is the present value
of estimated future cash flows expected to arise from continuing to use the assets and from its disposals at the end of its useful life.
308 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
An impairment loss is recognised as an expense in profit or loss immediately, unless the asset is carried at revalued amount in which case
the impairment loss is recognised against the revaluation or fair value reserve for the assets to the extent that the impairment loss does
not exceed the amount held in the revaluation or fair value reserve for that same asset. Any excess is recognised immediately in profit or
loss.
Financial liabilities
All financial liabilities are recognised initially at fair value and in the case of loans and borrowings, net of directly attributable transaction
costs.
Subsequent measurement
The measurement of financial liabilities depends on their classification, as described below:
Financial assets
A financial asset (or, where applicable a part of a financial asset or part of a company of similar financial assets) is derecognised when:
- the rights to receive cash flows from the asset have expired; or
- the Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash
flows in full without material delay to a third party under a pass-through arrangement; and either (a) the Company has transferred
substantially all the risks and rewards of the asset or (b) the Company has neither transferred nor retained substantially all the risks
and rewards of the asset, but has transferred control of the asset.
When the Company has transferred its right to receive cash flows from an asset or has entered into a pass-through arrangement,
it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained
substantially all the risks and rewards of the asset nor transferred control of the asset, the asset is recognised to the extent of the
Companys continuing involvement in the asset.
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 is substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the
recognition of a new liability. The difference in the respective carrying amounts is recognised in profit or loss.
Stated capital
Ordinary shares are classified as equity, net of costs directly related to the issue of the shares.
Provision
A provision is recognised when and only when there is a present obligation (legal or constructive) as a result of a past event, and it is
probable that an outflow embodying economic benefits will be required to settle that obligation and a reliable estimate can be made of
the amount of the obligation. Provisions are reviewed at each reporting date and adjusted to reflect the current best estimate.
Revenue recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be
reliably measured, regardless of when payment is being made. Revenue is measured at the fair value of the consideration received or
receivable, excluding discounts, rebates, and sales taxes or duty.
Expenses
Expenses are accounted for on an accrual basis.
Taxation
Deferred taxation
Deferred tax is provided, using the liability method, for all temporary differences arising between the tax bases of assets and liabilities
and their carrying values for financial reporting purposes. Currently enacted tax rates are used to determine deferred tax.
The principal temporary differences arise from provisions for bad debts and unrealised exchange differences. Deferred tax assets are
recognised to the extent that it is probable that future taxable profit will be available against which the temporary differences can be
utilised.
Standards
IFRS 14 Regulatory Deferral Accounts 01 January 2016
Amendments
Accounting for Acquisitions of Interests in Joint Operations (Amendments to IFRS 11) 01 January 2016
Clarification of Acceptable Methods of Depreciation and Amortisation (Amendments to IAS 16 and IAS 38) 01 January 2016
Agriculture: Bearer Plants (Amendments to IAS 16 and IAS 41) 01 January 2016
Equity Method in Separate Financial Statements (Amendments to IAS 27) 01 January 2016
Annual Improvements 2012-2014 Cycle 01 January 2016
Disclosure Initiative (Amendments to IAS 1) 01 January 2016
Investment Entities: Applying the Consolidation Exception (Amendments to IFRS 10, IFRS 12 and IAS 28) 01 January 2016
Where the adoption of the standard or interpretation or improvement is deemed to have an impact on the financial statements or
performance of the Company, its impact is described below:
clarification that information should not be obscured by aggregating or by providing immaterial information, materiality
considerations apply to the all parts of the financial statements, and even when a standard requires a specific disclosure, materiality
considerations do apply;
clarification that the list of line items to be presented in these statements can be disaggregated and aggregated as relevant and
additional guidance on subtotals in these statements and clarification that an entitys share of OCI of equity-accounted associates
and joint ventures should be presented in aggregate as single line items based on whether or not it will subsequently be reclassified
to profit or loss;
additional examples of possible ways of ordering the notes to clarify that understandability and comparability should be considered
when determining the order of the notes and to demonstrate that the notes need not be presented in the order so far listed in
paragraph 114 of IAS 1.
There has been no impact following the adoption of this standard on the financial statements for the current year as the notes and
policies already included in the financial statements provide good understandability and comparability to the users.
310 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
04. (B) ACCOUNTING STANDARDS AND INTERPRETATIONS ISSUED BUT NOT YET EFFECTIVE
The following standards, amendments to existing standards and interpretations were in issue but not yet effective. They are mandatory
for accounting periods beginning on the specified dates, but the Company has not early adopted them:
Sale or Contribution of Assets between an Investor and its Associate or Joint Venture
(Amendments to IFRS 10 and IAS 28)
Recognition of Deferred Tax Assets for Unrealised Losses (Amendments to IAS 12) 01 January 2017
Disclosure Initiative (Amendment to IAS 7) 01 January 2017
Annual Improvements 2014 2016 Cycle 01 January 2017
IFRIC 22 Foreign Currency Transactions and Advance Consideration 01 January 2018
Transfers of Investment Property (Amendments to IAS 40) 01 January 2018
Classification and Measurement of Share-based Payment Transactions (Amendments to IFRS 2) 01 January 2018
Clarifications to IFRS 15 Revenue from Contracts with Customers 01 January 2018
Applying IFRS 9 Financial Instruments with IFRS 4 Insurance Contracts (Amendments to IFRS 4) 01 January 2018
Recognition of Deferred Tax Assets for Unrealised Losses (Amendments to IAS 12)
The amendments provide additional guidance on the existence of deductible temporary differences, which depends solely on a
comparison of the carrying amount of an asset and its tax base at the end of the reporting period, and is not affected by possible future
changes in the carrying amount or expected manner of recovery of the asset.
The amendments also provide additional guidance on the methods used to calculate future taxable profit to establish whether a deferred
tax asset can be recognised. No impact is expected given that the Company did not recognize any deferred tax asset in previous years
and is not expecting to recognise in the future.
The amendments apply for annual periods beginning on or after 01 January 2017 and early application are permitted.
These amendments are not expected to have any impact on the Company.
The Company is still evaluating the effect of these new or revised standards and interpretations on the presentation of its financial
statements.
Judgements
However, given that India Multi-Avenues Fund Limited has not yet started trading, the Company is currently incurring all its expenses
on its behalf. The directors have made an assessment of the recoverability of the receivable from IMAFL. IDFC Investment Manager
(Mauritius) Ltd has entered into an agreement with Greenshoots capital UK Ltd to look for potential investors for IMAFL and have firm
intention that the IMAFL will start generating the revenue within the next financial year. The Directors believe that there is no indication
of impairment at this stage.
Amount receivable from India Multi-Avenues Fund Limited fund (note 12a) 75,945 49,355
(a) PREPAYMENTS
- Professional indemnity cover 3,242 2,768
- Activity licence fees 500 500
- Financial Services Commission licence fees 438 438
- Annual registration fees 233 233
4,413 3,939
312 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
11. TAXATION
The Company, being the holder of a Category 1, Global Business Licence, is liable to income tax in Mauritius on its taxable profit arising
from its world-wide income at the rate of 15%. The Companys foreign sourced income is eligible for a foreign tax credit which is
computed as the lower of the Mauritian tax and the foreign tax on the respective foreign sourced income. The foreign tax for a GBL1
company is based on either the foreign tax charged by the foreign country or a presumed amount of foreign tax: the presumed amount
of foreign tax is based on 80% of the Mauritian tax on the relevant foreign sourced income.
Capital gains are outside the scope of the Mauritian tax net while trading profits made by the Company from the sale of shares are
exempt from tax. At 31 March 2017, the Company had tax losses of USD 151,667 (2016: USD 119,044).
A numerical reconciliation between accounting loss and tax charge is shown below:
Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the
Companys income or the value of its holdings of financial instruments. The objective of market risk management is to manage and
control market risk exposures within acceptable parameters, while optimising the return.
Credit risk
The Company takes on exposure to credit risk, which is the risk that a counterparty will be unable to pay amounts in full when due.
Financial assets which potentially subject to the Company to concentrations of credit risk consist principally of bank balances. Cash at
bank are held in reputable financial institutions. Accordingly, the Company has no significant concentration of credit risk. The maximum
exposure to credit risk assisting from default of the counterpart, with a maximum exposure equal to the carrying amount of these
instruments.
The risk of default for the amount receivable from related company is minimal as the IMAFL will be launching its activities soon and will
be able to repay its debt.
2017 2016
USD USD
Amount receivable from India Multi Avenues Fund Limited 75,945 49,355
Cash and cash equivalents 161,193 220,880
237,138 270,235
Liquidity risk
The Company maintains and manages liquidity risk through active monitoring of operating cash flows and availability of funding. At
the year end, the directors did not consider there to be any significant liquidity risk. Residual and discounted contractual maturities of
financial liabilities are presented below:
2017
ON DEMAND TOTAL
USD USD
2016
ON DEMAND TOTAL
USD USD
As at 31 March 2017, the Companys minimum stated unimpaired capital has been met.
314 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
IDFC AMC
TRUSTEE COMPANY
LIMITED
CIN U69990MH1999PLC123190
FINANCIAL HIGHLIGHTS
(AMOUNT IN `)
PARTICULARS FOR THE PERIOD ENDED FOR THE PERIOD ENDED
MARCH 31, 2017 MARCH 31, 2016
Total Income 1,801,110 1,202,513
Less: Total Expenses 1,193,344 1,095,405
Profit before Tax 607,766 107,108
Less: Provision for Tax 183,480 33,100
Profit after Tax 424,286 74,008
COMPANYS AFFAIRS
The Company is the Trustee to the schemes of IDFC Mutual Fund (IDFC MF). The Assets under Management of IDFC MF were
` 55,383.40 crore (excluding Fund of Funds Schemes) as on March 31, 2017 as against ` 51,448.31 crore as on March 31, 2016.
DIVIDEND
The Directors do not recommend any dividend for the financial year ended March 31, 2017.
PARTICULARS OF EMPLOYEES
The Company does not have any employee.
PUBLIC DEPOSITS
The Company has neither invited nor accepted any Public Deposits.
316 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BOARDS REPORT
PARTICULARS REGARDING CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION
Since the Company does not own any manufacturing facility, the disclosure of information on other matters required to be disclosed as
per Section 134(3)(m) are not applicable and hence not given.
DIRECTORS
In accordance with the Articles of Association of the Company and pursuant to the provisions of Section 152 of the Companies Act,
2013, Mr. Sunil Kakar (DIN: 03055561) would retire by rotation at the ensuing Annual General Meeting (AGM) and being eligible, offers
himself for reappointment.
The Board of Directors recommends reappointment of Mr. Sunil Kakar as Director at the ensuing AGM.
Mr. Geoffroy Sartorius (DIN: 03536833) resigned as a Director w.e.f. March 20, 2017.
The Board places on record sincere appreciation for services rendered by him during their tenure.
At the Extra ordinary General Meeting of the Company held on December 19, 2014, Mr. Bharat Raut and Mr. Sridar Venkatesan were
appointed as Independent Directors of the Company to hold office from the conclusion of that General Meeting till the conclusion of the
17th Annual General Meeting of the Company to be held for the FY17 i.e. ensuing AGM. As per the provisions of Section 149(10) & (11) of
the Companies Act, 2013, Independent Directors can be appointed for another term, if the same is approved by the shareholders by way
of Special Resolution. Considering the valuable contributions and continued association of Mr. Bharat Raut and Mr. Sridar Venkatesan,
the Board proposed to reappoint them as IDs of the Company for a period of two years from the conclusion of the ensuing AGM till
the conclusion of 19th AGM to be held for FY19. They fulfill the conditions specified in the Companies Act, 2013 and the Rules made
thereunder and are Independent of the Management. In the opinion of the Board, they are persons of integrity and have the necessary
knowledge, experience and expertise for being reappointed as IDs. Mr. Bharat Raut and Mr. Sridar Venkatesan shall not be liable to retire
by rotation. The Members are requested to consider reappointment of Mr. Bharat Raut and Mr. Sridar Venkatesan at ensuing AGM.
DECLARATION OF INDEPENDENCE
The Company has received a declaration from IDs, at the time of their respective appointments and also at the first meeting of the Board
of Directors held in the financial year, that they meet the criteria of independence specified under sub-section (6) and (7) of Section 149
of the Act, read with Rule 5 of the Companies (Appointment and Qualification of Directors) Rules, 2014 and that they shall abide by the
Code for Independent Directors as per Schedule IV of the Act.
AUDIT COMMITTEE
During the year, Four Audit Committee meetings were held on April 27, 2016, July 21, 2016, October 26, 2016 and January 24, 2017. The
gap between two meetings was within the limit of the period prescribed under the Companies Act, 2013.
Attendance details of Directors for the Audit Committee Meetings held during FY17 are given below.
I D F C A M C T R U S T E E C O M PA N Y L I M I T E D | 3 1 7
BOARDS REPORT
SEPARATE MEETING OF INDEPENDENT DIRECTORS
During the year, a separate meeting of Independent Directors was held on April 27, 2016. All Independent Directors attended the said
meeting.
BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013, a detailed questionnaire was prepared and circulated to the Board for Annual
evaluation. The Directors discussed and requested for some changes.
The Company is in the process of designing a simplified Questionnaire based on the inputs/views from some of the Independent
Directors that would cover the essence of evaluation. For this purpose the Company may engage an External Agency to carry out the
entire Annual Board Evaluation process independently. The said process is expected to be completed in due course.
STATUTORY AUDITORS
S.R. Batliboi & Co. LLP, Chartered Accountants, having ICAI Firm Registration Number- 301003E, a member firm of Ernst & Young Global
Limited, were Statutory Auditors of the Company for FY17. There are no qualifications or observations or other remarks made by the
Statutory Auditors in their report for FY17.
S.R. Batliboi & Co. LLP have expressed their unwillingness to act as a Statutory Auditors of the Company after conclusion of ensuing
AGM. Audit Committee and Board of Directors of the Company at their respective meetings held on April 24, 2017 have recommended
the appointment of Price Waterhouse & Co Chartered Accountants LLP, (FRN 304026E/E300009) (PWC) as the Statutory Auditors
of the Company, in place of S.R. Batliboi & Co. LLP, Chartered Accountants, for a period of five years from the conclusion of the ensuing
Annual General Meeting (AGM) of the Company to be held for FY17 till the conclusion of the 22nd AGM of the Company to be held for
FY22, subject to approval of the Shareholders of the Company at the ensuing AGM and subsequent ratification on annual basis.
PWC have confirmed that their appointment, if made, would be in conformity with the provisions of Section 141 of the Companies Act,
2013 and have also indicated their willingness to be appointed.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES UNDER SECTION 188 OF THE COMPANIES ACT, 2013
In all related party transactions that were entered into during the financial year, an endeavour was made consistently that they were
on an arms length basis and were in the ordinary course of business. IDFC Group has always been committed to good corporate
governance practices, including matters relating to Related Party Transactions.
RISK MANAGEMENT
The Members of the Audit Committee ensure the measurement and control of risk factors and advice on the same to the Management of
the Company.
MATERIAL CHANGES/ COMMITMENTS
There have been no reportable changes and commitments, affecting the financial position of the Company that has occurred during the
period from March 31, 2017 till the date of this report.
INSTANCES OF FRAUD, IF ANY REPORTED BY THE AUDITORS
There have been no instances of fraud reported by the Auditors under Section 143(12) of the Companies Act, 2013.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS/COURTS/TRIBUNAL
There were no significant and material orders passed by the Regulators/Courts/Tribunal which would impact the going concern status of
the Company and its future operations.
EXTRACT OF ANNUAL RETURN
The extract of Annual Return in the prescribed Form No. MGT 9 is appended as Annexure I.
DIRECTORS RESPONSIBILITY STATEMENT
The Directors confirm that:
(a) in the preparation of the annual financial statements for the year ended March 31, 2017, the applicable accounting standards had
been followed along with proper explanation relating to material departures, if any;
(b) the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at March 31, 2017 and of the profit
and loss of the Company for that period;
(c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
(d) the Directors had prepared the annual financial statements on a going concern basis; and
(e) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems
were adequate and operating effectively.
ACKNOWLEDGEMENTS
The Board places on record its gratitude to the Securities and Exchange Board of India, Reserve Bank of India, Association of Mutual
Funds of India, other regulatory authorities and institutions and Investors in the Mutual Fund schemes for their continued guidance and
support.
The Directors also express their gratitude for the unstinted support and guidance received from IDFC Limited, IDFC FHCL and other
group companies.
318 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE I
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
AS ON THE FINANCIAL YEAR ENDED ON MARCH 31, 2016
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014]
i) CIN U69990MH1999PLC123190
ii) Registration Date 20/12/1999
iii) Name of the Company IDFC AMC TRUSTEE COMPANY LIMITED
iv) Category / Sub-Category of the Company Company Limited by shares
Indian Non-Government Company
v) Address of the Registered office and contact details One India Bulls Centre, 841 Jupiter Mills Compound, Senapati
Bapat Marg, Elphinstone (West), Mumbai 400013, Maharashtra.
Tel.: +91 22 6628 9999, Fax: +91 22 2421 5051
vi) Whether listed company Yes / No No
vii) Name, Address and Contact details of Registrar and Transfer TSR Darashaw Limited
Agent, if any 6-10, Haji Moosa Patrawala Industrial Estate, 20 Dr. E. Moses Road,
Mahalaxmi, Mumbai- 400011. Tel.: +91 22 6656 8484
IV. SHARE HOLDING PATTERN (EQUITY SHARE CAPITAL BREAKUP AS PERCENTAGE OF TOTAL EQUITY)
CATEGORY OF SHAREHOLDERS NO. OF SHARES HELD AT THE BEGINNING NO. OF SHARES HELD AT THE END % CHANGE
OF THE YEAR OF THE YEAR DURING
THE YEAR
DEMAT PHYSICAL TOTAL % OF TOTAL DEMAT PHYSICAL TOTAL % OF TOTAL
SHARES SHARES
A. Promoter
(1) Indian
Bodies Corp. 37,493 6 37,499 75 49,994 6 50,000 100 25
Sub-total (A) (1):- 37,493 6 37,499 75 49,994 6 50,000 100 25
(2) Foreign
Bodies Corp. 12,501 NIL 12,501 25 NIL NIL NIL NIL (25)
Sub-total (A) (2):- 12,501 NIL 12,501 25 NIL NIL NIL NIL (25)
Total shareholding of Promoter 49,994 6 50,000 100 49,994 6 50,000 100 NIL
(A) = (A)(1)+(A)(2)
B. Public Shareholding NIL NIL NIL NIL NIL NIL NIL NIL NIL
C. Shares held by Custodian NIL NIL NIL NIL NIL NIL NIL NIL NIL
for GDRs & ADRs
Grand Total (A+B+C) 49,994 6 50,000 100 49,994 6 50,000 100 NIL
I D F C A M C T R U S T E E C O M PA N Y L I M I T E D | 3 1 9
ANNEXURE I
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
(ii) Shareholding of Promoters
SR. SHAREHOLDERS NAME SHAREHOLDING AT THE BEGINNING SHARE HOLDING AT THE END
NO. OF THE YEAR OF THE YEAR
SR. SHAREHOLDING AT THE BEGINNING OF THE YEAR CUMULATIVE SHAREHOLDING DURING THE YEAR
NO.
NO. OF SHARES % OF TOTAL SHARES NO. OF SHARES % OF TOTAL SHARES
OF THE COMPANY OF THE COMPANY
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
NOT APPLICABLE
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment: NIL
1. Independent Directors
Fee for attending board /committee meetings 250,000 150,000 325,000 225,000 950,000
Note: Sitting fees paid to Directors is within the overall Ceiling limit as prescribed under the Companies Act, 2013.
320 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
INDEPENDENT AUDITORS REPORT
TO THE MEMBERS OF IDFC AMC TRUSTEE COMPANY LIMITED
Auditors Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions
of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions
of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing, issued by the Institute
of Chartered Accountants of India, as specified under Section 143(10) of the Act. Those Standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from
material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.
The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control
relevant to the Companys preparation of the financial statements that give a true and fair view in order to design audit procedures
that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the
reasonableness of the accounting estimates made by the Companys Directors, as well as evaluating the overall presentation of the
financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion on the financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the
information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles
generally accepted in India of the state of affairs of the Company as at March 31, 2017, its profit, and its cash flows for the year ended on
that date.
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purpose 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, Statement of Profit and Loss, 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, read with Rule 7 of the Companies (Accounts) Rules, 2014 and the Companies (Accounting Standards) Amendment Rules,
2016;
(e) On the basis of written representations received from the directors as on March 31, 2017, and taken on record by the Board of
Directors, none of the directors is disqualified as on March 31, 2017, from being appointed as a director in terms of section 164
(2) of the Act;
I D F C A M C T R U S T E E C O M PA N Y L I M I T E D | 3 2 1
INDEPENDENT AUDITORS REPORT
(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 to this report;
(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, as amended, in our opinion and to the best of our information and according to the explanations
given to us:
i. The Company does not have any pending litigations which would impact its financial position.
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses.
iii. As at March 31, 2017 there were no amounts which were required to be transferred to the Investor Education and
Protection Fund by the Company.
iv. As per books of accounts of the Company and as represented by the management of the Company, the Company did not
have cash balance as on November 8, 2016 and December 30, 2016 and has no cash dealings during this period.
322 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE TO THE INDEPENDENT AUDITORS REPORT
Annexure referred to in paragraph 1 under the heading Report on other legal and regulatory requirements of our report of even date
Re: IDFC AMC Trustee Company Limited
(i) According to the information and explanations given to us, there are no immovable properties, included in property, plant
and equipment/ fixed assets of the company and accordingly, the requirements under paragraph 3(i)(c) of the Order are not
applicable to the Company.
(ii) The Companys business does not involve inventories and, accordingly, the requirements under paragraph 3(ii) of the Order are
not applicable to the Company.
(iii) According to the information and explanations given to us, 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
Companies Act, 2013. Accordingly, the provisions of clause 3(iii) (a), (b) and (c) of the Order are not applicable to the Company
and hence not commented upon.
(iv) In our opinion and according to the information and explanations given to us, there are no loans, investments, guarantees, and
securities granted in respect of which provisions of section 185 and 186 of the Companies Act 2013 are applicable and hence not
commented upon.
(v) The Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptance
of Deposits) Rules, 2014 (as amended). Accordingly, the provisions of clause 3(v) of the Order are not applicable.
(vi) To the best of our knowledge and as explained, the Central Government has not specified the maintenance of cost records under
Section 148(1) of the Companies Act, 2013, for the services of the Company.
(vii) (a) The Company is regular in depositing with appropriate authorities undisputed statutory dues including income-tax, service
tax, cess and other material statutory dues applicable to it. The provisions relating to employees state insurance, provident
fund, sales-tax, duty of custom, duty of excise, value added tax, are not applicable to the Company.
(b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund,
employees state insurance, income-tax, service tax, sales-tax, custom duty, excise duty, value added tax, cess and other
material statutory dues were outstanding, at the year end, for a period of more than six months from the date they became
payable.
(c) According to the information and explanations given to us, there are no dues of income-tax, sales-tax, service tax, custom
duty, excise duty, value added tax and cess which have not been deposited on account of any dispute.
(viii) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and
according to information and explanations given by the management, we are of the opinion that the Company has not defaulted
in repayment of dues to a financial institution, bank or debenture holders or government.
(ix) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and
according to the information and explanations given by the management, the Company has not raised any money way of initial
public offer / further public offer / debt instruments and term loans hence, reporting under clause (ix) is not applicable to the
Company and hence not commented upon.
(x) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and
according to the information and explanations given by the management, we report that no fraud on or by the officers and
employees of the Company has been noticed or reported during the year.
(xi) According to the information and explanations given by the management, the provisions of section 197 read with Schedule V to
the Act is not applicable to the company and hence reporting under clause 3(xi) are not applicable and hence not commented
upon.
(xii) In our opinion, the Company is not a nidhi company. Therefore, the provisions of clause 3(xii) of the order are not applicable to
the Company and hence not commented upon.
(xiii) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and
according to the information and explanations given by the management, transactions with the related parties are in compliance
with section 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the notes to the
financial statements, as required by the applicable accounting standards.
(xiv) According to the information and explanations given to us and on an overall examination of the balance sheet, the company
has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year
under review and hence, reporting requirements under clause 3(xiv) are not applicable to the company and, not commented
upon.
(xv) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and
according to the information and explanations given by the management, the Company has not entered into any non-cash
transactions with directors or persons connected with him as referred to in section 192 of Companies Act, 2013.
(xvi) According to the information and explanations given to us, the provisions of section 45-IA of the Reserve Bank of India Act, 1934
are not applicable to the Company.
I D F C A M C T R U S T E E C O M PA N Y L I M I T E D | 3 2 3
ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT
ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THE FINANCIAL STATEMENTS OF IDFC ASSET
MANAGEMENT COMPANY LIMTED
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (the Act)
To the Members of IDFC AMC Trustee Company Limited
We have audited the internal financial controls over financial reporting of IDFC AMC Trustee Company Limited (the Company) as of
March 31, 2017 in conjunction with our audit of the financial statements of the Company for the year ended on that date.
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit.
We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting
(the Guidance Note) and the Standards on Auditing as specified under section 143(10) of the Companies Act, 2013, to the extent
applicable to an audit of internal financial controls and, both issued by the Institute of Chartered Accountants of India. Those
Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and
if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing
and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend
on the auditors judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to
fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
internal financial controls system over financial reporting.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and
such internal financial controls over financial reporting were operating effectively as at March 31, 2017, [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 S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
per Viren H. Mehta
Partner
Membership Number: 048749
Mumbai, April 24, 2017
324 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BALANCE SHEET AS AT MARCH 31, 2017
AS AT AS AT AS AT
MARCH 31, 2017 MARCH 31, 2017 MARCH 31, 2016
NOTES ` ` `
I D F C A M C T R U S T E E C O M PA N Y L I M I T E D | 3 2 5
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2017
NOTES ` `
I INCOME
Revenue from operations
Trusteeship fees 1,800,000 1,200,000
Other income 12 1,110 2,513
TOTAL INCOME (I) 1,801,110 1,202,513
II EXPENSES
Other expenses 13 1,193,344 1,095,405
TOTAL EXPENSES (II) 1,193,344 1,095,405
IV TAX EXPENSE
Current tax 187,800 33,100
Adjustment of tax relating to earlier periods (4,320) -
TOTAL TAX EXPENSE (IV) 183,480 33,100
Basic and diluted earnings per equity share (Nominal value of share `10) 16 8.49 1.48
Summary of significant accounting policies 3
326 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2017
` ` `
I D F C A M C T R U S T E E C O M PA N Y L I M I T E D | 3 2 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
01 NATURE OF OPERATIONS
IDFC AMC Trustee Company Limited (the Company) is a public limited company, incorporated in India and regulated by The Securities
Exchange Board of India (SEBI).
During the year, IDFC Financial Holding Company Limited has acquired the entire shareholding of Natixis Global Asset Management Asia
Pte. Ltd., Singapore in IDFC AMC Trustee Company Limited with effect from March 20, 2017.
02 BASIS OF PREPARATION
The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in India
(Indian GAAP). 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, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 and the
and the Companies (Accounting Standards) Amendment Rule, 2016 and applicable guidelines issued by SEBI. The financial statements
have been prepared on the accrual basis under the historical cost convention. The accounting policies followed in the preparation of
financial statements are consistent with those followed in the previous year.
B. REVENUE RECOGNITION
Revenue is recognised to the extent that it is probable that economic benefits will flow to the Company and the revenue can be
reliably measured.
Income from trusteeship services is recognised at price agreed in accordance with the arrangement with the IDFC Mutual Fund.
C. PROVISIONS
A provision is recognised when the Company has a present obligation as a result of past event; it is probable that an outflow
of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are not
discounted to its present value and are determined based on best estimate required to settle the obligation at the reporting
date. These are reviewed at each reporting date and adjusted to reflect the current best estimates.
D. INCOME TAX
Tax expense comprises current and deferred tax. Current income-tax is measured at the amount expected to be paid to the
tax authorities in accordance with the Income-tax Act 1961, enacted in India and tax laws prevailing in the respective tax
jurisdictions where the Company operates. The tax rate and tax laws used to compute the amount are those that are enacted
or substantively enacted, at the reporting date. Current income tax relating to items recognised directly in equity is recognised
in equity and not in the Statement of Profit and Loss.
Deferred income taxes reflect the impact of timing differences between taxable income and accounting income originating
during the current year and reversal of timing differences for the earlier years. Deferred tax is measured using the tax rates and
the tax laws enacted or substantively enacted at the reporting date. Deferred income tax relating to items recognised directly
in equity is recognised in equity and not in the Statement of Profit and Loss.
Deferred tax liabilities are recognised for all taxable timing differences. Deferred tax assets are recognised for deductible timing
differences only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which
such deferred tax assets can be realised. In situations where the Company has unabsorbed depreciation or carry forward tax losses, all
deferred tax assets are recognised only if there is virtual certainty supported by convincing evidence that they can be realised against
future taxable profits.
328 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
G. SEGMENT REPORTING
The Companys primary business segments are reflected based on the principal business carried out, i.e. Trusteeship Services. The
risk and returns of the business of the Company is not associated with geographical segmentation, hence there is no secondary
segment reporting based on geographical segment.
04 SHARE CAPITAL
AS AT MARCH 31, 2017 AS AT MARCH 31, 2016
AUTHORISED SHARES
(a) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the year
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 exist currently. The
distribution will be in proportion to the number of equity shares held by the shareholders.
(d) Details of shareholders holding more than 5% of the equity shares in the Company
I D F C A M C T R U S T E E C O M PA N Y L I M I T E D | 3 2 9
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Provision for income tax (Net of advance tax of `145,000; Previous year `231,132) 42,800 46,468
Other short term provisions (read with note 17) 44,869 324,957
TOTAL 87,669 371,425
330 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
12 OTHER INCOME
YEAR ENDED YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
13 OTHER EXPENSES
YEAR ENDED YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
(`) (`)
14 The Company is engaged in the business of providing trusteeship services. As such there is no separate reportable primary business
segment or geographical segment as required by Accounting Standard 17 on Segment Reporting.
Names of the related parties with which there are transactions during the year:
I D F C A M C T R U S T E E C O M PA N Y L I M I T E D | 3 3 1
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Details of transactions:
YEAR ENDED YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
I. FELLOW SUBSIDIARIES:
IDFC Asset Management Company Limited Reimbursement of expenses 134,236 318,356
16 THE BASIC AND DILUTED EARNINGS PER SHARE HAS BEEN CALCULATED BASED ON THE FOLLOWING:
YEAR ENDED YEAR ENDED
MARCH 31, 2017 MARCH 31, 2016
(`) (`)
17 As per information available with the Company, there are no micro, small or medium enterprises as defined in The Micro, Small and
Medium Enterprises Development Act, 2006, to whom the company owes dues on account of principal amount together with interest
and accordingly no additional disclosures have been made. The above information regarding micro, small and medium enterprises have
been determined to the extent such parties have been identified on the basis of information available with the Company and relied upon
by auditors.
18 D
ETAILS OF SPECIFIED BANK NOTES (SBN) HELD AND TRANSACTED DURING THE PERIOD 08/11/2016 TO
30/12/2016
PARTICULARS SBNS OTHER DENOMINATION NOTES TOTAL
19 The figures for the previous year have been regrouped wherever necessary, in order to make them comparable to the current year.
332 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
IDFC
BHARAT LIMITED
CIN U65929TN2003PLC050856
CHANGE OF NAME
Pursuant to the Shareholders approval obtained at the Extra Ordinary General Meeting held on March 21, 2017, the name of the Company
was changed from Grama Vidiyal Micro Finance Limited to IDFC Bharat Limited with effect from April 17, 2017.
TRANSFER TO RESERVES
Since the Company is no longer registered with RBI under Section 45IA of the Reserve Bank of India Act, 1934, the requirement of
creating a Reserve Fund (Statutory Reserve) in terms of Section 45-IC(1) of the Reserve Bank of India Act, 1934 and transferring 20% of
the profit to the Statutory Reserve does not arise. Consequently, no amount has been transferred to the said Reserve Fund during the
year 2016-17 and balance in Reserve Fund of ` 21.50 crore has been transferred to surplus in the Statement of Profit and Loss.
REVIEW OF PERFORMANCE
Until surrendering of the NBFC-MFI Licence, the Company had disbursed ` 2,322.43 crore loans during the financial year 2016-17.
The total number of branches of the Company as on March 31, 2017 was 326 with operations in seven (7) states viz. Tamil Nadu,
Maharashtra, Madhya Pradesh, Puducherry, Kerala, Karnataka and Gujarat as compared to 306 Branches during the previous year.
The total number of clients of the Company as on March 31, 2017 was 1,116,703.
The Companys growth momentum during the period under review, was slowed down due to the adverse effects of demonetisation.
The total loan disbursements and recovery were adversely affected during the 3rd and 4th quarters of FY 2016-17. However, good signs of
improvement were evident by the end of the period.
For the year ended March 31, 2017, total income of the Company was ` 262.94 crore compared to ` 310.75 crore during the Previous Year.
The Profit Before Tax for the year was ` 20.89 crore as compared to ` 66.28 crores and the Net Profit for the year was ` 12.41 crore as
compared to profit of ` 42.01 crore in the previous year.
334 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BOARD'S REPORT
DIVIDEND
The Directors did not recommend any dividend for the year ended March 31, 2017.
PUBLIC DEPOSITS
The Company has neither invited nor accepted any Public Deposits during the year under review.
I D F C
B H A R A T L I M I T E D | 3 3 5
BOARD'S REPORT
The shareholders at their meeting held on October 13, 2016 approved the appointment of Mr. Arjun Muralidharan as Managing Director
and CEO of the Company.
Dr. J. Sadakkadulla was appointed in the category of ID at the Board Meeting held on January 23, 2017 for a term of Three (3) years w.e.f.
February 1, 2017.
In terms of Section 160 of the Act, your Company has received notice in writing from Members along with requisite deposit of ` 100,000
each proposing candidature of Dr. J. Sadakkadulla and Mr. R. Ravishankar. The Directors recommend their appointment at the ensuing
AGM.
On October 13, 2016, Mr. Rahul Jakatdar, Ms. Shirley Devaraj, Mr. Rajasekar Thanuskodi and Mr. Peter Manoharan resigned as Directors of
the Company. The Board places on record its sincere and deep appreciation for the services rendered by these Directors as members of
the Board and as members of the various Committees of the Board that they served on.
During FY17, all appointments were made in compliance with the provisions of applicable regulations. None of the Directors of the
Company are disqualified to be appointed as Directors in accordance with Section 164 of the Act.
As on March 31, 2017, Key Managerial Personnel of the Company were as follows:
i. Mr. Arjun Muralidharan - Managing Director and CEO
ii. Mr. Boby Xavier - Company Secretary
DECLARATION OF INDEPENDENCE
The Company has received a declaration from IDs, at the time of their respective appointments and also at the first meeting of the Board
of Directors held in FY17, that they meet the criteria of independence specified under sub-sections (6) and (7) of Section 149 of the Act,
read with Rule 5 of the Companies (Appointment and Qualification of Directors) Rules, 2014, and that they shall abide by the Code for
Independent Directors as per Schedule IV of the Act.
BOARD MEETINGS
During FY17, the Board met 8 times on May 14, 2016; May 30, 2016; July 06, 2016; September 13, 2016; October 13, 2016; November 09,
2016; January 23, 2017 and March 15, 2017. The gap between any two consecutive meetings was less than one hundred and twenty days.
The attendance details of the Board Meetings held during FY17 is given in the table below:
NAME OF THE DIRECTOR DIN POSITION NO. OF MEETINGS NO. OF MEETINGS
HELD IN FY17 ATTENDED IN FY17
Mr. S. Devaraj 1
01936417 Chairman & Managing Director 8 6
Mr. Arjun Muralidharan2 02726409 Managing Director & CEO 4 4
Mr. A. Krishnamoorthy 00386122 Independent Director 8 8
Dr. J. Sadakkadulla3 07544406 Independent Director 1 1
Mr. R. Ravishankar2 05106028 Non-Executive Director 4 4
Ms. Shirley Devaraj4 2030034 Whole Time Director 5 4
Dr. Rajasekar Thanushkodi4 3112885 Non-Executive Director 5 5
Mr. Rahul Jakatdar4 00508152 Non-Executive Director 5 5
Mr. Peter Manoharan4 07568604 Independent Director 2 2
1
Resigned from the position of Managing Director w.e.f. October 13, 2016. Continued to be the Executive Chairman.
2
Appointed w.e.f. October 13, 2016.
3
Appointed as Additional Director w.e.f. February 01, 2017.
4
Resigned from Board w.e.f. October 13, 2016.
AUDIT COMMITTEE
During the year under review, the Audit Committee was reconstituted twice on September 13, 2016 and January 23, 2017. The
composition of the Audit Committee is in compliance with the provisions of the Companies Act, 2013. During FY17, the Audit Committee
met two (2) times on May 30, 2016 and September 13, 2016. All the recommendation made by the Audit Committee during the year were
accepted by the Board.
The Audit Committee of the Company comprises of the following Members:
i. Mr. A. Krishnamoorthy, Chairman
ii. Dr. J. Sadakkadulla
iii. Mr. R. Ravishankar
336 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BOARD'S REPORT
Attendance details of the Audit Committee Meetings held during FY17 are given below:
NAME OF THE MEMBER POSITION STATUS NO. OF MEETINGS NO. OF MEETINGS
HELD ATTENDED
Mr. S. Devaraj1 Executive Chairman Ex-Chairman 1 1
Mr. A. Krishnamoorthy Independent Director Chairman 2 2
Dr. J. Sadakkadulla3 Independent Director Member 0 0
Mr. R. Ravishankar4 Non-Executive Director Member 0 0
Mr. Rahul Jakatdar2 Non-Executive Director Member 2 2
Mr. Peter Manoharan2 Independent Director Member 1 1
1
Resigned as a member w.e.f. September 13, 2016
2
Resigned as a member w.e.f. October 13, 2016
3
Appointed as a member w.e.f. February 1, 2017
4
Appointed as a member w.e.f. January 23, 2017
I D F C
B H A R A T L I M I T E D | 3 3 7
BOARD'S REPORT
The disclosure of contents of CSR Policy as prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014 is
appended as Annexure I.
RESOURCING COMMITTEE
During the year under review, no meeting of the Resourcing Committee was held. The Resourcing Committee of the Company was
re-constituted once on January 23, 2017. During FY17, the Risk Management Committee met eight (8) times on April 11, 2016; April 27,
2016; May 30, 2016; June 24, 2016; June 26, 2016; June 28, 2016 and October 13, 2016.
The Resourcing Committee comprises of the following members:
i. Mr. S. Devaraj, Chairman
ii. Mr. R. Ravishankar
iii. Mr. Arjun Muralidharan
Attendance details of the Resourcing Committee Meetings held during FY17 are given below:
NAME OF THE MEMBER POSITION STATUS NO. OF MEETINGS NO. OF MEETINGS
HELD ATTENDED
Mr. S. Devaraj Executive Chairman Chairman 8 8
Mr. Arjun Muralidharan1 MD & CEO Member 0 0
Dr. Rajasekar Thanushkodi2 Non-Executive Director Member 6 6
Ms. Shirley Devaraj2 Whole Time Director Member 8 8
Mr. R. Ravishankar1 Non-Executive Director Member 0 0
1
Appointed as a member w.e.f. January 23, 2017
2
Resigned as a member w.e.f. October 13, 2016
AUDITORS
The Shareholders of the Company at their meeting held on July 30, 2016 had approved the appointment of M/s. Walker Chandiok & Co
LLP, Chartered Accountants (Registration No: 001076N / N500013) as the Statutory Auditors of the Company for a period of five (5)
years to hold office from the conclusion of the Thirteenth Annual General Meeting up to the conclusion of the Eighteenth Annual General
Meeting of the Company, subject to ratification by Members at every Annual General Meeting.
The Board recommends ratification of the appointment of M/s. Walker Chandiok & Co LLP, Chartered Accountants, as the Statutory
Auditors of the Company.
AUDITORS REPORT
There were no qualifications, reservations or adverse remarks or disclaimers made by the Statutory Auditors in their report for the
financial year ended March 31, 2017.
338 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
RELATED PARTY TRANSACTION
The Company has in place Policy on Related Party Transactions (RPT) and the same has been uploaded on the website of the
Company. Since all RPTs entered into by the Company during FY17 were in the ordinary course of business and were on arms length
basis, Form AOC-2 is not applicable to the Company.
i. in the preparation of financial statements for the year ended March 31, 2017, the applicable accounting standards have been
followed along with proper explanation relating to material departures, if any;
ii. the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state of affairs of the company at March 31, 2017 and profit of the
company for that period;
iii. the directors had taken proper and sufficient care for the 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;
iv. the directors had prepared the annual financial statements on a going concern basis;
v. that proper internal financial controls were in place and that the financial controls were adequate and were operating effectively; and
vi. the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems
were adequate and operating effectively.
ACKNOWLEDGEMENT
Your Directors would like to thank our clients, vendors and bankers for their continued support during the year. We would like to place
on record our appreciation for the support received from the Reserve Bank of India and other regulatory agencies. We would also like to
express our deep sense of appreciation for the hard work and efforts put in by the employees at all levels of the Company. Your Directors
also express their gratitude for the unstinted support and guidance received from IDFC Limited, IDFC Bank Limited and other Group
Companies.
S. Devaraj
Executive Chairman
I D F C
B H A R A T L I M I T E D | 3 3 9
ANNEXURE I
CORPORATE SOCIAL RESPONSIBILITY (CSR)
[Pursuant to clause (o) of sub-section (3) of section 134 of the Act and Rule 9 of the Companies (Corporate Social Responsibility) Rules,
2014]
1. A brief outline of the Companys CSR policy, including overview of projects or programs proposed to be undertaken and a
reference to the web-link to the CSR policy and projects or programs.
The CSR policy of IDFC Bharat Limited (formerly known as Grama Vidiyal Micro Finance Limited) is framed with the following
objectives:
Strive for economic development that positively impacts the society at large with a minimal resource footprint.
Embrace responsibility for the Companys actions and encourage a positive impact through its activities on hunger, poverty,
malnutrition, environment, communities, stakeholders and the society.
CSR Activities:
The Company has undertaken some of the activities which fall in the ambit of the activities listed in Schedule VII of the Act. The list
of activities as provided in Schedule VII of the Act are included in the CSR Policy of the Company and some of the main areas are:
i. Eradicating hunger, poverty and malnutrition, promoting health care and sanitation and making available safe drinking water
ii. Promoting education and employment enhancing vocation skills especially among children, women, elderly, and the differently
abled and livelihood enhancement projects;
iii. Promoting gender equality, empowering women, setting up homes and hostels for women and orphans; setting up old age
homes, day care centers and such other facilities for senior citizens and measures for reducing inequalities faced by socially
and economically backward groups;
The Board of Directors of the Company had constituted the CSR Committee of the Board comprising of the following members as
on March 31, 2017:
3. Average net profit of the Company for last three financial years: ` 327,574,027
4. Prescribed CSR Expenditure (two percent of the amount as in item 3 above) ` 6,551,481
(b)
Amount unspent, if any NIL
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ANNEXURE A
CORPORATE SOCIAL RESPONSIBILITY (CSR)
[Pursuant to clause (o) of sub-section (3) of Section 134 of the Act and Rule 9 of the Companies (Corporate Social Responsibility) Rules,
2014]
` IN LAC
SR CSR PROJECT OR SECTOR IN WHICH THE PROJECT IS PROJECTS OR AMOUNT OUTLAY AMOUNT SPENT CUMULATIVE AMOUNT SPENT:
NO ACTIVITY IDENTIFIED COVERED PROGRAMS (BUDGET) ON THE PROJECTS EXPENDITURE DIRECT OR
(CLAUSE NO OF SCHEDULE VII (1) LOCAL AREA OR OR PROGRAMS UPTO THE THROUGH
TO THE COMPANIES ACT, 2013, OTHER SUBHEADS: REPORTING IMPLEMENTING
AMENDED) (2) SPECIFY 1.DIRECT PERIOD AGENCY
THE STATE AND EXPENDITURE
DISTRICT WHERE ON PROJECTS
PROJECTS OR OR PROGRAMS 2.
PROGRAMS WAS OVERHEADS
UNDERTAKEN.
1 Distribution of food Cl.(i) Eradicating hunger, Local Area, 3,892,959 3,892,959 3,892,959:
poverty and malnutrition, Tamil Nadu, Direct
promoting health care Maharashtra,
including preventive health Madhyapradesh
care and sanitation
2 Health Camps Cl.(i) Eradicating hunger, Local Area, 512,601 512,601 512,601:
poverty and malnutrition, Tamil Nadu, Direct
promoting health care Maharashtra,
including preventive health Madhyapradesh
care and sanitation
3 Drought Relief Cl.(i) Eradicating hunger, Local Area, 501,855 501,855 501,855:
poverty and malnutrition, Tamil Nadu, Direct
promoting health care Maharashtra,
including preventive health Madhyapradesh
care and sanitation
4 Financial Literacy Cl.(ii) promoting education, Local Area, 6,551,481 1,602,671 1,602,671 1,602,671:
camps including special education Tamil Nadu, Direct
and employment enhancing Maharashtra,
vocation skills especially Madhyapradesh
among children, women,
elderly, and the differently
abled and livelihood
enhancement projects
5 Livelihood training Cl.(ii) promoting education, Local Area, 230,816 230,816 230,816:
including special education Tamil Nadu, Direct
and employment enhancing Maharashtra,
vocation skills especially Madhyapradesh
among children, women,
elderly, and the differently
abled and livelihood
enhancement projects
I D F C
B H A R A T L I M I T E D | 3 4 1
ANNEXURE II
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
As on the financial year ended on March 31, 2017
[Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014]
i) CIN U65929TN2003PLC050856
ii) Registration Date May 12, 2003
iii) Name of the Company IDFC Bharat Limited (formerly known as Grama Vidiyal Micro
Finance Limited)
iv) Category / Sub-Category of the Company Company Limited by Shares
Indian Non-Government Company
v) Address of the Registered office and contact details No. 9, Paripoorna Towers, Manoranjitham Street,
Annamalai Nagar, Tiruchirappalli, Tamil Nadu - 620 018
Tel: +91 431 4500000; Fax: +91 431 2750393
vi) Whether listed company Yes / No No
vii) Name, Address and Contact details of Registrar and Transfer NSDL Database Management Limited*
Agent, if any 4th Floor, Trade World A Wing, Kamala Mills Compound,
Senapati Bapat Marg, Lower Parel, Mumbai 400 013
Tel: +91 22 4914 2700; Fax: +91 22 4914 2503
* For electronic connectivity with Depositories.
SR. NAME AND DESCRIPTION OF MAIN PRODUCTS / SERVICES NIC CODE OF THE PRODUCT / SERVICE % TO TOTAL TURNOVER OF THE
NO. COMPANY
SR. NAME AND ADDRESS OF THE COMPANY CIN / GLN HOLDING / SUBSIDIARY / % OF SHARES APPLICABLE
NO. ASSOCIATE HELD SECTION
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
DEMAT PHYSICAL TOTAL % OF TOTAL DEMAT PHYSICAL TOTAL % OF TOTAL THE YEAR
SHARES SHARES
A PROMOTERS
(1) Indian
a) Individual / HUF NIL 1,451,661 1,451,661 26.02 NIL NIL NIL NIL (26.02)
b) Central Govt NIL NIL NIL NIL NIL NIL NIL NIL NIL
c) State Govt (s) NIL NIL NIL NIL NIL NIL NIL NIL NIL
d) Bodies Corp. NIL NIL NIL NIL NIL NIL NIL NIL NIL
e) Banks / FI NIL NIL NIL NIL 5,579,990 6 5,579,996 100.00 100.00
f) Any Other. NIL NIL NIL NIL NIL NIL NIL NIL NIL
SUB-TOTAL (A) (1) NIL 1,451,661 1,451,661 26.02 5,579,990 6 5,579,996 100.00 73.98
342 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE II
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
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
DEMAT PHYSICAL TOTAL % OF TOTAL DEMAT PHYSICAL TOTAL % OF TOTAL THE YEAR
SHARES SHARES
(2) Foreign
a) NRIs - Individuals NIL NIL NIL NIL NIL NIL NIL NIL NIL
b) Other - Individuals NIL NIL NIL NIL NIL NIL NIL NIL NIL
c) Bodies Corp. NIL NIL NIL NIL NIL NIL NIL NIL NIL
d) Banks / FI NIL NIL NIL NIL NIL NIL NIL NIL NIL
e) Any Other.... NIL NIL NIL NIL NIL NIL NIL NIL NIL
SUB-TOTAL (A) (2) NIL NIL NIL NIL NIL NIL NIL NIL NIL
TOTAL SHARE HOLDING OF NIL 1,451,661 1,451,661 26.02 5,579,990 6 5,579,996 100.00 73.98
PROMOTER (A) = (A)(1)+(A)(2)
B PUBLIC SHAREHOLDING
1 Institutions
a) Mutual Funds NIL NIL NIL NIL NIL NIL NIL NIL NIL
b) Banks / FI NIL NIL NIL NIL NIL NIL NIL NIL NIL
c) Central Govt NIL NIL NIL NIL NIL NIL NIL NIL NIL
d) State Govt(s) NIL NIL NIL NIL NIL NIL NIL NIL NIL
e) Venture Capital Funds NIL NIL NIL NIL NIL NIL NIL NIL NIL
f) Insurance Companies NIL NIL NIL NIL NIL NIL NIL NIL NIL
g) FIIs NIL 2,106,598 2,106,598 37.75 NIL NIL NIL NIL (37.75)
h) Foreign Venture Capital Funds NIL NIL NIL NIL NIL NIL NIL NIL NIL
i) Others (Trusts) NIL 1,376,929 1,376,929 24.68 NIL NIL NIL NIL (24.68)
SUB-TOTAL (B) (1) NIL 3,483,527 3,483,527 62.43 NIL NIL NIL NIL (62.43)
2 Non - Institutions
a) Bodies Corp
i) Indian NIL NIL NIL NIL NIL NIL NIL NIL NIL
ii) Overseas NIL NIL NIL NIL NIL NIL NIL NIL NIL
b) Individuals NIL NIL NIL NIL NIL NIL
i) Individual shareholders holding NIL 140,492 140,492 2.52 NIL NIL NIL NIL (2.52)
nominal share capital up to
` 1 lakh
ii) Individual shareholders holding NIL 504,316 504,316 9.04 NIL NIL NIL NIL (9.04)
nominal share capital in excess
of ` 1 lakh
SUB-TOTAL (B) (2) NIL 644,808 644,808 11.56 NIL NIL NIL NIL (11.56)
TOTAL PUBLIC SHARE HOLDING (B) = NIL 4,128,335 4,128,335 73.98 NIL NIL NIL NIL (73.98)
(B)(1)+(B)(2)
C SHARES HELD BY CUSTODIAN NIL NIL NIL NIL NIL NIL NIL NIL NIL
FOR GDR & ADR
GRAND TOTAL (A+B+C) NIL 5,579,996 5,579,996 100.00 5,579,990 6 5,579,996 100.00 NIL
I D F C
B H A R A T L I M I T E D | 3 4 3
ANNEXURE II
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
(ii) Shareholding of Promoters
SR. SHAREHOLDERS NAME SHAREHOLDING AT THE BEGINNING OF THE SHARE HOLDING AT THE END OF THE YEAR % CHANGE
NO. YEAR IN SHARE
HOLDING
NO. OF SHARES % OF %OF SHARES NO. OF SHARES % OF %OF SHARES
DURING THE
TOTAL PLEDGED / TOTAL PLEDGED /
YEAR
SHARES ENCUMBERED SHARES ENCUMBERED
OF THE TO TOTAL OF THE TO TOTAL
COMPANY SHARES COMPANY SHARES
SR. SHAREHOLDERS NAME SHAREHOLDING AT THE DATE INCREASE/ REASON CUMULATIVE SHAREHOLDING
NO. BEGINNING OF THE YEAR DECREASE IN DURING THE YEAR
SHAREHOLDING
NO. OF SHARES % NO. OF SHARES %
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
SHAREHOLDING AT THE BEGINNING OF CUMULATIVE SHAREHOLDING DURING
THE YEAR THE YEAR
NO. OF SHARES % OF TOTAL SHARES NO. OF SHARES % OF TOTAL SHARES
OF THE COMPANY OF THE COMPANY
344 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE II
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
SR. SHAREHOLDERS NAME SHAREHOLDING AT THE DATE INCREASE / REASON CUMULATIVE SHAREHOLDING
NO. BEGINNING OF THE YEAR DECREASE IN DURING THE YEAR
SHAREHOLDING
NO. OF SHARES % NO. OF SHARES %
1 Mauritius Unitus Corporation 1,116,557 20.01 13-10-2016 Decrease Transfer NIL NIL
2 MV Mauritius Limited 832,106 14.91 13-10-2016 Decrease Transfer NIL NIL
3 Mr. Vinod Khosla 400,038 7.17 13-10-2016 Decrease Transfer NIL NIL
4 Amar Foundation 157,935 2.83 13-10-2016 Decrease Transfer NIL NIL
5 Employee Welfare Trust 125,641 2.25 13-10-2016 Decrease Transfer NIL NIL
6 GramaVidiyal Community Mutual 107,018 1.92 13-10-2016 Decrease Transfer NIL NIL
Benefit Trust Annavasal
7 GramaVidiyal Community Mutual 106,332 1.91 13-10-2016 Decrease Transfer NIL NIL
Benefit Trust Mannapparai
8 GramaVidiyal Community Mutual 106,332 1.91 13-10-2016 Decrease Transfer NIL NIL
Benefit Trust Cholan Nagar
9 GramaVidiyal Community Mutual 106,332 1.91 13-10-2016 Decrease Transfer NIL NIL
Benefit Trust Somarasampet
10 GramaVidiyal Community Mutual 106,332 1.91 13-10-2016 Decrease Transfer NIL NIL
Benefit Trust Pudukkottai North
SR. SHAREHOLDERS NAME SHAREHOLDING AT THE DATE INCREASE / REASON CUMULATIVE SHAREHOLDING
NO. BEGINNING OF THE YEAR DECREASE IN DURING THE YEAR
NO. OF SHARES % SHAREHOLDING NO. OF SHARES %
1 Mr. S. Devaraj 1,291,192 23.14 13-10-2016 Decrease Transfer NIL NIL
2 Dr. T. Rajasekar 21,953 0.39 13-10-2016 Decrease Transfer NIL NIL
3 Mr. Arjun Muralidharan 27,439 0.49 13-10-2016 Decrease Transfer NIL NIL
4 Ms. D. Shirley 18,659 0.33 13-10-2016 Decrease Transfer NIL NIL
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding / accrued but not due for payment IN `
I D F C
B H A R A T L I M I T E D | 3 4 5
ANNEXURE II
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
1. Gross salary
(a) Salary as per provisions contained in Section 17(1)
11,308,000 4,140,000 3,593,240 19,041,240
of the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 NIL NIL NIL NIL
(c) Profits in lieu of salary under Section 17(3)
NIL NIL NIL NIL
Income- tax Act, 1961
2. Stock Option NIL NIL NIL NIL
3. Sweat Equity NIL NIL NIL NIL
4. Commission NIL NIL NIL NIL
- as % of profit NIL NIL NIL NIL
- others, specify... NIL NIL NIL NIL
5. Others, please specify NIL NIL NIL NIL
TOTAL (A) 11,308,000 4,140,000 3,593,240 19,041,240
Ceiling as per the Act
1
Resigned as Whole Time Director w.e.f October 13, 2016. This remuneration is for the period from April 1, 2016 to October 13, 2016.
2
Appointed as Managing Director and CEO of the Company w.e.f. October 13, 2016. This remuneration is for the period from October 13, 2016 to March 31, 2017.
1. Independent Directors
Fee for attending board committee
625,000 - 150,000 25,000 800,000
meetings -
Commission NIL NIL NIL NIL NIL NIL
Others, please specify NIL NIL NIL NIL NIL NIL
TOTAL (1) 625,000 NIL NIL 150,000 25,000 800,000
2. Other Non-Executive Directors
Fee for attending board committee
NIL 250,000 500,000 NIL NIL 750,000
meetings
Commission NIL NIL NIL NIL NIL NIL
Others, please specify NIL NIL NIL NIL NIL NIL
TOTAL (2) NIL 250,000 500,000 NIL NIL 750,000
TOTAL (B) = (1 + 2) 625,000 250,000 500,000 150,000 25,000 1,550,000
Overall Ceiling as per the Act Refer Note
Note: In terms of the provisions of the Companies Act, 2013, the remuneration payable to Directors other than executive Directors shall
not exceed 3% of the net profit of the Company. The remuneration paid to the directors is well within the limit
346 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE II
FORM NO. MGT-9 EXTRACT OF ANNUAL RETURN
C. Remuneration to Key Managerial Personnel other than MD / Manager / WTD. IN `
1. Gross salary
(a) Salary as per provisions contained in Section 17(1) of
the Income-tax Act, 1961 4,528,000 2,157,651 4,160,000 10,845,651
(b) Value of Perquisites u/s 17(2) Income-tax Act, 1961 NIL NIL NIL NIL
(c) Profits in lieu of Salary under Section 17(3) Income-tax
Act, 1961 NIL NIL NIL NIL
2. Stock Option NIL NIL NIL NIL
3. Sweat Equity NIL NIL NIL NIL
4. Commission
- as % of profit NIL NIL NIL NIL
- others, specify... NIL NIL NIL NIL
5. Others, please specify - NIL NIL NIL
TOTAL (A) 4,528,000 2,157,651 4,160,000 10,845,651
1
This remuneration is for the period from April 1, 2016 to October 13, 2016 for his position as the CEO.
2
Resigned as the CFO w.e.f. October 13, 2016. This remuneration is for the period from April 1, 2016 to October 13, 2016.
TYPE SECTION OF THE BRIEF DESCRIPTION DETAILS OF PENALTY / AUTHORITY APPEAL MADE,
COMPANIES ACT PUNISHMENT / [RD / NCLT / IF ANY (GIVE
COMPOUNDING FEES IMPOSED COURT] DETAILS)
A. COMPANY
Penalty - - - - -
Punishment - - - - -
Compounding Section 87 Petition filed `1000 RD -
u/s 87 of the
Companies Act,
2013 by Company
to Condone the
Delay in filling
the particulars
of satisfaction of
Charge.
B. DIRECTORS
Penalty - - - - -
Punishment - - - - -
Compounding - - - - -
C. OTHER OFFICERS IN DEFAULT
Penalty - - - - -
Punishment - - - - -
Compounding - - - - -
I D F C
B H A R A T L I M I T E D | 3 4 7
INDEPENDENT AUDITORS REPORT
TO THE MEMBERS OF IDFC BHARAT LIMITED (FORMERLY, GRAMA VIDIYAL MICRO FINANCE LIMITED)
1. We have audited the accompanying financial statements of IDFC Bharat Limited (Formerly, Grama Vidiyal Micro Finance Limited)
(the Company), which comprise the Balance Sheet as at 31 March 2017, the Statement of Profit and Loss and the Cash Flow
Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.
2. The Companys Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (the Act) with
respect to the preparation of these financial statements, that give a true and fair view of the financial position, financial performance
and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting
Standards prescribed under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 (as amended).
This responsibility also includes 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 frauds and other irregularities; selection and application
of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation
and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness
of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and
are free from material misstatement, whether due to fraud or error.
Auditors Responsibility
3. Our responsibility is to express an opinion on these financial statements based on our audit.
4. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be
included in the audit report under the provisions of the Act and the Rules made thereunder.
5. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards
require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether
these financial statements are free from material misstatement.
6. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial
statements. The procedures selected depend on the auditors judgment, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers
internal financial controls relevant to the Companys preparation of the financial statements that give a true and fair view in order
to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of
the accounting policies used and the reasonableness of the accounting estimates made by the Companys Directors, as well as
evaluating the overall presentation of the financial statements.
7. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on these
financial statements.
Opinion
8. 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 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 31 March 2017, and its profit and its cash flows for
the year ended on that date.
9. As required by the Companies (Auditors Report) Order, 2016 (the Order) issued by the Central Government of India in terms of
Section 143(11) of the Act, we give in the Annexure A, a statement on the matters specified in paragraphs 3 and 4 of the Order.
348 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
INDEPENDENT AUDITORS REPORT
10. Further to our comments in Annexure A, 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 purpose 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 financial statements 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,
read with Rule 7 of the Companies (Accounts) Rules, 2014 (as amended);
e. on the basis of the written representations received from the directors and taken on record by the Board of Directors, none of
the directors is disqualified as on 31 March 2017 from being appointed as a director in terms of Section 164(2) of the Act;
f. we have also audited the internal financial controls over financial reporting (IFCoFR) of the Company as on 31 March 2017 in
conjunction with our audit of the financial statements of the Company for the year ended on that date and our report dated 20
April 2017 as per Annexure B expressed an unmodified opinion.
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, as detailed in Note 32 to the financial statements, has disclosed the impact of pending litigations on its
financial position;
ii. the Company did not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses;
iii. there were no amounts which were required to be transferred to the Investor Education and Protection Fund by the
Company.
iv. the company, as detailed in Note 34 to the financial statements, has made requisite disclosures in these financial
statements as to holdings as well as dealings in Specified Bank Notes during the period from 8 November 2016 to 30
December 2016. Based on the audit procedures performed and taking into consideration the information and explanations
given to us, in our opinion, these are in accordance with the books of account maintained by the company.
per Sumesh E S
Partner
Membership No.: 206931
Place : Tiruchirappalli
Date : 20 April 2017
I D F C
B H A R A T L I M I T E D | 3 4 9
ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT
Based on the audit procedures performed for the purpose of reporting a true and fair view on the financial statements of the Company
and taking into consideration the information and explanations given to us and the books of account and other records examined by us
in the normal course of audit, and to the best of our knowledge and belief, we report that:
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed
assets.
(b) The fixed assets have been physically verified by the management during the year and no material discrepancies were noticed
on such verification. In our opinion, the frequency of verification of the fixed assets is reasonable having regard to the size of
the Company and the nature of its assets.
(c) The title deed of the following immovable property, (which is included under the head fixed assets), which according to the
information and explanation given to us, is subject matter of an order from the Tiruchirappalli Corporation citing encroachment
of land. In response to this, the Company has filed a petition with the High Court of Madras (Madurai Bench) for stay and quash
of the Order for which an interim stay has been granted.
NATURE OF PROPERTY TOTAL NUMBER WHETHER LEASEHOLD / GROSS BLOCK AS ON NET BLOCK ON
OF CASES FREEHOLD 31 MARCH 2017 (`) 31 MARCH 2017 (`)
(ii) The Company does not have any inventory. Accordingly, the provisions of clause 3(ii) of the Order are not applicable.
(iii) The Company has not granted any loan, secured or unsecured to companies, firms, Limited Liability Partnerships (LLPs) or other
parties covered in the register maintained under Section 189 of the Act. Accordingly, the provisions of clauses 3(iii)(a), 3(iii)(b) and
3(iii)(c) of the Order are not applicable.
(iv) In our opinion, the Company has not entered into any transaction covered under Sections 185 and 186 of the Act. Accordingly, the
provisions of clause 3(iv) of the Order are not applicable.
(v) In our opinion, the Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Act and the Companies
(Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, the provisions of clause 3(v) of the Order are not applicable.
(vi) The Central Government has not specified maintenance of cost records under sub-section (1) of Section 148 of the Act, in respect of
Companys services. Accordingly, the provisions of clause 3(vi) of the Order are not applicable.
(vii) (a) Undisputed statutory dues including provident fund, employees state insurance, income-tax, sales-tax, service tax, duty of
customs, duty of excise, value added tax, cess and other material statutory dues, as applicable, have generally been regularly
deposited to the appropriate authorities, though there has been a slight delay in a few cases. Further, no undisputed amounts
payable in respect thereof were outstanding at the year-end for a period of more than six months from the date they became
payable.
(b) The dues outstanding in respect of income-tax, sales-tax, service tax, duty of customs, duty of excise and value added tax on
account of any dispute, are as follows:
NAME OF THE NATURE OF DUES AMOUNT (`) AMOUNT PAID UNDER PERIOD TO WHICH THE FORUM WHERE DISPUTE IS
STATUTE PROTEST (`) AMOUNT RELATES PENDING
Finance Act, 1994 Penalty 5,331,304 Nil 2007-08 to 2009-10 Customs, Excise and Service
Tax Appellate Tribunal
Finance Act, 1994 Service tax 13,496,638 3,578,652 2009-10 to 2013-14 Customs, Excise and Service
Tax Appellate Tribunal
Finance Act, 1994 Penalty 13,496,638 Nil 2009-10 to 2013-14 Customs, Excise and Service
Tax Appellate Tribunal
Income Tax Act, Income Tax 14,861,720 2,230,000 Assessment year CIT(A) Tiruchirappalli
1961 2014 - 15
(viii) The Company has not defaulted in repayment of loans or borrowings to any financial institution or a bank or government or any
dues to debenture-holders during the year.
350 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT
(ix) The Company did not raise moneys by way of initial public offer or further public offer (including debt instruments). In our opinion,
the term loans were applied for the purpose for which the loans were obtained, though idle funds which were not required for
immediate utilization were temporarily used for the purpose other than for which the loan was sanctioned but were ultimately
utilized for the stated end-use.
(x) According to the information and explanations given to us, no fraud on or by the Company, has been noticed or reported during the
year, except for, 1 case of misappropriation of cash by the employee of the Company to the extent of ` 1,962,540 identified by the
management during the year regarding which, the Company has initiated disciplinary action against that employee.
(xi) Managerial remuneration has been paid and provided by the Company in accordance with the requisite approvals mandated by the
provisions of Section 197 of the Act read with Schedule V to the Act.
(xii) In our opinion, the Company is not a Nidhi Company. Accordingly, provisions of clause 3(xii) of the Order are not applicable.
(xiii) In our opinion all transactions with the related parties are in compliance with Sections 177 and 188 of Act, where applicable, and the
requisite details have been disclosed in the financial statements etc., as required by the applicable accounting standards.
(xiv) During the year, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible
debentures.
(xv) In our opinion, the Company has not entered into any non-cash transactions with the directors or persons connected with them
covered under Section 192 of the Act.
(xvi) The company ceased its Non-Banking Financial Institution business during October 2016 until which date the Company was
registered under Section 45-IA of the Reserve Bank of India Act, 1934. Consequent to an application made by the Company, Reserve
Bank of India, on 18th October 2016, cancelled its Certificate of Registration as a Non-Banking Financial Institution.
per Sumesh E S
Partner
Membership No.: 206931
Place : Tiruchirappalli
Date : 20 April 2017
I D F C
B H A R A T L I M I T E D | 3 5 1
ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT
Independent Auditors report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies
Act, 2013 (the Act)
1. In conjunction with our audit of the financial statements of IDFC Bharat Limited (Formerly, Grama Vidiyal Micro Finance Limited)
(the Company) as of and for the year ended 31 March 2017, we have audited the internal financial controls over financial reporting
(IFCoFR) of the Company as of that date.
Auditors Responsibility
3. Our responsibility is to express an opinion on the Companys IFCoFR based on our audit. We conducted our audit in accordance
with the Standards on Auditing, issued by the Institute of Chartered Accountants of India (ICAI) and deemed to be prescribed under
Section 143(10) of the Act, to the extent applicable to an audit of IFCoFR, and the Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting (the Guidance Note) 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
IFCoFR were 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 IFCoFR and their operating
effectiveness. Our audit of IFCoFR included obtaining an understanding of IFCoFR, 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
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
Companys IFCoFR.
Opinion
8. In our opinion, the Company has, in all material respects, adequate internal financial controls over financial reporting and such
internal financial controls over financial reporting were operating effectively as at 31 March 2017, based on the internal control
over financial reporting criteria established by the Company considering the essential components of internal control stated in the
Guidance Note issued by the ICAI.
per Sumesh E S
Partner
Membership No.: 206931
Place: Tiruchirappalli
Date: 20 April 2017
352 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
BALANCE SHEET AS AT MARCH 31, 2017
AS AT AS AT
31 MARCH 2017 31 MARCH 2016
NOTES IN ` IN `
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of
Chartered Accountants IDFC Bharat Limited
(Firms Registration No.: 001076N/N500013) (Formerly, Grama Vidiyal Micro Finance Limited)
Boby Xavier
Tiruchirappalli | April 20, 2017 Company Secretary
I D F C
B H A R A T L I M I T E D | 3 5 3
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2017
NOTES IN ` IN `
REVENUE
Revenue from operations 16 2,623,042,432 3,086,041,517
Other income 17 6,427,016 21,426,452
TOTAL REVENUE 2,629,469,448 3,107,467,969
EXPENSES
Employee benefits expense 18 933,176,861 741,742,575
Finance costs 19 987,910,623 1,372,253,619
Depreciation and amortisation expense 20 31,328,897 25,630,052
Other expenses 21 281,199,090 305,030,030
TOTAL EXPENSES 2,233,615,471 2,444,656,276
PROFIT BEFORE EXCEPTIONAL ITEMS AND TAX 395,853,977 662,811,693
Exceptional items 22 186,863,267 -
Profit before tax 208,990,710 662,811,693
Consisting of:-
Continuing operations - (Loss) / profit before tax (48,385,814) 3,100,155
Discontinuing operations - Profit before tax 31 257,376,524 659,711,538
Tax expense
Current tax 52,118,172 241,057,365
Tax for earlier periods 8,904,824 10,836,969
Deferred tax 23,834,444 (9,216,677)
84,857,440 242,677,657
Profit after tax 124,133,270 420,134,036
Consisting of:-
Continuing operations - (Loss) / profit after tax (30,801,161) 2,015,771
Discontinuing operations - Profit after tax 31 154,934,431 418,118,265
Earnings per equity share 26
- Basic and diluted (`) 21.21 74.56
This is the statement of profit and loss referred to in our report of even date
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of
Chartered Accountants IDFC Bharat Limited
(Firms Registration No.: 001076N/N500013) (Formerly, Grama Vidiyal Micro Finance Limited)
Boby Xavier
Tiruchirappalli | April 20, 2017 Company Secretary
354 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2017
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of
Chartered Accountants IDFC Bharat Limited
(Firms Registration No.: 001076N/N500013) (Formerly, Grama Vidiyal Micro Finance Limited)
Boby Xavier
Tiruchirappalli | April 20, 2017 Company Secretary
I D F C
B H A R A T L I M I T E D | 3 5 5
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
01 GENERAL INFORMATION
A. BACKGROUND
Grama Vidiyal Micro Finance Limited was incorporated as a private limited company in the year 2003 under the erstwhile
Companies Act, 1956. Effective 21 December 2009, the Company was registered as a Non Banking Financial Company under the
rules and regulations framed by the Reserve Bank of India (the RBI). The Company has obtained registration under the category
of Non-Banking Financial Company - Micro Finance Institutions (NBFC-MFI), w.e.f 4 October 2013. The Company was in the
business of providing micro loans to women borrowers.
During the year, IDFC Bank Limited executed share purchase agreements with the Companys equity shareholders and thereby
acquired 100% of the equity shares. Consequently the Company had assigned its entire loan receivables outstanding as at 29
September 2016 to IDFC Bank Limited by virtue of a Master Assignment Agreement. The Company had settled all liabilities towards
borrowings and debentures (including debentures listed with Bombay Stock Exchange) that existed prior to acquisition of equity
shares by IDFC Bank Limited and has surrendered its Certificate of Registration as a Non-Banking Financial Institution (NBFI) with
RBI which was cancelled on 18 October 2016.
Subsequently,the Company discontinued to operate as a Non-Banking Financial Institution and has been operating as business
correspondent. The Company applied to the Registrar of Companies for change of its legal name to IDFC Bharat Limited (the
Company) and has obtained the approval for the same subsequent to the balance sheet date with effect from 17 April 2017.
B. COMPARATIVES
All amounts in the financial statements are presented in Indian Rupees except share data and as otherwise stated. Figures for the
previous year have been regrouped / re-classified wherever considered necessary to conform to the figures presented in the current
year.
B. USE OF ESTIMATES
The preparation of the financial statements in conformity with Indian GAAP requires management to make estimates and
assumptions that affect the reported balances of assets and liabilities and disclosures relating to contingent assets and liabilities
as at the date of the financial statements and reported amounts of income and expenses during the period. Examples of such
estimates include provisions for doubtful loans and advances, future obligations under employee retirement benefit plans, income
taxes and the useful lives of fixed assets. Further the classification of assets and liabilities into current and non-current is based on
the estimation of the operating cycle of the Company.
Although these estimates are based upon managements best knowledge of current events and actions, actual results could differ
from these estimates. Any revision to accounting estimates is recognised prospectively in the current and future periods.
356 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Acquired computer software licences are capitalised on the basis of the costs incurred to acquire and install the specific software.
These assets are amortised over their estimated useful lives on a straight line basis, commencing from the date the assets is
available to the Company for its use. After initial recognition, intangible assets are carried at its cost less any accumulated
amortisation and any accumulated impairment losses.
When an intangible asset is disposed off, the gain or loss on disposal is determined as the difference between the disposal proceeds
and the carrying amount of the asset, and is recognised in the statement of profit and loss within other income or other expenses,
as the case may be.
The useful life of the assets is reviewed at each balance sheet date. If the expected useful life of the asset is significantly different
from the previous estimates, the amortisation period is changed accordingly. If there has been a significant change in the expected
pattern of economic benefit from the asset, the method of amortisation is changed to reflect the changed pattern. Such changes
are accounted in accordance with Accounting Standard (AS) 5, Net Profit or Loss for the Period, Prior Period Items and Changes in
Accounting Policies.
E IMPAIRMENT
The Company assesses at each balance sheet date whether there is any indication that an asset may be impaired. If any such
indication exists, the Company estimates the recoverable amount of the asset. For the assessment purposes, assets are grouped
at the lowest levels for which there are largely independent cash flows (cash generating units). As a result some assets are tested
individually for impairment and some are tested at cash-generating unit level. Recoverable amount is the higher of the assets or
cash generating units net selling price and its value in use. Value in use is the present value of estimated future cash flows expected
to arise from the continuing use of an asset and from its disposal at the end of its useful life.
If such recoverable amount of the asset or the recoverable amount of the cash generating unit to which the asset belongs is less
than its carrying amount, the carrying amount is reduced to its recoverable amount. The reduction is treated as an impairment loss
and is recognized in the statement of profit and loss. If at the balance sheet date there is an indication that a previously assessed
impairment loss no longer exists, the recoverable amount is reassessed and the asset is reflected at the recoverable amount subject
to a maximum of depreciated historical cost.
F LEASES
Finance lease
The economic ownership of a leased asset is transferred to the lessee if the lessee bears substantially all the risks and rewards of
ownership of the leased asset. Where the Company is a lessee in such type of arrangements, the related assets are recognised at
the inception of the lease at the fair value of the leased asset or, if lower, the present value of the lease payments plus incidental
payments, if any. A corresponding amount is recognised as a finance lease liability. Leases of land and buildings are classified
separately and are split into a land and a building element, in accordance with the relative fair values of the leasehold interests
at the date the asset is recognised initially. The corresponding finance lease liability is reduced by lease payments net of finance
charges. The interest element of lease payments represents a constant proportion of the outstanding capital balance and is charged
to the statement of profit and loss, as finance costs over the period of the lease.
Operating lease
All other leases are treated as operating leases. Where the Company is a lessee, payments on operating lease agreements are
recognised as an expense on a straight-line basis over the lease term. Associated costs such as maintenance and insurance are
expensed as incurred.
G REVENUE
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the collectivity is
reasonably assured.
Interest on loans is recognised on accrual basis, except in the case of Non Performing Assets (NPAs), where interest is recognised
upon realisation. Also refer note 2(a).
Interest income on deposits with banks is recognized on time proportion basis taking into account the amount outstanding and the
rate applicable.
Loan processing fees is accounted up-front as and when it becomes due.
Income from managed portfolio represents income from receivables securitized / assigned wherein losses arising are recognized in
the Statement of Profit and Loss immediately upon receipt of sale consideration. Gains arising from the transaction are amortized
over the tenor of the transaction.
Commission income is recognised on accrual basis on the completion of the service in accordance with terms of the agreement.
Service fee for management of receivables is recognized on accrual basis in accordance with terms of the agreement.
I D F C
B H A R A T L I M I T E D | 3 5 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
I BORROWING COST
Borrowing costs consist of interest and other costs that Company incurs in connection with the borrowing of funds. Borrowing costs
other than borrowing costs incurred on securitisation are amortised over the period of the respective borrowings.
J EMPLOYEE BENEFITS
(i) Defined contribution plan: The Company makes contribution to statutory provident fund in accordance with Employees
Provident Fund and Miscellaneous Provisions Act, 1952. Eligible employees receive benefits from the provident fund, which is a
defined contribution plan. Both the employee and the Company make monthly contributions to the provident fund plan equal
to specified percentage of the covered employees basic salary. The Company has no further obligations under the plan beyond
its monthly contributions. Contributions to provident fund are charged to the statement of profit and loss on accrual basis.
(ii) Defined benefit plan: The Company provides gratuity, a defined benefit retirement plan covering eligible employees. The
Company provides the gratuity benefit through annual contribution to a fund. Liabilities related to the gratuity plan are
determined by an independent actuarial valuation carried out using projected unit credit method as at the balance sheet date.
Actuarial gain or loss is recognized immediately in the statement of profit and loss.
L TAXATION
Provision for tax for the year comprises current income tax and deferred tax.
Current tax is the amount of tax payable on the taxable income for the year as determined in accordance with the provisions of the
Income Tax Act, 1961.
Deferred income taxes reflect the impact of current year timing differences between taxable income and accounting income for the
year and reversal of timing differences of earlier years. Deferred tax is measured based on the tax rates and the tax laws enacted or
substantially enacted at the reporting date. Deferred tax assets are recognised only to the extent that there is reasonable certainty
that sufficient future taxable income will be available against which such deferred tax assets can be realised. Unrecognised deferred
tax assets of earlier years are re-assessed and recognised to the extent that it has become reasonably certain that future taxable
income will be available against which such deferred tax assets can be realized.
358 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
03 SHARE CAPITAL
AS AT 31 MARCH 2017 AS AT 31 MARCH 2016
NUMBER ` NUMBER `
AUTHORISED
Equity shares of ` 10 each 25,000,000 250,000,000 25,000,000 250,000,000
Preference shares of ` 10 each 25,000,000 250,000,000 25,000,000 250,000,000
50,000,000 500,000,000 50,000,000 500,000,000
ISSUED, SUBSCRIBED AND FULLY PAID UP
Equity shares of ` 10 each 5,579,996 55,799,960 5,579,996 55,799,960
Cumulative Non Convertible Compulsorily Redeemable - - 4,000,000 40,000,000
(CNCCR) Preference shares of ` 10 each
5,579,996 55,799,960 9,579,996 95,799,960
a) There is no movement in the equity share capital during the current and previous year.
AS AT 31 MARCH 2017 AS AT 31 MARCH 2016
NUMBER ` NUMBER `
b) Preference shares
At the beginning of the year 4,000,000 40,000,000 3,500,000 35,000,000
Issued during the year - - 4,000,000 40,000,000
Redeemed during the year (4,000,000) (40,000,000) (3,500,000) (35,000,000)
OUTSTANDING AT THE END OF THE YEAR - - 4,000,000 40,000,000
e) There were no shares issued pursuant to contract without payment being received in cash and allotted as fully paid up by way of
bonus issues and bought back during the last 5 years immediately preceding 31 March 2017.
Equity
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 in Indian rupees. The dividend proposed by the Board of Directors in any
financial year, other than interim dividend, is subject to the approval of the shareholders in the ensuing Annual General Meeting. In
the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company,
after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the
shareholders. The equity shares shall be transferable subject to the provisions contained in the Articles of Association and in the
agreements entered / to be entered into with the investors / shareholders from time to time.
I D F C
B H A R A T L I M I T E D | 3 5 9
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
IN ` IN `
Secured
Term loans (Also, refer note (a) below)
From banks - 8,597,068,866
From other parties - 1,654,181,160
- 10,251,250,026
Other loans
Finance lease obligations (Also, see note (b) below) - 4,735,635
- 4,735,635
360 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
AS AT AS AT
31 MARCH 2017 31 MARCH 2016
IN ` IN `
Finance lease obligations (Also, see note 8) are secured by the related assets held under finance lease. Future minimum finance
lease payments at the end of each reporting period have been disclosed above.
I D F C
B H A R A T L I M I T E D | 3 6 1
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
06 OTHER LIABILITIES
AS AT 31 MARCH 2017 AS AT 31 MARCH 2016
LONG-TERM CURRENT LONG-TERM CURRENT
IN ` IN ` IN ` IN `
07 PROVISIONS
AS AT 31 MARCH 2017 AS AT 31 MARCH 2016
LONG-TERM SHORT-TERM LONG-TERM SHORT-TERM
IN ` IN ` IN ` IN `
a) Movement in
AS AT AS AT
31 MARCH 2017 31 MARCH 2016
IN ` IN `
362 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
b) Employee benefits
The Company has taken a group gratuity for its employees with the Life Insurance Corporation of India (LIC). Under this policy
the eligible employees are entitled to receive gratuity payments upon their resignation or death in lump sum after deduction of
necessary taxes up to a maximum limit of ` 1,000,000.
The following table set out the status of the gratuity plan as required under Accounting Standard (AS) - 15 - Employee benefits and
the reconciliation of opening and closing balances of the present value of the defined benefit obligation.
AS AT AS AT
31 MARCH 2017 31 MARCH 2016
IN ` IN `
In `
AS AT
PARTICULARS 31 MARCH 2017 31 MARCH 2016 31 MARCH 2015 31 MARCH 2014 31 MARCH 2013
I D F C
B H A R A T L I M I T E D | 3 6 3
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
08 TANGIBLE ASSETS
In `
FREEHOLD COMPUTERS & FURNITURE AND OFFICE VEHICLES TOTAL
LAND @ ACCESSORIES FITTINGS EQUIPMENT
GROSS BLOCK
As at 01 April 2015 - 52,176,378 29,819,509 31,791,483 30,908,480 144,695,850
Additions - 20,548,456 4,475,392 7,402,631 10,839,031 43,265,510
Transfer from assets held for sale ** 37,613,550 - - - - 37,613,550
Disposals - (13,273,030) (2,131,574) (3,288,224) (132,750) (18,825,578)
As at 31 March 2016 37,613,550 59,451,804 32,163,327 35,905,890 41,614,761 206,749,332
Additions - 24,339,390 6,029,933 9,066,402 2,298,334 41,734,059
Disposals - (226,924) (608,131) (2,046,560) (84,053) (2,965,668)
As at 31 March 2017 37,613,550 83,564,270 37,585,129 42,925,732 43,829,042 245,517,723
ACCUMULATED DEPRECIATION
As at 01 April 2015 - 44,693,359 23,941,656 23,827,606 14,390,561 106,853,182
Depreciation charge - 7,326,158 4,056,028 5,397,387 5,281,893 22,061,466
Reversal on disposal of assets - (13,163,097) (1,967,550) (3,253,792) (111,354) (18,495,793)
As at 31 March 2016 - 38,856,420 26,030,134 25,971,201 19,561,100 110,418,855
Depreciation charge 13,291,726 4,328,967 5,506,030 5,234,945 28,361,668
Reversal on disposal of assets (226,923) (557,366) (1,934,548) (70,958) (2,789,795)
As at 31 March 2017 - 51,921,223 29,801,735 29,542,683 24,725,087 135,990,728
NET BLOCK
As at 31 March 2016 37,613,550 20,595,384 6,133,193 9,934,689 22,053,661 96,330,477
As at 31 March 2017 37,613,550 31,643,047 7,783,394 13,383,049 19,103,955 109,526,995
AS AT AS AT
31 MARCH 2017 31 MARCH 2016
IN ` IN `
@ The Company has received an order during financial year 2012-13 from the Tiruchirappalli Corporation citing encroachment of land.
In response to this the Company has filed a petition with the High Court of Madras (Madurai Bench) for stay and quash of the Order for
which an interim stay has been granted.
** Reclassified from assets held for sale pursuant to resolution passed in the board meeting dated 30 May 2016.
364 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
09 INTANGIBLE ASSETS
In `
GOODWILL SOFTWARE TOTAL
GROSS BLOCK
As at 01 April 2015 122,415,000 24,664,200 147,079,200
Additions - 5,325,328 5,325,328
As at 31 March 2016 122,415,000 29,989,528 152,404,528
Additions - 2,040,773 2,040,773
As at 31 March 2017 122,415,000 32,030,301 154,445,301
ACCUMULATED AMORTISATION
As at 01 April 2015 122,415,000 17,299,918 139,714,918
Amortisation charge - 3,568,586 3,568,586
As at 31 March 2016 122,415,000 20,868,504 143,283,504
Amortisation charge - 2,967,229 2,967,229
As at 31 March 2017 122,415,000 23,835,733 146,250,733
NET BLOCK
As at 31 March 2016 - 9,121,024 9,121,024
As at 31 March 2017 - 8,194,568 8,194,568
Timing difference between depreciation and amortisation as per financials and as per tax 13,544,245 15,843,593
Provision for employee benefits 10,355,992 1,306,274
Provision for loan losses - 30,584,814
23,900,237 47,734,681
11 LOAN RECEIVABLES
AS AT 31 MARCH 2017 AS AT 31 MARCH 2016
NON-CURRENT CURRENT NON-CURRENT CURRENT
IN ` IN ` IN ` IN `
I D F C
B H A R A T L I M I T E D | 3 6 5
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
13 OTHER ASSETS
AS AT 31 MARCH 2017 AS AT 31 MARCH 2016
IN ` IN ` IN ` IN `
14 TRADE RECEIVABLES
AS AT AS AT
31 MARCH 2017 31 MARCH 2016
IN ` IN `
IN ` IN `
366 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Interest income on
- Loans given 1,548,712,476 2,204,117,826
- Fixed deposits with banks 89,813,320 155,232,585
Loan processing fees 140,548,128 239,688,468
Income from managed portfolio 252,524,457 422,487,955
Commission income 17,282 16,975,636
Service fee for management of loan receivables 591,426,769 47,539,047
2,623,042,432 3,086,041,517
17 OTHER INCOME
YEAR ENDED YEAR ENDED
31 MARCH 2017 31 MARCH 2016
IN ` IN `
Interest income on
- Staff loans 4,318,194 4,318,483
- Income tax refund - 741,368
Other non-operating income 1,479,383 518,451
Net gain on foreign currency transaction and translation 629,439 -
Gain on mark to market valuation (Also, refer note 2(l)) - 15,848,150
6,427,016 21,426,452
19 FINANCE COSTS
YEAR ENDED YEAR ENDED
31 MARCH 2017 31 MARCH 2016
IN ` IN `
I D F C
B H A R A T L I M I T E D | 3 6 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
21 OTHER EXPENSES
YEAR ENDED YEAR ENDED
31 MARCH 2017 31 MARCH 2016
IN ` IN `
Power and fuel 9,231,110 8,078,303
Rent and amenities 50,201,322 42,092,492
Repairs and maintenance - Others 32,714,644 34,095,933
Net loss on foreign currency transaction and translation - 27,261,469
Insurance 1,004,429 233,398
Rates and taxes 3,977,889 5,015,401
Legal and professional charges 23,018,205 16,447,276
Payments to auditors (Also, refer note 23) 2,750,300 3,886,556
Business promotion expenses 17,803,240 27,184,893
Client welfare expenses 17,437,247 25,826,360
Directors sitting fees 1,741,217 2,906,340
Traveling, conveyance and lodging expenses 79,146,737 54,329,791
Postage and courier 2,376,850 2,069,245
Printing and stationery 21,180,062 16,251,689
Communication expenses 9,444,052 6,797,740
Bad debts written off 2,428,309 -
Provision for loan losses, net - 29,510,577
Contribution towards corporate social responsibility (Also, refer note 33) 6,740,902 3,022,859
Miscellaneous expenses 2,575 19,708
281,199,090 305,030,030
368 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
27 SEGMENT REPORTING
The Company has considered business segments as the primary segments for disclosure on the basis that the risk and returns of the
Company is primarily determined by the nature of products and services. The products included in each of the reported domestic
business segments are as follows:
The Company operates only in India and hence does not disclose geographic segment reporting.
Fixed assets used in the Companys business, assets or liabilities contracted in the course of business, other than those specifically
identifiable, have not been identified to any of the reportable segments, as the fixed assets are used interchangeably between segments.
The Company believes that it is currently not practicable to provide segment disclosures relating to such assets and liabilities since a
meaningful segregation of the available data is onerous.
Revenue and direct expenses in relation to segments are categorised based on items that are individually identifiable to that segment,
while other costs, wherever allocable, are apportioned to the segments on an appropriate basis. Certain income and expenses are not
specifically allocable to individual segments as the underlying services are used interchangeably. The Company believes that it is not
practicable to provide segment disclosures relating to such income and expenses, and accordingly such income and expenses are
separately disclosed as unallocated.
The accounting principles used in the preparation of the financial statements are consistently applied to record revenue and expenditure
in individual segments, and are as set out in the significant accounting policies.
BUSINESS SEGMENT IN `
YEAR ENDED 31 MARCH 2017 YEAR ENDED 31 MARCH 2016
PARTICULARS NBFI ACTIVITY BUSINESS UNALLOCATED TOTAL NBFI ACTIVITY BUSINESS UNALLOCATED TOTAL
CORRESPONDENCE CORRESPONDENCE
REVENUE
Revenue from operations 562,685,281 17,282 562,702,563 38,037,310 16,975,636 55,012,946
Discontinuing operations 2,060,339,869 2,060,339,869 3,031,028,571 3,031,028,571
TOTAL REVENUE 2,060,339,869 562,685,281 17,282 2,623,042,432 3,031,028,571 38,037,310 16,975,636 3,086,041,517
RESULTS
Segment result 257,376,524 13,562,747 3,633,535 274,572,806 659,711,538 38,037,310 16,975,636 714,724,484
Unallocated corporate expenses (65,582,096) (65,582,096) (51,912,791) (51,912,791)
Profit before tax 257,376,524 13,562,747 (61,948,561) 208,990,710 659,711,538 38,037,310 (34,937,155) 662,811,693
Income taxes (84,857,440) (84,857,440) (242,677,657) (242,677,657)
Profit for the year 257,376,524 13,562,747 (146,806,001) 124,133,270 659,711,538 38,037,310 (277,614,812) 420,134,036
OTHER INFORMATION
Segment assets 245,212,245 1,321,384,455 772,841,954 2,339,438,654 13,305,681,624 355,901,384 1,164,217,299 14,825,800,307
Segment liabilities 103,068,479 435,168,483 129,258,529 667,495,491 13,035,976,133 - 196,231,497 13,232,207,630
Capital expenditure - - - 49,233,508 - - - 48,590,838
Depreciation and amortisation - - - 31,328,897 - - - 25,630,052
Other non-cash expenses - - - 37,718,341 - - - 44,338,428
I D F C
B H A R A T L I M I T E D | 3 6 9
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
370 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
I D F C
B H A R A T L I M I T E D | 3 7 1
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
SL. REPAYMENT AMOUNT NUMBER OF COMMENCEMENT INTEREST NATURE OF THE SECURITY LOAN OUTSTANDING AS AT
NO. TERMS PER INSTALMENTS MONTH RATE PER AMOUNT `
31 MARCH 31 MARCH
INSTALMENT ANNUM
2017 2016
`
` `
33 Quarterly 5,000,000 20 Sep-14 12.25% Book Debts And Cash 100,000,000 - 70,000,000
Collateral
34 Quarterly 12,500,000 8 May-15 13.15% Book Debts 100,000,000 - 49,976,435
35 Quarterly 12,500,000 8 Feb-16 13.15% Book Debts 100,000,000 - 87,655,721
36 Quarterly 12,500,000 8 Jun-16 13.15% Book Debts 100,000,000 - 100,000,000
37 Quarterly 5,000,000 20 Dec-13 14.40% Book Debts And Cash 100,000,000 - 55,000,000
Collateral
38 Quarterly 6,845,000 19 Feb-16 12.40% Book Debts; Cash collateral 130,000,000 - 123,323,175
of 10%
39 Quarterly 12,500,000 8 Aug-14 13.20% Book Debts And Cash 100,000,000 - 12,500,000
Collateral
40 Quarterly 31,250,000 8 Oct-14 12.85% Book Debts And Cash 200,000,000 - 93,750,000
Collateral
41 Quarterly 27,500,000 8 Dec-15 12.90% Book debts and cash collateral 220,000,000 - 165,000,000
of 5%
42 Quarterly 27,500,000 8 Feb-16 12.90% Book debts and cash collateral 220,000,000 - 192,500,000
of 5%
43 Quarterly 7,250,000 8 Jun-16 12.90% Book debts and cash collateral 58,000,000 - 58,000,000
of 5%
44 Quarterly 8,333,333 12 Jun-15 14.55% Book Debts 100,000,000 - 74,999,979
45 Quarterly 8,333,333 12 Dec-15 13.60% Book Debts 100,000,000 - 91,709,577
46 Quarterly 20,833,333 12 Jun-16 13.60% Book Debts 250,000,000 - 250,000,000
47 Quarterly 6,700,000 12 Mar-14 13.20% Book debts 80,000,000 - 26,031,320
48 Quarterly 25,000,000 10 Sep-15 12.30% Book Debts 250,000,000 - 198,522,079
49 Quarterly 62,500,000 8 May-16 12.30% Book Debts 500,000,000 - 500,000,000
50 Quarterly 10,526,315 19 Jun-14 12.20% Book Debts And Cash 200,000,000 - 126,315,795
Collateral
51 Quarterly 10,526,315 19 Apr-15 12.20% Book Debts And Cash 200,000,000 - 157,894,740
Collateral
52 Quarterly 7,894,736 19 Mar-16 12.20% Book Debts And Cash 150,000,000 - 142,105,264
Collateral
53 Quarterly 8,400,000 12 Mar-14 12.15% Book debts 100,000,000 - 24,400,000
54 Quarterly 13,636,000 12 Jun-15 12.15% Book Debts; Cash collateral 150,000,000 - 95,456,000
of 10%
55 Quarterly 18,750,000 8 May-16 12.15% Book Debts; Cash collateral 150,000,000 - 150,000,000
of 10%
56 Monthly 3,125,000 16 May-15 13.85% Book Debts And Cash 50,000,000 - 15,625,000
Collateral
57 Monthly 1,250,000 16 Jun-15 13.35% Book Debts And Cash 20,000,000 - 7,500,000
Collateral
58 Quarterly 8,333,333 12 Nov-13 13.85% Book debts 100,000,000 - 7,810,000
59 Quarterly 12,500,000 20 Apr-15 14.35% Book Debts And Cash 250,000,000 - 194,298,000
Collateral
60 Quarterly 18,750,000 16 Dec-13 13.05% Book debts 300,000,000 - 112,500,000
61 Monthly 12,500,000 24 Apr-15 11.25% Book Debts And Cash 300,000,000 - 150,000,000
Collateral
62 Monthly 7,812,500 24 Apr-16 11.50% Book Debts; Cash collateral 187,500,000 - 187,500,000
of 10%
63 Quarterly 10,000,000 20 Dec-13 12.70% Book debts 200,000,000 - 110,000,000
64 Quarterly 7,500,000 20 Jun-14 12.70% Book debts 150,000,000 - 97,379,535
65 Quarterly 18,200,000 12 Mar-16 12.70% Book Debts; Cash collateral 200,000,000 - 181,800,000
of 10%
66 Monthly 31,250,000 24 Dec-14 12.50% Book Debts And Cash 750,000,000 - 281,250,000
Collateral
372 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
SL. REPAYMENT AMOUNT NUMBER OF COMMENCEMENT INTEREST NATURE OF THE SECURITY LOAN OUTSTANDING AS AT
NO. TERMS PER INSTALMENTS MONTH RATE PER AMOUNT `
31 MARCH 31 MARCH
INSTALMENT ANNUM
2017 2016
`
` `
67 Monthly 20,833,333 24 Jun-15 12.75% Book Debts And Cash 500,000,000 - 291,666,670
Collateral
68 Monthly 20,833,333 24 Feb-16 12.75% Book debts and cash collateral 500,000,000 - 458,333,333
of 5%
69 Monthly 7,812,500 32 May-14 13.65% Book Debts; Cash collateral 250,000,000 - 77,803,703
of 10%
70 Monthly 3,125,000 32 Oct-15 13.65% Book Debts; Cash collateral 100,000,000 - 81,047,765
of 10%
71 Quarterly 6,667,000 12 Sep-13 13.00% Book debts 80,000,000 - 13,330,000
72 Quarterly 5,264,000 19 Feb-16 13.30% Book Debts; Cash collateral 100,000,000 - 94,736,000
of 10%
73 Quarterly 5,264,000 19 Feb-16 13.30% Book Debts; Cash collateral 100,000,000 - 94,736,000
of 10%
74 Quarterly 20,000,000 10 Sep-16 13.50% Book debts 200,000,000 - 200,000,000
75 Monthly 4,583,333 24 May-15 14.50% Book debts and cash collateral 110,000,000 - 63,496,929
of 5%
76 Monthly 6,250,000 24 Dec-15 14.25% Security Post Dated Cheques 150,000,000 - 127,855,793
77 Monthly 634,921 63 May-15 18.00% Unsecured 40,000,000 - 35,422,004
78 Monthly 8,333,333 24 Aug-15 13.50% Book Debts; Cash collateral 200,000,000 - 133,333,336
of 10%
79 Monthly 7,777,778 18 Aug-15 15.75% Book Debts; Cash collateral 140,000,000 - 81,812,349
of 7%
80 Quarterly 6,250,000 8 Jun-16 12.25% Book Debts; Term Deposit 50,000,000 - 50,000,000
Receipt of 5%
81 Monthly 312,500 48 Jun-15 15.50% Book Debts And Cash 15,000,000 - 12,650,670
Collateral
82 Monthly 250,000 60 Mar-16 15.00% Book debts and cash collateral 15,000,000 - 14,830,650
of 5%
83 , 4,166,700 18 Dec-14 13.50% Book Debts And Cash 75,000,000 - 12,499,500
Collateral
84 Monthly 2,083,333 24 Jun-14 11.55% Book Debts And Cash 50,000,000 - 4,166,674
Collateral
85 Monthly 16,666,666 12 Dec-14 13.30% Book Debts 200,000,000 - -
86 Quarterly 12,500,000 12 Aug-14 14.50% Book Debts And Cash 50,000,000 - -
Collateral
87 Monthly 1,871,000 18 May-14 14.95% Book Debts And Cash 30,000,000 - -
Collateral
88 Monthly 5,882,353 17 Aug-14 16.00% Book Debts and Personal 100,000,000 - -
Guarantee.
89 Quarterly 8,333,333 12 Jun-13 15.25% Book Debts; Cash collateral 100,000,000 - -
of 5%
90 Quarterly 31,250,000 8 Apr-14 13.75% Book debts 250,000,000 - -
91 Monthly 15,000,000 12 Jun-14 13.30% Book Debts & Cash collateral 180,000,000 - -
92 Quarterly 8,750,000 8 Oct-13 14.25% Book debts 70,000,000 - -
93 Quarterly 5,000,000 12 Oct-10 14.00% Book Debts; Cash collateral 70,000,000 - -
of 5%
94 Quarterly 25,000,000 20 Oct-06 13.00% Book Debts; Cash collateral 500,000,000 - -
of 10%
95 Monthly 7,692,308 13 Apr-14 16.00% Book Debts 100,000,000 - -
96 Monthly 5,882,353 17 Jul-14 16.00% Book Debts 100,000,000 - -
97 Quarterly 35,714,286 7 Jul-14 13.05% Book debts 250,000,000 - -
98 Monthly 5,042,000 18 Oct-13 15.33% Book Debts 90,000,000 - -
99 Monthly 6,864,000 18 Apr-14 15.04% Book Debts 110,000,000 - -
100 Monthly 2,083,333 24 Apr-14 12.05% Book Debts 50,000,000 - -
I D F C
B H A R A T L I M I T E D | 3 7 3
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
SL. REPAYMENT AMOUNT NUMBER OF COMMENCEMENT INTEREST NATURE OF THE SECURITY LOAN OUTSTANDING AS AT
NO. TERMS PER INSTALMENTS MONTH RATE PER AMOUNT `
31 MARCH 31 MARCH
INSTALMENT ANNUM
2017 2016
`
` `
101 Quarterly $156,250 12 Mar-16 3 month Book debts 231,996,328 - 238,382,454
LIBOR +
420 bps
102 Quarterly $156,250 12 Mar-16 3 month Unsecured 231,996,328 - 238,385,266
LIBOR +
420 bps
- 10,525,057,296
Note: For interest rates on floating basis, rates disclosed above represents the rate of interest as at 31 March 2016
AS AT AS AT
31 MARCH 2017 31 MARCH 2016
IN ` IN `
Classified as
Long term borrowings (Also, refer note 5)
Term loans (Also, refer note 5)
- From banks (secured) - 8,597,068,866
- From other parties
Secured - 1,654,181,160
Unsecured - 273,807,270
- 10,525,057,296
B. DEBENTURES
SL REPAYMENT AMOUNT NUMBER OF COMMENCEMENT INTEREST NATURE OF THE SECURITY LOAN OUTSTANDING AS AT
NO TERMS PER INSTALMENTS MONTH RATE PER AMOUNT `
31 MARCH 31 MARCH
INSTALMENT ANNUM
2017 2016
`
` `
1 One time 30,000,000 1 Dec-20 14.75% 30,000,000 - 30,000,000
payment
2 Monthly 1,25,00,000 16 Oct-15 11.84% First ranking exclusive charge 200,000,000 - 125,000,000
over the Hypothecated
3 Monthly 1,04,16,667 24 Oct-15 12.75% 250,000,000 - 187,500,000
Property, which shall be
4 Monthly 62,50,000 24 Oct-15 13.02% 150,000,000 - 112,500,000
equal to the value of the
5 Monthly 3,500,000 24 Aug-14 13.25% 84,000,000 - 14,000,028
Outstanding Principal amount
6 Monthly 4,166,700 24 Oct-14 13.25% 100,000,000 - 25,000,000
multiplied by 1.1 times.
7 Quarterly 5,833,240 24 Jan-15 13.50% 140,000,000 - 46,666,760
8 Quarterly 4,166,700 24 Feb-15 13.25% 200,000,000 - 83,333,400
9 Half yearly 18,750,000 8 Mar-17 19.00% Unsecured 150,000,000 - 150,000,000
10 Half yearly 15,000,000 8 Mar-17 18.00% Unsecured 120,000,000 - 120,000,000
11 Half yearly 1,87,50,000 8 Feb-18 19.00% Unsecured 150,000,000 - 150,000,000
12 One time 20,00,00,000 1 Dec-21 16.25% Unsecured 200,000,000 - 200,000,000
payment
1,774,000,000 - 1,244,000,188
AS AT AS AT
31 MARCH 2017 31 MARCH 2016
IN ` IN `
Classified as
Long term borrowings (Also, refer note 5)
Debentures
Secured - 624,000,188
Unsecured - 620,000,000
- 1,244,000,188
374 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
31 DISCONTINUING OPERATIONS
The Company was registered under the category of Non-Banking Financial Company - Micro Finance Institutions (NBFC-MFI) with
RBI and the Company was engaged in the business of providing loans to women borrower which is the primary segment of business.
Pursuant to the board approval dated 1 September 2016 the Board of Directors has approved the business plan of assignment of
loan receivable to IDFC Bank Limited and the Board of Director has entered in to a Master Assignment Agreement for assignment of
loan receivable balances as on 29 September 2016 to IDFC Bank Limited. Consequent to the above transactions, and further to the
explanations provided in Note 1(a), the Company has surrendered its Certificate of Registration as an NBFI and discontinued the business
of providing direct loans to borrowers.
The amounts of revenue and expenses in respect of the ordinary activities attributable to the discontinuing operation during the current
financial reporting period.
REVENUE
Revenue from operations 2,060,339,869 3,031,028,571
Other income 2,810,763 21,426,452
TOTAL REVENUE 2,063,150,632 3,052,455,023
EXPENSES
Employee benefits expense 500,253,711 741,742,575
Finance costs 987,910,623 1,372,253,619
Other expenses 130,746,507 278,747,291
TOTAL EXPENSES 1,618,910,841 2,392,743,485
Profit before exceptional item and taxes 444,239,791 659,711,538
Exceptional item 186,863,267 -
Profit before tax 257,376,524 659,711,538
Tax expense 102,442,093 241,593,273
Profit after tax 154,934,431 418,118,265
Net cash flows from:-
Operating activities 9,444,022,051 (1,236,121,210)
Financing activities (13,150,900,503) 2,833,532,600
Investing activities 76,690,138 (1,695,438,025)
Note: There were no gain/loss due to transfer of assets and liabilities pursuance to discontinuance of the above business.
The carrying amounts of total assets and liabilities of discontinuing operations are as follows:-
AS AT AS AT
31 MARCH 2017 31 MARCH 2016
IN ` IN `
32 CONTINGENT LIABILITIES
i. Credit enhancements provided by the Company towards assignment / securitisation transactions aggregating to
` 216,310,540 (cash collateral) (31 March 2016: ` 923,819,644 (cash collateral and principal subordination))
ii. Demand for service tax received from service tax authorities in respect of which the Company has gone for appeal is
` 32,324,580 (31 March 2016: ` 32,324,580). Based on the management assessment, crystallization of liability on these items
is not considered probable and hence not acknowledged as debt by the Company.
iii. During the year the Company had received demand for Income tax for ` 14,861,720 in respect of which the Company has
gone for appeal. Based on the management assessment, crystallization of liability on these items is not considered probable
and hence not acknowledged as debt by the Company.
I D F C
B H A R A T L I M I T E D | 3 7 5
NOTES FORMING PART OF THE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2017
Gross amount required to be spent by the Company during the year is ` 6,551,481 (previous year ` 2,602,890 ).
In `
In `
This is the summary of significant policies and other explanatory information referred to in our report of event date.
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors of
Chartered Accountants IDFC Bharat Limited
(Registration No. 117366W/W-100018) (Formerly, Grama Vidiyal Micro Finance Limited)
Boby Xavier
Tiruchirappalli | April 20, 2017 Company Secretary
376 | I D F C A N N U A L R E P O R T 2 0 1 6 2 0 1 7
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