NNUAEPOR - iifclmf.comiifclmf.com/wp-content/uploads/2016/04/IIFCL-Asset... · NOTICE is hereby given that Seventh Annual General Meeting of the Members of IIFCL Asset Management

I A M C L

NNUAEPOR

IIFCL ASSET MANAGEMENT COMPANY LIMITED(A Wholly Owned Subsidiary of IIFCL, A Government of India Enterprises)

Website : www.iifclmf.com

Contents

Notice

Director's Report

Comments of the Comptroller and Auditor General of India

Independent Auditor's Report

Balance Sheet

Prot and Loss Account

Cash Flow Statement

Statement of Changes in Equity

Notes to Accounts

Attendance Slip

Proxy Form

1

5

20

21

28

29

30

31

32

33

50

51

Statutory Auditors

M/s Rajesh Krishna Khanna & Associates, Chartered Accountants

6A/1,IInd Floor W.E.A, Karol Bagh, New Delhi-110005.

Phone: 011-25733104, 41450998 Fax:011-41450998

Registered &Corporate Ofceth

Regd. 5 Floor, Plate-A, NBCC TOWER-02, East Kidwai Nagar, New Delhi-110023.

Phone: 011-24665900-10

www.iifclmf.com

CIN:U65991DL2012GOI233601

Email: [email protected]

Banker

IDBI Bank Limited

S.No.

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3

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5

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7

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12

Page No.

Annual Report 2018-19

Compliance Certicate

Board of Directors

Sh. Pankaj JainChairman

Sh. Anil Kumar TanejaChief Executive Ofcer

Sh. Sudhir AryaIndependent Director

Independent DirectorIndependent DirectorDr. Pawan SinghDr. Pawan Singh

Independent DirectorSh. Sandeep Aggarwal

th (Ceased as Director w.e.f 30 July, 2019) th(Appointed as Director w.e.f 5 September, 2019)

st(Ceased as Director w.e.f 1 April, 2019)

NOTICE is hereby given that Seventh Annual General Meeting of the Members of IIFCL Asset thManagement Company Limited will be held shorter Notice on Friday the 27 September, 2019 at

th2.30 p.m at the Meeting Room of India Infrastructure Finance Company Limited (IlFCL), 5

Floor, Plate-A & B, NBCC Tower Block-02, East Kidwai Nagar, New Delhi-110023.

N O T I C E

1) To receive, consider and adopt the Audited Financial Statements of the company for the Financial st

year ended 31 March 2019 together with the Reports of the Board of Directors and Auditors

thereon.

2) Pursuant to section 139(5) of the Companies Act, 2013, the Auditors of a Government Company are

to be appointed or re-appointed by the Comptroller and Auditor General of India (C&AG) and in

terms of Section 142(1) of the Companies Act, 2013, their remuneration has to be xed by the

Company in Annual General Meeting.th th The Members of the Company in the 6 Annual General Meeting held on Monday, 12 September

2018 had authorized the Board of Directors to x the remuneration of Statutory Auditors for the

nancial year 2018-19. Accordingly, the Board of Directors had xed audit fee of ₹65000 (Rupees

Sixty ve thousand only) plus applicable taxes for the Statutory Auditors for the nancial year 2018-

19.

The Ofce of the Comptroller and Auditor General of India (C&AG) vide their letter No. thCA.V/COY/CENTRAL GOVERNMENT,IIFCLA(0)/696 dated 9 August,2019, has appointed

M/s Rajesh Krishna Khanna & Associates (DE1116) , Chartered Accountants, 6A/1, W.E.A, Karol

Bagh , New Delhi-110005, as Statutory Auditors of IIFCL Asset Management Company Limited for

the nancial year 2019-20, pursuant to the provisions of section 139 of the Companies Act,

2013,regarding the appointment of Statutory Auditors in a Government Company. The members

may authorize the Board of Directors to x an appropriate remuneration of Statutory Auditors as

may be deemed t for the year nancial 2019-20.

ORDINARY BUSINESS:

ANNUAL REPORT 2018-19

1

IIFCL ASSET MANAGEMENT COMPANY LIMITED(A Wholly Owned Subsidiary of IIFCL, A Govt. of India Enterprise)

CIN: U65991DL2012GOI233601thRegd. Ofce: 5 Floor, Plate-A, NBCC Tower-02, East Kidwai Nagar,

New Delhi-110023 Phone: 011-24665900-10

Email: [email protected] Website: www.iifclmf.com

By Order of the Board of Directors

FOR IIFCL ASSET MANAGEMENT COMPANY LIMITED

Ajay PS Saini

Head- Company Secretariat & Compliances

Membership No. FCS-5786

Place: New DelhithDate: 25 September, 2019

REGISTERED OFFICEth5 Floor, Plate-A, NBCC TOWER-02,

East Kidwai Nagar, New Delhi-110023 Phone: 011-24665900-10Email: [email protected]: U65991DL2012GOI233601

IIFCL ASSET MANAGEMENT COMPANY LIMITED

2

SPECIAL BUSINESS:

3) To appoint Sh. Sandeep Aggarwal (DIN-08553176) as Independent Director of the Company and

in this regard to consider and if thought t, to pass with or without modication(s), the following

resolution as an ORDINARY RESOLUTION:

“RESOLVED THAT pursuant to the provisions of Sections 152 and 161 and other

applicable provisions, if any, of the Companies Act, 2013 (“the Act”) and the Companies

(Appointment and Qualication of Directors) Rules, 2014 (including any statutory modication(s)

or re-enactment(s) thereof, for the time being in force), Sh. Sandeep Aggarwal (DIN-08553176)

who was appointed as an Additional Director by the Board of Directors of the Company and th

subsequently by the Board of Trustees of IIFCL Mutual Fund (IDF) with effect from 5 September

19 to hold ofce until the date of this Annual General Meeting , in terms of Section 161 of the

Companies Act,2013 , be and is hereby appointed as Director of the Company, not liable to retire by

rotation.”

1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED

TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF

AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY.

2. Proxies in order to be effective must be received by the company not less than 48 hours

before the commencement of the Annual General Meeting. Blank proxy form is enclosed.

3. Corporate Members are requested to send a duly certied copy of the Board Resolution/Power of

Attorney /Authority authorizing their representative to attend and vote on their behalf at the

Annual General Meeting. Alternatively, such an authority duly certied should be brought by the

representative attending on behalf of the corporate body at the meeting.

4. Brief particulars of Sh. Sandeep Aggarwal proposed to be appointed as Director is annexed hereto

and forms part of the notice.

5. None of the Directors of the Company is in any way related to each other.

6. All the documents referred to in the accompanying notice are open for inspection at the

Registered Ofce of the Company on all working days (excluding Saturday and Sunday) ,

between 11.00 A.M to 1.00 P.M prior to the Annual General Meeting.

7. Members desirous of obtaining any information / clarication (s) concerning the accounts and

operations of the Company or intending to raise any query are requested to forward the same at

least 10 days before the date of meeting at the Registered Ofce of the Company so that the same

may be attended to appropriately.

8. Members are requested to bring their Attendance Slips to the Annual General Meeting.

9. Route map of the venue of the Annual General Meeting is enclosed.

NOTES: -

3


ANNEXURE TO THE NOTICE

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013.

ITEM No. 3

th thThe Board of Directors of IIFCL Asset Management Company Limited in their 46 meeting held on 5

September 2019 and the Board of Trustees of IIFCL Mutual Fund (IDF) by way of Circular Resolution thpassed on 5 September, 2019 have appointed Sh. Sandeep Aggarwal (DIN-08553176) as Additional

thDirector on the Board of IIFCL Asset Management Company Limited with effect from 5 September,

2019 to hold ofce up to the date of this Annual General Meeting subject to the approval of Shareholders

of IAMCL.

His brief resume, inter-alia, giving nature of expertise in specic functional area,shareholding in the

company, other Directorship, Membership/Chairmanship of Committee and other particulars are

provided elsewhere which forms part of notice.

None of the Directors and Key Managerial Personnel of the Company or their relatives except

Sh. Sandeep Aggarwal (DIN-08553176), is in any way, concerned or interested, nancially or otherwise,

in this resolution.

The Board recommends the resolution for your approval.

By Order of the Board of Directors


Place: New Delhi Ajay PS Saini

Head- Company Secretariat & Compliances

Membership No. FCS-5786

REGISTERED OFFICE5th Floor, Plate-A, NBCC TOWER-02,East Kidwai Nagar, New Delhi-110023 Phone: 011-24665900-10Email: [email protected]: U65991DL2012GOI233601

thDate:25 September,2019

3 A


4

BRIEF PARTICULARS OF DIRECTOR PROPOSED TO BE APPOINTED AT THIS ANNUAL

GENERAL MEETING

Name

Director Identication Number (DIN)

Date of Birth & Age

Date of Appointment

Qualications

Areas of Expertise

Directorships held in other companies

Membership/Chairmanship of Committees of other Companies

No. of Shares held in IIFCL Asset Management Company Limited

Sh. Sandeep Aggarwal

08553176st

1 December,1963 (55 years)

5th September, 2019

B.Sc(H), M.A. (Pol. Sc), PGDFM, MBA (FMS, DelhiUniversity)

Various areas of Finance

NIL

NIL

NIL


5

DIRECTORS' REPORT

Dear Members,

The Directors of IIFCL Asset Management Company Limited take great pleasure in presenting the

Seventh Annual Report on the business and operations of your company and the Audited nancial st

statements for the nancial year ended 31 March, 2019 along with report of the Statutory Auditors and

the Comptroller and Auditor General of India thereon.

Financial Results Highlightsst

The highlights of nancial results of the company for the period ended 31 March 2019 are as under:

PARTICULARS

Total Revenue

Total Expenses

Operating Prot

Exceptional Items

PROFIT BEFORE TAX

Tax Expense

PROFIT FOR THE YEAR

Year ended st

31 March 2019 Year ended st

31 March 2018

829.95

382.20

447.74

-

447.74

108.14

339.60

2.72

848.45

414.70

433.74

-

433.74

147.37

286.37

2.29Earnings per equity share(face value of Rs. 10/-each)(in Rs.)

( Rs. in Lakhs)


During the year under review, the operating prot for the year ended March, 2019 has increased to Rs. 447.74 Lakhs as against Rs. 433.74 lakhs in March, 2018 and the Prot after tax has also increased to Rs.339.60 lakhs as against Rs. 286.37 lakhs in March, 2018.

stFurther, no material changes and commitment have occurred after the close of nancial year 31 March, 2019 till the date of this report, which affect the nancial position of the company. The Net worth of the

st stcompany has increased to Rs. 2251.26 lakhs as on 31 March, 2019 as against Rs. 1915.84 lakhs as on 31 March, 2018.

Dividend

The Board of Directors of your company has not recommended any dividend for the nancial year ended ston 31 March, 2019.

Reserves

The company has transferred Rs.335.41 lakhs to Reserves and Surplus for the nancial year 2018-19.

Infrastructure Debt Fund

India Infrastructure Finance Company Limited (IIFCL) being the sponsor of the IDF had chosen the SEBI regulated MF route and incorporated IIFCL Asset Management Company Ltd (IAMCL), a wholly owned Subsidiary of IIFCL, in March, 2012 to manage IIFCL Mutual Fund (IDF). IIFCL Mutual Fund (IDF) was registered with SEBI in January, 2013.

IIFCL Mutual Fund (IDF) continues to be one of the key players in India in Infrastructure Debt Fund (IDF) space. The Asset under Management (AUM) of the IIFCL Mutual Fund (IDF) Series I & Series II as

ston 31 March, 2019 were at Rs.393.73 & Rs.165.57 crores as against Rs.437.49 & Rs.212.78 crores

strespectively as on 31 March, 2018. The reduction in AUM of the schemes is on account of provision made for NPAs. Total AUM of IIFCL Mutual Fund(IDF) consisting both the Series-I & Series-II as on

st31 March,2019 was Rs.559.30 Crore.

6

Name

Sh. P.R. Jaishankar

Sh. A.K. Deb

Sh. J.M. Singh

Sh. Ishwar Singh

Sh. Rajneesh Karnatak

Sh. Rajeev Rawat

Sh. A.K. Mishra

Designation

Chairman

Independent Trustee

stIndependent Trustee (Ceased as Independent trustee w.e.f 1 August 2018)

thIndependent Trustee (Appointed as Independent trustee w.e.f 19 September 2018)

thIndependent Trustee (Appointed as Independent trustee w.e.f 19 September 2018)

thIndependent Trustee (Appointed as Independent Trustee w.e.f 26 July 2019)

Board of Directors of IAMCL

The composition of Board of Directors of your company is as under:

Name of Designation Category Date of Appointment

Sh. Pankaj Jain

Sh. Anil Kumar Taneja1

Sh. Deepak Kumar Chatterjee*

2Dr. M N Sarma*3

Sh. Pawan Singh*

4Sh. Sudhir Arya*

Sh. Sandeep Aggarwal

Chairman

Chief Executive Ofcer

Director

Independent Director




th18 January 2018th25 August,2017

th26 June 2014

th25 October 2017th

14 August, 2012

th30 June, 2016th

5 September 2019

IIFCL Mutual Fund Infrastructure Debt Fund Series – I

Maiden Scheme “IIFCL Mutual Fund Infrastructure Debt Fund – Series I” was launched under 'Private st th

Placement' on 1 December, 2013 and closed successfully on 6 February, 2014. The scheme is close

ended under Growth option. The scheme achieved the distinction of being the rst IDF Mutual Fund in th

the country listed on the BSE Limited. The NAV per unit of the scheme as on 30 June 2019 is Rs.

13,13,293.8677 ( face value of Mutual fund unit is Rs. 10,00,000/-). The reduction in NAV per unit of the

scheme on account of provision made for NPAs.

IIFCL Mutual Fund Infrastructure Debt Fund Series – II

IIFCL Mutual Fund (IDF) successfully launched their “IIFCL Mutual Fund Infrastructure Debt Fund -

Series II” IDF series, i.e. IIFCL Mutual Fund IDF Series II with a fund size of Rs. 200 Crore from six th th

institutional investors. The scheme was closed 12 April, 2017 and listed in BSE Limited on 18 April, th2017. The NAV per unit of the scheme as on 30 June, 2019 is Rs. 8,44,389.8383 ( face value of Mutual

fund unit is Rs. 10,00,000/-). The reduction in NAV per unit of the scheme on amount of provision made

for NPAs.

The Board of Trustees of IIFCL Mutual Fund(IDF) duly approved by the Securities and Exchange Board

of India (SEBI) comprises as under:

stIndependent Trustee (Ceased as Independent trustee w.e.f 1 June 2019)


1 th* ceased as Director w.e.f 16 June 20182 st* ceased as Independent Director w.e.f 1 June 20183 st* ceased as Independent Director w.e.f 1 April 20194 th* Resigned as Independent Director w.e.f 29 July, 2019 (A/N) hence ceased as Independent Director

thw.e.f 30 July 2019.

Name of the Director

Sh. Pankaj Jain

Sh. Anil Kumar Taneja

Sh. Deepak Kumar Chatterjee

Sh. M N Sarma

Dr. Pawan Singh

Sh. Sudhir Arya

6

6

1

1

6

5

Number of Meetings Attended


Sh. Deepak Kumar Chatterjee*

Sh. Anil Kumar Taneja**

Sh. Sudhir Arya****

Dr. Pawan Singh***

Non-Executive Director




Designation

Details of Directors, Key Managerial Person (KMP) & Employees

The Board of Directors consists of Sh. Pankaj Jain, Chairman, Sh. Anil Kumar Taneja Chief Executive Ofcer and other directors as mentioned above comprising two independent directors, namely Dr. Pawan

stSingh, & Sh. Sudhir Arya as on 31 March, 2019. All the Independent Directors have duly furnished a declaration pursuant to Section 149 (7) of the Companies Act, 2013 declaring that they meet the criteria of Independence as laid down in Section 149 (6) of the act as mentioned above.

There are six employees in the company and the employee's relations remained peaceful and cordial during the year.

Board Meetings during the periodth th

During the year, the Board of Directors of your company met six times, on 20 April, 2018, 26 June th th th th2018, 8 August 2018, 30 October 2018, 28 December 2018, 27 February 2019.

The Number of Meetings of the Board attended by each Director during the Financial Year 2018-19 are as follows:

7

Audit Committee of the Board

The Audit Committee of the Board of Directors of your company has been duly constituted as per theprovisions of the Companies Act, 2013, carrying out such duties and enjoying such powers as havebeen laid down under the relevant provisions of the Act.

thThe Audit Committee was reconstituted on 24 July, 2018 and Sh. Anil Kumar Taneja, Chief ExecutiveOfcer has been appointed as member in place of Sh. Deepak Kumar Chatterjee.

The Composition of the Audit Committee during the year under review was as under:


Sh. Deepak Chatterjee*

Dr. Pawan Singh***

Sh. Sudhir Arya****

Sh. Anil Kumar Taneja**

However, IAMCL is not in compliance of the provision of Companies Act, 2013 in respect to Independentst

Director as members in the Audit Committee w.e.f. 1 April, 2019.


1

4

4

3


Sh. Pankaj Jain


Sh. Pawan Singh

Sh. Sudhir Arya


2

2

2

2


Sh. Pankaj Jain*


Sh. Sudhir Arya***

Dr. Pawan Singh**

Designation

Chairman




Name

th*appointed as member of Nomination & Remuneration Committee w.e.f 8 August, 2018.** Ceased as Director w.e.f 1 April,2019.st

th**** Resigned as Independent Director w.e.f 29 July,2019 (A/N) hence ceased as Director w.e.f

th30 July 2019.

thFurther, the Audit Committee was reconstituted on 18 April, 2019 and Sh. Pankaj Jain Chairman, has been appointed as member in place of Dr. Pawan Singh.

The Meetings of the Audit Committee are chaired by Independent Director of the Company. During the th th thyear, the Audit Committee of the Board met four times i.e on 20 April 2018, 8 August, 2018, 30

thOctober 2018 & 27 February, 2019.

Nomination and Remuneration Committee The Nomination & Remuneration Committee of the Board of Directors of your company has been duly constituted as per the relevant provisions of Companies Act, 2013 whereas half of the members of NRC are independent directors.

th The nomination and Remuneration Committee was reconstituted on 8 August,2018 and the present Composition of the NRC is as under:

8

th*Ceased as Director w.e.f 16 June 2018.

th** Appointed as member of Audit Committee w.e.f. 24 July, 2018.*** Ceased as Director w.e.f 1 April,2019.st

th**** Resigned as Independent Director w.e.f 29 July,2019 (A/N) hence ceased as Director w.e.fth30 July 2019.

th thThe NRC met two times during the Financial year i.e on 30 October, 2018 and 27 February, 2019during the year. The NRC meetings are to be organized only when necessary to carry out the duties asrequired to be carried out by it as stipulated in the Companies Act, 2013.

The Number of Meetings attended by each member during the same period are as follows:

The Number of Meetings attended by each member during the same period are as follows:


S.NoParticulars of the

PartyRelationship Nature of Transaction

Amount (₹)2018-19 2017-18

India

Infrastructure

Finance

Company

Limited

(IIFCL)

Holding

Company

Rent83,14,824 84,98,787

Amount Payable to IIFCL (towards rent and Director remuneration)

Director & CEO Remuneration

Ofce & Administrationexpenses

18,88,210

68,59,997

10,50,080

43,135

43,85,552

17,32,497

However, IAMCL is not in compliance of the provision of Companies Act, 2013 in respect to Independentst

Director as members in the nomination and Remuneration w.e.f. 1 April, 2019.

Deposits

During the year, the Company has not accepted any deposits under Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014.

Conservation of Energy and Technology Absorption

The company is engaged in asset management business and not manufacturing hence, the disclosure of particulars regarding Conservation of Energy is not applicable. However, efforts are made to take appropriate energy efcient measures in the ofce to ensure conservation of energy. The activities of company do not involve any technology absorption.

Foreign Exchange Earnings and outgo

There were no Foreign Exchange earnings/outgo during the year.

Internal Financial Control

The company has in place adequate internal nancial controls with reference to nancial statements. The Audit Committee of the Board of Directors periodically reviews the internal control systems with the management, Internal Auditors and the adequacy of internal audit function, signicant internal audit ndings and follow-ups thereon. During the year under review, such controls were reviewed and tested through a study conducted by our statutory auditor and the observations were incorporated as part of the Independent Auditor's Report placed before the Board of Directors.

There were no reportable material weakness in the design of operations and the report stated that internal st

nancial controls were operating effectively as at 31 March 2019

The Company is not require to maintain cost records as specied by the Central Government under section 148(1) of the Companies Act,2013.

Corporate Social Responsibility (CSR)

As the company does not meet the requirements stipulated in Section 135 of Companies Act, 2013,the company is not required to constitute Corporate Social Responsibility Committee and to adopt CSR policy.

Related Party Transactions

All related party transactions that were entered into during the nancial year were on arm's length basis and were in the ordinary course of the business. There are no materially signicant related party transactions made by the company with Promoters, Key Managerial Personnel or other designated persons which may have potential conict with interest of the company at large. The details of such related party transactions have been provided as Annexure - I to this report in the format prescribed in Form AOC-2.

9


Particulars of loans, guarantee or investments

The Company has not entered into/or made any contract, agreements or arrangement relating to loans, guarantees or investments for the nancial year under review as referred under Section 186 of the Companies Act, 2013.

Right to Information Act,2005

During the year under review, the Company had not received any applications under the Right to Information Act,2005.

Ofcial Language

Efforts were made during the year towards encouraging use of Hindi in Ofcial transactions as also to ensure compliance of the provisions of Ofcial Language Act,1963.

Extract of the Annual Return

As required pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract of annual return in MGT 9 forms a part of this Annual Report as Annexure- II.

Statutory Auditors

M/s Rajesh Krishna Khanna & Associates (DE1116) ,Chartered Accountants were appointed as Statutory Auditors of IIFCL Asset Management Company Limited for the nancial year 2018-19 by the Ofce of Comptroller & Auditor General of India.

Reporting of Frauds by Auditors under section 143 (12) of Companies Act, 2013

The Statutory Auditors did not report any offences involving fraud having been committed against the company by ofcers or employees of the company during the year under review.

Comments of the Statutory Auditors/Comptroller & Auditor General of India on Annual Accounts

The Notes on Financial Statements referred to in the Auditors' Report are self-explanatory and do not call for any further comments. The nil comments of the Comptroller & Auditor General of India under Section 143(6) of the Companies Act, 2013 are annexed as Annexure-III to this Report .

Risk Management

The company's Risk Vision statement is to encompass a holistic charter and prole for the Integrated Risk Management Framework that will support IAMCL vision in minimizing risks in the business value chain and provide condence to all the stakeholders by enhancing the Balance Sheet strength. The company has been addressing various risks impacting the company. The Company has robust risk governance structure and is continuously updating its risk processes and procedures with best industry practices.

Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

The company is an equal employment opportunity provider and believes that all employees of the Company, have the right to be treated with dignity. Sexual harassment at the work place or other than work place, if involving employees, is a grave offence and is, therefore, punishable.

However, the company is not required to constitute the Internal Complaints Committee (ICC) under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 as there are only six employees working in the company. The company is committed to creating a healthy working environment that enables employees to work without fear of prejudice, gender bias and sexual harassment.

10


Directors' Responsibility Statement

As required under section 134 (5) of the Companies Act, 2013 directors of your company hereby conrm that:

(a) in the preparation of the annual accounts for the year ended March 31, 2019, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) the directors had selected such accounting policies and applied them consistently and made

judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state

of affairs of the company at the end of the nancial year March 31, 2019 and of the prot and loss of

the company for that period;

(c) the directors had taken proper and sufcient care for the maintenance of adequate accounting records

in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the

company and for preventing and detecting fraud and other irregularities;

(d) the directors had prepared the annual accounts on a going concern basis; 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 of Directors of your company extend their gratitude to the Government of India, Securities and

Exchange Board of India (SEBI), Association of Mutual Fund in India (AMFI), BSE for the guidance

provided by them. Further, we would also like to appreciate the support extended by our Registrar and

Transfer Agent, Fund Accountant, Custodian, Banker(s), Auditors, key partners for providing necessary

support in path breaking initiative to establish Infrastructure Debt Fund (IDFs) in the country. The Board

is also thankful to the Comptroller and Auditor General of India for their valuable guidance and advice.

We wish to place on record our appreciation for the untiring efforts and contribution made by the

employees of the company and sincere gratitude to India Infrastructure Finance Company Limited

(IIFCL Holding Company) and the Board of Trustees of IIFCL Mutual Fund (IDF), whose guidance and

valuable direction will enable us to tread the path towards the objective.

BY ORDER OF THE BOARD OF DIRECTORS


Place: New DelhithDate: 25 September, 2019

(Pankaj Jain)

Chairman

DIN:00675922

11


ANNEXURE-I

Form No. AOC-2

BY ORDER OF THE BOARD OF DIRECTORSFOR IIFCL ASSET MANAGEMENT COMPANY LIMITED

(Pankaj Jain)

Chairman

DIN:00675922Place: New Delhi

thDate: 25 September, 2019

(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014)

Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arm's length transactions under third proviso thereto.

1. Details of contracts or arrangements or transactions not at arm's length basis: Not Applicable

(a) Name(s) of the related party and nature of relationship : NA

(b) Nature of contracts/arrangements/transactions : NA

(c) Duration of the contracts / arrangements/transactions : NA

(d) Salient terms of the contracts or arrangements or transactions including the value, if any : NA

(e) Justication for entering into such contracts or arrangements or transactions : NA

(f) Date(s) of approval by the Board : NA

(g) Amount paid as advances, if any : NA

(h) Date on which the special resolution was passed in general meeting as required under rst proviso

to section 188: NA

2. Details of material contracts or arrangement or transactions at arm's length basis:

(a) Name(s) of the related party and nature of relationship: India Infrastructure Financial Company Limited (IIFCL), Holding Company.

(b) Nature of contracts/arrangements/transactions: Reimbursement of Expenses.

st st(c) Duration of the contracts / arrangements/transactions: 1 April 2018 to 31 March 2019.

(d) Salient terms of the contracts or arrangements or transactions including the value, if any: Not Any

th th(e) Date(s) of approval by the Board/Audit Committee, if any: 30 October 2018 & 26 April 2019.

(f) Amount paid as advances, if any: No

12


ANNEXURE-II

FORM NO.MGT-9

EXTRACT OF ANNUAL RETURNstAs on the nancial year ended on 31 March, 2019

[Pursuant to section 92(3) of the Companies Act, 2013 and rule12(1)of the Companies(Management and Administration)Rules,2014]

I. REGISTRATION AND OTHER DETAILS :

I CIN: -U65991DL2012GOI233601

thii) Registration Date - 28 March,2012

iii) Name of the Company-IIFCL Asset Management Company Limited

iv) Category/ Sub-Category of the Company- Government Company

thv) Address of the registered ofce and contact details : 5 Floor, Plate-A, NBCC Tower Block-02,

East Kidwai Nagar, New Delhi-110023. Ph. 011-24665900

Email :[email protected]

vi) Whether listed company - No

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turn over of the company shall be stated:-

* As per National Industrial Classication 2008 (NIC-2008) – Ministry of Statistics and Programme Implementation

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES -

Name and Description of main products/ services

NIC Code of the Product/Service* % to total turnover of the Company

Fund Management Activities

[Asset Management Company to

IIFCL Mutual Fund (IDF)]

66301 100%

S. No

1.

Name and Address of the Company

CIN/GLN Holding Subsidiary / Associate

% sharesheld

ApplicableSection

India Infrastructure Finance Company Limited.

th5 Floor, Plate-A & B, NBCCTower Block-02, East KidwaiNagar, New Delhi-110023.

U67190DL2006GOI144520

Holding Company 100% 2(46)

13

vii) Name, address and contact details of Registrar and Transfer Agent, if any : Not Applicable


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

0%i) Others (specify)

Category ofShareholders

No. of Shares held at the beginning of the year

No. of Shares held at the end of the year

% of Change during

the year

A. Promoters

1) Indian

a) Individual/HUF

b) Central Govt.

c) State Govt (s)

d) Bodies Corp.

0

0

0

0

0

0

0

0

6

0

0

0

6

0

0

0

6

0

0

0

6

0

0

0

0.000048

0

0

0

0.000048

0

0

0

0%

0%

0%

0%

Demat Demat Physical Physical Total Total % of Total

Shares

% of Total

Shares

e) Banks/ FI

f) Any Other

Sub-Total (A) (1):-

(2) Foreign

0

0

0

0

0

0

0

0

0

0

12499994

0

12500000

12500000

0

12499994

0

12500000

12500000

0

12499994

0

12500000

12500000

0

12499994

0

12500000

12500000

0

99.99

0

100

100

0

99.99

0

100

100

0

0%

0%

0%

0%

0%

0%

0%

0%

0%

a) NRIs - Individuals

b) Other - Individuals

c) Bodies Corp.

d) Banks / FI

0%

0%

e) Any Other

Sub Total (A) (2) :-

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

Total Shareholdingof Promoter (A) =(A)(1)+(A)(2)

B. Public Shareholding

1. Institutions 0%

0%

0%

0%

0%0%

0%

0%

a) Mutual Funds

b) Banks / FI

c) Central Govt.

d) State Govt.

e) Venture Capital Fundsf) Insurance Companies

0

0

0

0

00

0

0

0

0

0

0

0

0

00

0

0

0

0

0

0

0

0

00

0

0

0

0

0

0

0

0

00

0

0

0

0

0

0

0

0

00

0

0

0

0

0

0

0

0

00

0

0

0

0

0

0

0

0

00

0

0

0

0

0

0

0

0

00

0

0

0

0

g) FIIs

h) Foreign Venture Capital Funds

0%i) Individual shareholders holding nominal share capitalupto Rs.1 lakh

0 0 0 0 0 0 0

0%Sub Total (B) (1) :- 0 0 0 0 0 0 0 0

2. Non Institutions 0%

0%

a) Bodies Corp.

i) Indian

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0%ii) Overseas 0 0 0 0 0 0 0 00

14


0 012500000 12500000 1250000012500000 100 100 0%

Sub Total (B) (2) :-

ii) Individual shareholders holding nominal share capitalin excess Rs.1 lakh

0

0%

0%

0%

0%

0%

0%

b) Individuals

c) Other (Specify)

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

Total Public Shareholding (B)=(B)(1)+ (B)(2)

C. Shares held by Custodian for GDRs & ADRs

GrandTotal(A+B+C)

iii) Change in Promoters' Shareholding (please specify, if there is no change)

Particulars

Shareholding at the beginningof the year

Cumulative Shareholding during the year

S. No.

No. of Shares

No. of Shares

%of total shares of the company

%of total shares of the company

At the beginning of the year1. No changes in Promoters shareholding during the year

No changes in Promoters shareholding during the year

Date wise Increase/ Decrease in Promoters Shareholdingduring the year specifying the reasons for increase/decrease (e.g. allotment/ transfer/ bonus/ sweat equity etc):

2.

No changes in Promoters shareholding during the year3. At the End of the year

Shareholder's NameShareholding at the beginning

of the yearShareholding at the end

of the year % of Change in Shareholding

during the year

S. No.

No. of Shares

No. of Shares

%of total Shares of

the company

%of total Shares of

the company

%of Shares Pledged/

encumberedto total shares

%of Shares Pledged/

encumberedto total shares

India Infrastructure Finance Company Limited. (IIFCL)

1.

2.

3.

4.

5.

6.

7.

8.

9.

Sh. Rajeev Mukhija*

Dr. E.S Rao*

Sh. Rakesh Kumar*

Sh. S. B. Nayar*

Sh. P. R. Jaishankar*

Sh. Krishnan Sriperumbudur Srinivasan*

Sh. Anil Kumar Taneja*

Sh. Sanjeev Kaushik*

Total

12499994 12499994 99.99 99.99 0 0

0%

0%

0%

0%

0%

0%

0%

0%

0%

0%

1

1

1

1

1

1

0

0

1

0

1

0

1

1

1

1

12500000 12500000

0.000008

0.000008

0.000008

0.000008

0.000008

0.000008

0 0 00.000008

0 0 00.000008

100 0 0100

0

0

0

0

0

0

0

0

0

0

0

0

0.000008

0

0.000008

0

0.000008

0.000008

ii) Shareholding of Promoters

*All the above mentioned individual shareholders are holding the shares as nominee on behalf of India Infrastructure Financial Company Limited (IIFCL)

15


Note: The shares held by Sh. Anil Kumar Taneja as in the capacity of nominee of India Infrastructure Finance Company Limited (IIFCL).

16

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

At the beginning of the year1.

Date wise Increase/ Decreasein Shareholding during the year specifying the reasons for increase/decrease(e.g. allotment/ transfer/ bonus/sweat equity etc.):

2.

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

None None

None None

None None

1 0.000008

1 0.000008

0.000008

0.000008

(See the note below)

0 0

0 00

0


0

0

0

0

0

0

00

0

0

00



Sh. Anil Kumar TanejaAt the beginning of the

1.

At the End of the year

Date wise Increase/Decreasein Shareholding duringthe year

1

1

Sh.Pankaj JainAt the beginning of the

2.



0

0

At the beginning of the3.



At the beginning of the4.



0

0

0

0

v) Shareholding of Directors and Key Managerial Personnel:


Cumulative Shareholdingduring the year

S. No.

For Each of the Directors and KMP

No. of shares

No. of shares

Shareholding of Directors:- % of total shares of the

company

% of total shares of the

company


Cumulative Shareholdingduring the year

S. No.

For Each of the Top 10 Shareholders

No. of shares

No. of shares


company


company


(V) INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due for payment (in ₹)

Particulars Secured Loans excluding deposits

Unsecured Loans

TotalIndebtedness

Deposits

0 0 0 0

Indebtedness at the beginning of the nancial yeari) Principal Amountii) Interest due but not paid iii) Interest accrued but not due

0

0

0

0

0

0

0

0Total (i+ ii+ iii)

Indebtedness at the end of the nancial year

i) Principal Amountii) Interest due but not paid iii) Interest accrued but not due

0

0

0

0

0

0

0

0Total (i+ ii+ iii)

0 0 0 0

Change in Indebtedness duringthe nancial year

AdditionReduction

Net Change

(VI) REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

A. Remuneration to Managing Director, Whole-time Directors and/or Manager:

Sr. No

Particulars of Remuneration Name of MD/WTD/Manager Total AmountSh. Anil Kumar Taneja**

1.Gross salary(a) Salary as per provisions contained in section17(1) of the Income-Tax Act,1961

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

(c) Prots in lieu of salary under section 17(3) Income- Tax Act,1961 NIL NIL

2.

3.

4.

5.

6.

Stock Option

Sweat Equity

Commission - as % of prot - Others, specify

Others, Please specify

Total (A)

Ceiling as per the Act Section 197 & Schedule V of the Companies Act,2013 are not applicable to Government Company.

**The remuneration of the Sh. Anil Kumar Taneja Director & Chief Executive Officer has been disclosed under the heading “ “as he has been drawing remuneration in the Remuneration to Key Managerial Personnel other than MD/Manager/WTDcapacity of Chief Executive Officer.

17

(in ₹)


18

st#1 ceased as Independent Director w.e.f 1 April, 2019�

th#2 ceased as Independent Director w.e.f 30 July, 2019

st#3 ceased as Independent Director w.e.f 1 June 2018

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD:

Sr. No

Particulars of Remuneration

Key Managerial Personnel

Total

Gross salary(a) Salary as per provisions contained in section17(1) of the Income-tax Act,1961

1.



Company Secretary

Sh. Ajay Pal Singh Saini

Chief Financial Ofcer

Sh. Sumiran Bansal

68,59,997

68,59,997

44,49,720

44,49,720

32,55,194

32,55,194

1,45,64,911

1,45,64,911

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

2.

3.

4.

5.

Stock Option

Sweat Equity

Commission - as % of prot - others

Others

Total

B. Remuneration to other directors : (in ₹)

(in ₹)

Other Non-Executive

Directors

• Fee for attending board

committee meetings

2.

Total (1)

1,40,000

1,40,000

1,40,000

1,40,000

20,000

20,000

20,000

20,000

2,40,000

2,40,000

2,40,000

2,40,000

80,000

80,000

80,000

80,000

Total (2) NIL NIL NIL NIL

NIL

NIL

NIL

NIL

NIL

NIL Total (B)=(1+2)

Total ManagerialRemunerationOverall Ceiling as per the Act

The remuneration is within the limit,stipulated by the Law.

Sr. No

Particulars of Remuneration Name of Directors Total

AmountSh.

PawanSingh#1

Sh. SudhirArya#2

Sh. M.NSarma#3

Sh. DeepakKumar

Cha�erjee#4

Sh. PankajJain#5

Independent Directors

• Fee for attending board

& committee meetings

• Commission

1.

th#4 ceased as Director w.e.f 16 June 2018

th#5 Appointed as Chairman & Director w.e.f 18

January 2018


Type Section of the companies Act

BriefDescription

Details of Penalty/Punishment/

Compoundingfees imposed

Authority (RD/NCLT/

Court)

Appeal made if any (give details)

A. COMPANY

Penalty

Punishment

Compounding

NIL

B. DIRECTORS

Penalty

Punishment

Compounding

NIL

C. OTHER OFFICERSIN DEFAULT

Penalty

Punishment

Compounding

NIL

19

VII. PENALTIES / PUNISHMENT / COMPOUNDING OF OFFENCES:


COMMENTS OF THE COMPTROLLER AND AUDITOR GENERAL OF INDIA UNDER

SECTION 143(6)(B) OF THE COMPANIES ACT, 2013 ON THE FINANCIAL STATEMENTS

OF IIFCL ASSET MANAGEMENT COMPANY LIMITED FOR THE YEAR ENDED

31 MARCH 2019

The preparation of nancial statements of IIFCL Asset Management Company Limited for the

year ended 31 March 2019 in accordance with the nancial reporting framework prescribed under the

Companies Act, 2013 (Act) is the responsibility of the management of the Company. The statutory auditor

appointed by the Comptroller and Auditor General of India under Section 139(5) of the Act is responsible

for expressing opinion on the nancial statements under Section 143 of the Act, based on independent

audit in accordance with the standards on auditing prescribed under Section 143(10) of the Act. This is

stated to have been done by them vide their Audit Report dated 26 April 2019

I, on behalf of the Comptroller and Auditor General of India, have decided not to conduct the

supplementary audit of the nancial statements of IIFCL Asset Management Company Limited for the

year ended 31 March 2019 under Section 143(6)(a) of the Act.

For and on behalf of theComptroller & Auditor General of India

Sd/-(Rina Akoijam)

Principal Director of Commercial Audit &Ex-Ofcio Member, Audit Board-III,

New Delhi

Place: New DelhiDated: 8 August 2019

20


21

INDEPENDENT OF AUDITOR'S REPORT

To the Members of IIFCL ASSET MANAGEMENT COMPANY LIMITED

We have audited the accompanying Ind AS nancial statements of IIFCL ASSET MANAGEMENT ,COMPANY LIMITED (“the company”), which comprise the Balance Sheet as at March 31 2019, the

Statements of Prot and Loss, including the statement of other comprehensive income, the Cash Flow Statement and statement of change in equity for the year ended March 31 2019, and a summary of signicant accounting policies and other explanatory information.

Management's Responsibility for theInd AS Financial Statements

The Company's Board of Directors are responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ('the act') with respect to the preparation and presentation of these Ind AS nancial statements that give a true and fair view of the nancial position, nancial performance including other comprehensive income and cash ows and change in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specied under Section 133 of the Act, read with Companies Indian Accounting Standards Rule-2015 . This responsibility also includes maintenance of adequate accounting records in accordance with the provision 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 judgment and estimates that are reasonable and prudent and design, implementation and maintenance of adequate internal nancial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Ind AS nancial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on theseInd AS nancial 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 specied 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 theInd As nancial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidences about the amounts and disclosures in the Ind AS nancial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatements of the Ind AS nancial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal nancial control relevant to the Company's preparation of the Ind AS nancial 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 Company's Directors, as well as evaluating the overall presentation of the Ind AS nancial statements. We believe that the audit evidence we have obtained sufcient and appropriate to provide a basis for our audit opinion on the Ind AS nancial statements.

Report on the Ind AS Financial Statements


For: M/S. RAJESH KRISHNA KHANNA & ASSOCIATES

CHARTERED ACCOUNTANT

(FRN:007694N)

CA Rajesh Khanna(Partner)

N. No. : 086321

Place: New Delhi

Dated: 26 April 2019

Opinion

In our opinion and to the best of our information and according to the explanation given to us, the aforesaid Ind AS nancial 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

stthe state of affairs of the Company as at 31 March 2019, its prot and its cash ows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2016 (“the Order”) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure 'A' statements on the matters Specied in paragraphs 3 and 4 of the Order, to extent applicable.

2. As required by section 143(5) of the Act, Directions Indicating the areas to be examined during the course of audit, issued by the Comptroller & Auditor General of India, are annexed vide Annexure 'B'.

3. As required by section 143(3) of the Act, we further report that:1. 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;2. In our opinion proper books of accounts as required by the law have been kept by the

Company so far as appears from our examination of those books;3. The balance sheet, Statements of Prot and Loss including statement of other

comprehensive income , and Cash Flow Statement and statement of change in equity dealt with by this Report are in agreement with the books of account;

4. In our opinion, the aforesaid Ind AS nancial statements comply with the Accounting Standards specied under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules 2014.Companies Indian Accounting Standards Rule-2015

5. Section 164(2) of the Act: -Being Government Company provisions are not applicable.6. With respect to the adequacy of the internal nancial controls over nancial reporting of

the company and the operating effectiveness of such control, refer to our separate report in Annexure 'C'

7. With respect to other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to explanation given to us;

i. The Company did not have the impact of pending litigations on its nancial position in its Ind AS nancial statements.

ii. The Company did not have any long-term contracts including derivative contracts.

(iii) There has not been an occasion in case of the Company during the year under report to transfer any sums to the Investor Education and Protection Fund. The question of delay in transferring such does not arise.

22


Annexure - "A" to the Independent Auditor's Report

The Annexure referred to in Independent Auditors’ Report to the members of the Company on

the financial statements for the year ended 31 March 2019, we repot that:

(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of xed assets.

(b) All the xed assets have been physically veried by the management at the end of the year. In our opinion, the frequency of physically verication is reasonable having regard to the size of the company and nature of its business. We have been informed that no material discrepancies were noticed on such physical verication.

(c) According to the information and explanations given to us and on the basis of our examination of the records, Company have no immovable property hence clause not applicable.

(ii) The Company is a service Provider company ; it does not hold any physical inventory during the year. Thus, paragraph 3(ii) of the Order is not applicable to the Company.

(iii) The company has not granted any loans, secured or unsecured to companies, rms or other parties covered in the register maintained under section 189 of the Companies Act, 2013. Thus, paragraph 3(iii) (a) (b) (c) of the Order is not applicable to the Company.

(iv) In our opinion and according to the information and explanations given to us, There are no loans, Investments, guarantees and security 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 from the public.

(vi) The Central Government has not prescribed the maintenance of cost records under section 148(1) of the Act, for any of the service rendered by the Company.

(vii) (a) According to the information and explanations given to us company is regular in depositing undisputed statutory dues including provident fund, employees’ state insurance, income-tax, service tax, GST, cess and any other statutory dues to the appropriate authorities. There was no outstanding statutory dues as on 31.03.2019 for a period of more than six months from the date they became payable.

(b) According to information and explanations given to us and based on the records of the company examined by us, there are no dues of Income Tax or Service Tax or GST, which have not been deposited on account of any dispute.

(viii) The Company does not have any loans or borrowings from any nancial institution, banks, government or dues to debenture holders during the year. Hence paragraph is not applicable.

(ix) The Company did not raise any money by way of initial public offer or further public offer (including debt instruments) and term loans during the year.

23


(x) According to the information and explanations given to us, no fraud by the Company or any fraud on the Company by its ofcers or employees has been noticed or reported during the year.

(xi) As per explanation given to us, the company is a Government company, thus, paragraph 3(xi) of the Order is not applicable.

(xii) The Company is not a nidhi company. Hence paragraph of the Order is not applicable.

(xiii) According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the act and details of such transactions have been disclosed in the nancial statements as required by the applicable accounting standards.

(xiv) The company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review.

(xv) According to the information and explanations given to us and based on our examination of the records, the company has not entered into non-cash transactions with directors or persons connected with him. Accordingly, paragraph 3(xv) of the order is not applicable.

(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act 1934.

24



(FRN:007694N)

CA Rajesh Khanna(Partner)

N. No. : 086321

Place: New Delhi



Annexure - "B" to the Independent Auditor's Report

Direction Indicating the areas to be examined by the statuary auditors during the course of

audit of annual accounts of IIFCL Asset Management Co. Ltd, New Delhi for the year 2018-19,

issued by the comptroller & Auditor General of India Under Section 143(5) of the Companies

Act, 2013

S .

No.

Directions Report Impact on Accounts &

Ind AS Financial

Statements

1.

2.

Whether the company has c lear title/lease deeds for freehold and leasehold land respectively? If not, please state the area of freehold and leasehold land for which the title/lease deed are not available.

Whether there is any case of waiver/write

off of debts/loan/interest etc. If yes, the

reason there for and amount involved.

The Company does not have any

freehold of lease hold land.

There are no cases of waiver/write

off of debts/loan/interest etc.

Nil

Nil

3. Whether proper records are maintained

for inventories lying with third parties

and assets received as gifts/grants(s) from

the government or other authorities.

There is no physical inventory

lying with the third party and

neither anything received as

gifts/grants from the government

or other authorities.

Nil



(FRN:007694N)

CA Rajesh Khanna

(Partner)

N. No. : 086321Place: New Delhi


25


Annexure - "C" to the Independent Auditor's ReportReport on the Internal Financial Controls under Clause (i) of Sub-section 3 of section 143 of the Companies Act, 2013 (''the Act")

We have audited internal nancial controls over nancial reporting of IIFCL Asset Management stcompany Limited ("the Company") as of 31 March 2019 in conjunction with our audit of the IND AS

nancial statements of the Company for the year ended on that date.

Management's Responsibility for Internal Financial Control

The Company's management is responsible for establishing and maintaining internal nancial controls

based on the internal control over nancial reporting criteria established by the Company considering the

essential components of internal control stated in the Guidance Note on Audit of Internal Financial

Controls over Financial Reporting issued by the Institute of Chartered Accountants of India ('ICAI')

These responsibilities include the design. Implementation and maintenance of adequate internal

Financial controls that were operating effectively for ensuring the orderly and efcient conduct of its

business, including adherence to company's policies, the safeguarding of its assets, the prevention and

detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely

preparation of reliable nancial information, as required under companies Act, 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal nancial controls over nancial

reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of

Internal Financial Controls over Financial Reporting (the "Guidance Note") and the Standards on

Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013,

to the extent applicable to an audit of internal Financial controls, both applicable to an audit of Internal

Financial Controls and, both issued by the Institute of Chartered Accountants Of India. Those Standards

and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to

obtain reasonable assurance about whether adequate internal nancial controls over nancial 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

nancial controls system over nancial reporting and their operating effectiveness. Our internal nancial

controls over nancial reporting included obtaining an understanding of internal nancial controls over

nancial reporting, assessing the risk that a material weakness exits, and testing and evaluating the design

and operating effectiveness of internal controls based on the assessed risk. The procedures selected

depend on the auditor's judgment, including the assessment of the risks of material misstatement of the

nancial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained in sufcient and appropriate to provide a basis for our

audit opinion on the Company's internal nancial controls system over nancial reporting.

26

To The Members of IIFCL Asset Management Company Limited : New Delhi




(FRN:007694N)

CA Rajesh Khanna

(Partner)

N. No. : 086321

Place: New Delhi


Meaning of Internal Financial Controls over Financial Reporting

A Company's internal nancial controls over nancial reporting is a process designed to provide

reasonable assurance regarding the reliability of nancial reporting and the preparation of nancial

statements for external purpose in accordance with generally accepted accounting principles. A

Company's internal nancial controls over nancial reporting includes those policies and procedures that

(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reect the

transactions and disposition of the asset of the Company (2) provide reasonable assurance that

transactions are recorded as necessary to permit preparation of nancial statements in accordance with

generally accepted accounting principles with authorization of management and directors of the

company; and (3) provide reasonable assurance regarding prevention of timely detection of unauthorized

acquisition, use, or disposition of the company's assets that could have a material effect on the nancial

statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal nancial controls over nancial reporting, including the

possibility of collusion or improper management override of controls, material misstatements due to

fraud or error may occur and not be detected. Also, projections of any evaluation of the internal nancial

controls over nancial reporting to future periods are subject t the risk that the internal nancial control

over nancial reporting may become inadequate because of change in conditions, or that the degree of

compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal nancial controls system

over nancial reporting and such internal nancial controls over nancial reporting criteria established

by the Company considering the essential components of internal controls stated in the Guidance Note on

Audit of Internal FInancial Controls Over Financial Reporting issued by the Institute of Charted

Accountants of India.

27


COMPLIANCE CERTIFICATE

We have conducted the audit of annual accounts of IIFCL Asset Management Company Limited,

Registered ofce-5th Floor, Block 2, Plate-A, NBCC Tower, East Kidwai Nagar, New Delhi-110023, for

the year ended 31 March 2019 in accordance with the directions / sub-directions issued by the C&AG of

India under section 143(5) of the company Act 2013 and certify that we have complied with all the

directions / sub-directions issued to us.

Annexure-II



(FRN:007694N)

CA Rajesh Khanna

(Partner)

N. No. : 086321

Place: New Delhi


28


29

STATEMENT OF ASSETS AND LIABILITIES

Particulars

ASSETSI.

1 Non-current assets

(a)(b)(c)(d)

Property, Plant and equipmentOther Intangible assetsIntangible assets under development Financial Assets

(i)(iii)

Investments Loans

(e)( f )

Deferred tax assets (Net)Other non-current assets

2 Current assets

(a) Financial Assets

(b)(c)

(i) Trade Receivables(ii) Cash and cash equivalents(iii) Loans(iv) Others Other current assets Current Tax Asset (Net)

Total Assets

EQUITY AND LIABILITIESII.

1. Equity

(a)(b)

Equity Share CapitalOther Equity

2 LiabilitiesNon-current liabilities(a)

(b)

Financial Liabilities (i) BorrowingProvisions

Current liabilities(a) Financial Liabilities (i) Short Term Borrowing (ii) Trade payables i. total outstanding dues of micro enterprises and small enterprises ii. total outstanding dues of creditors other than micro enterprises and small enterprises (ii) Other financial liabilities

(b) Other current liabilities(c) Provisions(d) Current Tax liability (Net)

Total Equity and Liabilities

NoteNo.

As at 31st March, 2019

18,618,794

3445

5.15.267

88.18.28.38.49

10.1

1112

1313.113.1

1414.114.2

14.315

13.110.1

225,125,795

2,663,786

125,000,000100,125,795

-2,663,786

-

-

-

2,575,817297,575

2,565,94113,021,640 18,460,972

246,250,553

296,250,554

95,26375,499

-

225,889,05357,524

1,514,421- 277,631,760

3.772,56433,95845,000

1,140,8921,059,403

12,566,977

As at 31st March,2018 As at 31st March,2017

129,92188,186

-

188,119,35357,172

1,330,083

1,529,68329,061

238,98311,366,9411,099,062

14,404,368

189,724,714

28,668,098

218,362,813

143,369111,165

-

160,618,41880,295

1,188,419-

29,31725,229

169,8883,092,0742,000,526

10,251,914

162,141,666

15,568,948

177,710,613

125,000,00066,584,266

-2,479,284

--

1,195,579618,119

7,888,69514,626,870

191,584,266

2,479,284

-

24,329,263

218,392,813

125,000,00038,601,290

-1,879,588

--

403,092-

5,706,4736,120,170

163,601,290

1,879,588

12,229,735

177,710,613

See accompanying notes forming part of the financial information from 1 to 38

For Rajesh Krishna Khanna and Associates

Chartered Accountants

FRN NO. 007694N

For and on behalf of Board of Directors

IIFCL Asset Management Company Limited

CA. Rajesh Khanna

Partner

M.No. 086321

Pankaj Jain

Chairman

DIN NO. 00675922

Anil Taneja

CEO

DIN: 07915933

Ajay PS Saini

Company Secretary

FCS-5786

Sumiran Bansal

Head Finance & CFO

ACA-535730

IIFCL ASSET MANAGEMENT COMPANY LIMITEDCIN NO. - U65991DL2012GOI233601

Regd. Office: 5th Floor, Block 2, Plate A, NBCC Tower, East Kidwai Nagar, New Delhi-110023

Place : New Delhi

Date : 26-04-2019


30

ParticularsNote No.

Revenue :

Revenue from operationsOther income

I.II.

III.

IV.

Total Income (I + II)

Expenses:

Employee benefits expenses Finance CostsDepreciation, amortization and impairmentOther ExpensesCSR and R&D Expenses

Total Expenses (IV)

V.

VI,

VII.

VIII.

Profit/(loss) before exceptional items and tax (III-IV)

Exceptional items

Profit/(Loss) before tax (V - VI)

Tax expense:

(1) Current tax

(2) Deferred tax (net)

Total Tax Expense (VIII)

IX.X.XI.

Profit/(loss) for the period from continuing operation (VII - VIII)

Profit/(loss) from discontinued operations

Tax Expense of discontinued operations

XII.

XIII.

Profit/(loss) from discontinued operations (after tax) (X-XI)

Profit/(loss) for the period (IX+XII)

XIV. Other Comprehensive Income

Items that will not be reclassified to profit or loss

Remeasurement gains (losses) on defined benefit plans

Income tax effect on Remeasurement gains (losses) on defined

benefit plans

XV. Total Comprehensive Income for the period (XIII +XIV) (Comprehensive profit and other comprehensive income for the period)

Earnings Per Equity Share:(For Continuing Operation)(1) Basic(2) DilutedEarnings Per Equity Share:(For discontinuing Operation)(1) Basic(2) DilutedEarnings Per Equity Share:(For discontinued and continuing Operation)(1) Basic(2) Diluted

XVI.

XVII.

XVIII.

1617

1819202122

25

25

3232

3232

3232

For the Year ended 31st March, 2019

For the Year ended 31st March, 2018

68,513,41214,481,711

82,995,123

20,982,100-

88,45817,150,088

-

44,774,477-

44,774,477

38,220,646

10,836,929-22,883

10,814,046

33,960,431

--

-

33,960,431

-580,356

161,455

33,541,530

2.722.72

2.722.72

--

2.292.29

2.292.29

--

27,982,977

-906,298

252,132

28,637,143

28,637,143

--

-

14,737,334

14,626,867110,467

43,374,477-

43,374,477

41,470,954

21,132,383-

135,88620,202,685

-

73,109,81411,735,617

84,845,431

STATEMENT OF PROFIT & LOSS



FRN NO. 007694N



CA. Rajesh Khanna

Partner

M.No. 086321

Pankaj Jain

Chairman

DIN NO. 00675922

Anil Taneja

CEO

DIN: 07915933

Ajay PS Saini

Company Secretary

FCS-5786

Sumiran Bansal

Head Finance & CFO

ACA-535730

Place : New Delhi

Date : 26-04-2019

See accompanying notes forming part of the financial information from 1 to 38


31

STATEMENT OF CHANGES IN EQUITY

Statement of changes in equity for the Period ended 31st March. 2019A. Equity share capital

Particulars

Balance at March 31, 2018

Changes in equity share capital during the year

(a) issue of equity shares capital during the year


B. Other Equity

Particulars

Balance at 31st March 2018Prior period errors Restated balance at the beginning of the reporting periodProfit for the yearOther Comprehensive Income for the year (net of income tax)Total Comprehensive Income for the year Dividends (including CDT)Transfer to retained earningBalance at the end of the reporting period

Statement of changes in equity for the year ended 31-March-2018

A. Equity share capital

Particulars


Changes in equity share capital during the year

(a) issue of equity shares capital during the year


B. Other Equity

Particulars

Balance at the beginning of the reporting period

Prior period errors

Restated balance at the beginning of the reporting period

Profit for the year

Other Comprehensive Income for the year (net of income tax)

Total Comprehensive Income for the year

Dividends (including CDT)

Transfer to retained earning

Balance at the end of the reporting period

Amount

125,000,000

-

125,000,000

Reserve & Surplus

General Reserve Retained EarningsTotal

--

66,584,265-

66,584,265

33,960,431

-418,901

-

-

-

---

-

33,541,530

100,125,795

-

-

66,584,265-

66,584,265

33,960,431

-418,901

33,541,530

100,125,795

-

-

Amount

125,000,000

-

125,000,000

Reserve & Surplus

General Reserve Retained Earnings Total

-

-

38,601,291

-

38,601,291

28,637,143

-654,166

27,982,977

-

-

38,601,291

-

38,601,291

28,637,143

-654,166

27,982,977

-

-

-

-

-

-

-

-

66,584,268 66,584,268-



FRN NO. 007694N



CA. Rajesh Khanna

Partner

M.No. 086321

Pankaj Jain

Chairman

DIN NO. 00675922

Anil Taneja

CEO

DIN: 07915933

Ajay PS Saini

Company Secretary

FCS-5786

Sumiran Bansal

Head Finance & CFO

ACA-535730

Place : New Delhi

Date : 26-04-2019


(a) Cash Flow from Operating Activities

Net Profit Before Taxation

Add: Adjustment for non cash items :

Depreciation, amortization and impairment

Provision for Retairment Benifit

Add: Adjustment for other items

Loss on sale of Fixed assets

Other Income

Dividend Received

Effect of Ind AS adjustment during F.Y. 2015-16

Other Comprehensive Income

Operating Profit Before Working Capital Changes

(b) Adjustments for Changes in Working Capital:

Adjustments for (Increase)/Decrease in Operating Assets:

Trade Receivables (Current)

Bank Balances other than cash and cash equivalents

Other Financial Assets

Other Current Assets

(c) Adjustments for (Increase)/Decrease in Operating Liabilities:

Trade Payables

Other Financial Liabilities

Other Current Liabilities

Short Term Provisions

Long Term Provisions

Cash Generated from Operations

Direct Taxes Paid/Received

Cash Flow from Operating Activities (A)

Cash from Investment Activities :-

Proceeds from Sale of Fixed Assets/ Dep.

Proceeds from Loan given

Other Non Current Financial Assets

Current Investments not Considered as Cash

and Cash Equivalents:

- Purchased

Purchase of Long Term Investments:

- Fixed Deposit

Interest Income (Revenue)

-Others

Dividend Received

-Joint Venture

Net Cash Generated from / (used in) Investing

Activities (B)

Cash Flow from Financing Activities :-

Proceeds from issuance of share capital

(including share application money)

Utilisation of Reserve

Net Cash Generated from / (used in)

Financing Activities (C)

Net Increase/(Decrease) in Cash & Cash Equivalent (A+B+C)

Cash & Cash Equivalent at the beginning of the Year

Cash & Cash Equivalent at the end of year

Cash and Cash Equivalents

- Cash and Cheques in Hand

Balance with Scheduled Banks

- On Current Account

- On term Deposit Account

S. No.

PA R T I C U L A R S

1

2

3

Figures for the Period ended 31ST MARCH 2019

Figures for the Period ended 31ST MARCH 2018

Amount (')

-

-

1,380,236

(320,544)

(5,322,754)

184,502

33,941,095

10,604,767

(88,458)

(352)

-

47,345

(37,769,700)

14,479,735

23,331,430

23,336,327

-

5,735

28,223

44,194,121

88,458

-

44,282,579

-

(14,479,735)

-

-

-

29,802,844

(2,242,881)

-

10,420,032

39,659

8,216,810

(4,078,559)

-

Amount (')

-

-

792,487

618,119

-

-

26,118,108

10,272,621

(135,886)

(23,123)

-

36,427

(27,500,935)

11,735,617

(15,841,654)

15,845,488

-

17,480

11,581

43,374,477

135,886

1,875,620

45,385,983

(11,735,617)

-

-

-

33,650,386

(1,500,366)

-

(8,343,962)

901,464

(8,942,864)

1,410,606

-

Amount (')

-

23,331,430

4,897

29,061

33,958

23,336,327

33,958

Amount (')

-

(15,841,654)

3,834

25,229

29,061

15,845,488

29,061

STATEMENT OF CASH FLOW



FRN NO. 007694N



CA. Rajesh Khanna

Partner

M.No. 086321

Pankaj Jain

Chairman

DIN NO. 00675922

Anil Taneja

CEO

DIN: 07915933

Ajay PS Saini

Company Secretary

FCS-5786

Sumiran Bansal

Head Finance & CFO

ACA-535730

Place : New Delhi

Date : 26-04-2019

Notes : The above Cash Flow Statement has been prepared under the indirect method setout as per Ind-AS-7 issued by The Institute of

Chartered Accountants of India and notified u/s 133 of the Companies Act, 2013.

32


Signicant Accounting PoliciesNOTE 1& 2

1. Corporate Information: IIFCL Assets Management Company Ltd. is the wholly owned subsidiary of M/s India Infrastructure Finance Company Limited (IIFCL). IIFCL had chosen the SEBI Regulated Mutual Fund route and incorporated IIFCL Assets Management Company Ltd. in March, 2012 to manage the funds. Principal Business Activity is Fund Management of IIFCL Mutual Fund.

2. Basis of Preparation of Financial Statements

2.1. Compliance with IND ASThe Interim Financial Statements comply in all material aspects with Indian Accounting Standards (IND AS) notied under section 133 of the Companies Act, 2013 (the act) [Companies (Indian Accounting Standards) Rules, 2015] (as amended from time to time) and other relevant provisions of the Act. These interim nancial statements for the year ended 31March 2019 are company's rst IND AS interim nancial statements.

2.2. Use of estimates and judgmentThe preparation of interim nancial statements is in conformity with Ind AS, requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, disclosure of contingent assets and liabilities at the date of interim nancial statements and the reported amount of income and expenses. Examples of such estimates include estimates of future obligations under employee retirement benet plans and estimated useful life of property, plant and equipment actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on a periodic basis. Future results could differ due to changes in these estimates and difference between the actual result and the estimates are recognized in the period in which the results are known /materialize.

All nancial information presented in Indian rupees and all values are rounded to the nearest rupees except where otherwise stated.

2.3. Historical Cost ConventionThese interim nancial statements have been prepared on a historical cost basis, except as disclosed in the accounting policies below:

Certain nancial assets and liabilities is measured at fair value; and Dened Benet Plans – plan assets measured at fair value

2.4. Current versus Non-current classication The Company presents assets and liabilities in the Balance Sheet based on current/non- current

classication.

An assets is treated as current when it is: Expected to be realized or intended to be sold or consumed in normal operating

cycle Expected to be realized within twelve months after the reporting period, or Cash or cash equivalent unless restricted from being exchanged or used to settle a

liability for at least twelve months after the reporting period

All other assets are classied as non-current.A liability is current when:

It is expected to be settled in normal operating cycle

33


34

It is due to be settled within twelve months after the reporting period, or There is no unconditional right to defer the settlement of the liability for at least twelve

months after the reporting period

All other liabilities are classied as non-current.Deferred tax assets and liabilities are classied as non-current assets and liabilities.Based on the nature of business and the time between the acquisition of assets for running the business and their realization in cash and cash equivalents, the company has ascertained its operating cycle as twelve months for the purpose of current/ non-current classication of assets and liabilities.

3. Property, plant and equipmentProperty, plant and equipment are stated at historical cost less depreciation and impairment loss, if any. Historical cost includes expenditure that is directly attributable to the acquisition of the items.

For transition to IND-AS, the company has elected to continue with the carrying value of all its tangibles and intangibles assets recognized as on April 1, 2018 (transition date) measured as per the previous GAAP and use that carrying value as its deemed cost as on the transition date.

Subsequent costs are included in the asset's carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benets associated with the items will ow to the company and the cost of the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is derecognized when replaced. All other repairs and maintenance are charged to the Statement of Prot and Loss during the reporting period in which they are incurred.

An item of property, plant and equipment and any signicant part initially recognized is derecognized upon disposal or when no future economic benets are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the statement of prot and loss when the asset is derecognized.

Depreciation methods

Tangible Assets Depreciation of Tangible xed assets is provided using the manner provided in Schedule II of the

Companies Act, 2013 following written down value method. Depreciation on individual assets

having cost Rs. 5000/- or less is charged at 100% to the statement of prot and loss.

Intangible AssetsIntangible assets are amortized over their respective individual estimated useful lives on a straight line basis.

4. Impairment of non-nancial assetsAn asset is treated as impaired when the carrying cost of assets exceeds its recoverable value and impairment loss is charged to the Statement of Prot & Loss in the year in which an asset is identied as impaired. At each reporting date company assesses the estimate amount of impairment loss. The impairment loss recognized in prior accounting periods is reversed if there has been a change in the estimate of recoverable amount and such losses either no longer exists or has decreased. Reversal of impaired loss is recognized in the Statement of Prot & Loss.


5. Trade ReceivableTrade receivables are recognized initially at fair value and subsequently measured at amortised cost net of any expected credit losses, if any.

6. Cash and cash equivalentsCash comprises cash on hand, demand deposits with banks, imprest with postal authorities and cheques / drafts / pay order in hand. The company considers cash equivalents as all short term balances (with an original maturity of three month or less from the date of acquisition), highly liquid investments that are readily convertible into known amount of cash and which are subject to an insignicant risk of change in value.

7. Financial InstrumentThe Company has mainly two type of Financial Instruments and that are loans extended to employees and security deposits deposited on behalf of employees for rental purposes.

i) Initial recognition and measurementFinancial Instruments are recognized at its fair value plus or minus transaction costs that are directly attributable to the acquisition or issue of the nancial instruments.

ii) Subsequent measurement At Amortised Cost: A nancial instrument shall be measured at amortised cost if

both of the following conditions are met: (a) The nancial asset is held within a business model whose objective is to hold nancial assets in order to collect contractual cash ows and (b) The contractual terms of the nancial asset give rise on specied dates to cash ows that are solely payments of principal and interest on the principal amount outstanding.

Financial assets measured at amortized cost using effective interest rate (EIR) method less impairment if any. The EIR amortization is included in nance income in the statement of prot and loss.

As both the conditions in case of employee's loan and security deposits are fulfilled so both are taken at their amortized cost in the interim financial statement.

Fair value through Other Comprehensive Income: A Financial instrument is classied as at the FVTOCI if both of the following criteria are met:a) The objective of the business model is achieved both by collecting contractual cash ows and selling the nancial assets, andb) The contractual terms of the nancial asset give rise on specied dates to cash ows that are solely payments of principal and interest on the principal amount outstanding.

Financial assets included within the FVTOCI category are initially recognized and subsequently measured at fair value. Movements in the carrying amount are recorded through OCI, except for the recognition of impairment gains or losses.

Fair value through Prot and loss account:A Financial instrument is classied as at the FVTPL if both of the following criteria are met:

a) The objective of the business model is achieved both by selling the nancial assets, and

35


b) The contractual terms of the nancial asset give rise on specied dates to cash ows that are solely payments of principal and interest on the principal amount outstanding.

Financial assets included within the FVTPL category are measured at fair value with all changes recognized in the P&L.Further, FVTPL is a residual category for nancial Assets. Any nancial assets, which does not meet the criteria for categorization as at amortized cost or as FVTOCI, is classied as at FVTPL.

In addition, the company may elect to designate nancial asset, which otherwise meets amortized cost or FVTOCI criteria, as at FVTPL. If doing so reduces or eliminates a measurement or recognition inconsistency. The company has not designated any nancial asset as at FVTPL.

� Financial liabilities are classied in following categories:

Amortised CostFinancial liabilities at amortised cost represented by trade and other payables are initially recognized at fair value, and subsequently carried at amortized cost.

Fair Value through Prot and loss.The company has not designated any nancial liabilities at FVTPL.

Derecognition of Financial Instrument

Financial AssetA nancial asset (or, where applicable, a part of a nancial asset or part of a group of similar nancial assets) is derecognized only when the contractual rights to the cash ows from the asset expires or it transfers the nancial assets and substantially all risks s and rewards of the ownership of the asset.

Financial Liability A nancial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. When an existing nancial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modied, such an exchange or modication is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognized in the income statement.

8. Fair Value MeasurementCompany measures nancial instruments at fair value at each reporting date. 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. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:. in the principal market for the asset or liability, or. in the absence of a principal market, in the most advantageous market for the asset or liability.

The principal or the most advantageous market must be accessible to the company. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest. The company uses valuation techniques that are appropriate in the circumstances and for which sufcient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.

36


9. Trade and other payablesThese amounts represent liabilities for services provided to the company prior to the end of Financial year which are unpaid. The amounts are usually unsecured. Trade and other payables are presented as current liabilities unless payment is not due within twelve months after the reporting period. They are recognized initially at their fair value.

10. ProvisionsThe Company recognizes a provision when there is a present legal and constructive obligation as result of a past event that probably requires an outow of resources and a reliable estimate can be made of the amount of the obligation.

Provisions are measured at the present value of management's best estimate of the expenditure required to settle the present obligation at the end of the reporting period.

11. Contingent Liability and Contingent Asset A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not, require an outow of resources. When there is a possible obligation or a present obligation that the likelihood of outow of resources is remote, no provision or disclosure is made.Contingent assets is disclosed where an inow of economic benets is probable.

12. Revenue Recognition

Management FeesRevenue from Management fees charged from IIFCL Mutual Fund (IDF) at specied rate (i.e, as specied by SEBI) determined by management are applied on Assets under Management (AUM) on accrual basis.

Interest IncomeRevenue from Interest Income from Fixed Deposits with Bank are recognized using the time proportion method, based on the rates implicit in the transaction.

Interest Income on Tax RefundInterest Income on Tax Refund is accounted based on the assessment orders passed, if any.

13. Employee BenetsThis benet mainly includes leave encasement sick leave, NPS, Leave travel concession, gratuity and post-retirement medical benet.

Short Term Employee BenetsAll employee benets payable wholly within twelve months of rendering the services are classied as short term employee benets. Benets such as salaries, wages, and short- term compensated absences, LTC etc. are recognized in the period in which the employee renders the related service.

Long Term Employee Benets The liability recognized in the balance sheet is the present value of the dened benet obligation at the balance sheet date less fair value of plan assets. The dened benet obligation is calculated by an independent actuary using projected unit credit (PUC) method.

Actuarial gains and losses are recognized in other comprehensive income.

37


14. Income Tax

Current Income Taxa) Taxes including current income-tax are computed using the applicable tax rates and tax

laws.b) The tax rates and tax laws used to compute the amount are those that are enacted or

substantively enacted, at the reporting date in the countries where the company operates and generates taxable income.

c) Current income tax assets and liabilities for current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities Liability for additional taxes, if any, is provided / paid as and when assessments are completed.

d) Current tax related to OCI Item are recognized in Other Comprehensive Income (OCI).

Deferred Income Taxa) Deferred income tax is recognized using balance sheet approach.b) Deferred income tax assets and liabilities are recognized for temporary differences which

is computed using the tax rates and tax laws that have been enacted or substantively enacted at the reporting date.

c) Deferred income tax asset are recognized to the extent that it is probable that taxable prot will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized.

d) The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufcient taxable prot will be available to allow all or part of the deferred income tax asset to be utilized.

e) Deferred tax related to OCI Item are recognized in Other Comprehensive Income (OCI).

15. Cash Flow StatementCash Flows are reported using the indirect method, whereby prot 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 ows from operating, investing and nancing activities of the company are segregated based on the available information.

16. Earnings Per ShareIn determining earnings per share, the Company considers the net prot attributable to equity shareholders. The number of shares used in computing basic earnings per share is the weighted average number of shares outstanding during the year. The dilutive earning per share is not computed as there is no dilution involved during the year.

38


39

Note: - 3

Statement of Property, Plant and equipment

Particulars

Cost or Deemed cost

At 31 March 2017

Additions during the year

Disposals/Adjustments

At 31 March 2018

Additions during the year


At 31st March 2019

Depreciation and impairment

At 31 March 2017

Depreciation charge for the year

Impairment


At 31 March 2017

Depreciation charge for the period

Impairment


At 31st March 2019

Net book value

At 31st March 2019

At 31 March 2018

At 31 March 2017

3.1 Assets with Cost Less than Rs. 5,000 is fully depreciated during the year.

Office

Equipment

(45.07% Dep.)

Office

Equipment

(100% Dep.)

Furniture &

Fixtures

(25.89%)

Computer

(63.16% Dep.)

Computer

Software

(100% Dep.)Total

159,601

83,500-

243,101

2,400-

245,501

73,984

67,148

-

-

141,132

46,681

-

-

187,813

57,688

101,969

85,617

-

-

-

-

-

-

20,268

-

-

20,268-

-

20,268

20,268

20,268

20,268

--

-

-

-

-

735

-

-

-

-

--

28,012-

28,012

-

-

735

27,277-

-

40,000

-

-

17,654

-

-

752,812

10,200-

763,012-

-

763,012

695,060

735,060

752,714

10,298

27,952

57,752

-

-

-

-

-

-

4,950

-

-

4,950-

-

4,950

4,950

4,950

4,950

--

-

107,148

-

-

65,070

-

-

937,631

93,700-

1,031,331

30,412-

1,061,743

794,262

901,410

966,480

95,263

129,921

143,369

Note: - 4

Statement of Intangible Assets

Particulars

Cost or deemed cost

At 31 March 2017Additions during the yearDisposals/Adjustments

At 31 March 2018Additions during the yearDisposals/Adjustments

At 31st March 2019

Amortisation and Impairment

At 31 March 2017Amortisation for the yearImpairmentDisposals/Adjustments

At 31 March 2018Amortisation for the year

Impairment


At 31st March 2019

Net book value

At 31st March 2019

At 31 March 2018

At 31 March 2017

Note: - 5 Restated Unconsolidated Financial Assets Non Current

5.1 Statement of Investments

Particulars

Intangible assetsUnder Development

Other Intangibles(ComputerSoftware)

Total

-

-

-

-

-

-

-

--

-

-

--

--

-

-

-

-

204,341

5,759-

210,100

10,701

-

220,801

93,17628,738

-

-

121,91423,388

--

145,302

75,499

88,186

111,165

204,341

5,759-

210,100

10,701

-

220,801

93,17628,738

-

-

121,91423,388

--

145,302

75,499

88,186

111,165

Investment in Fixed Deposit (More than 12 Months)

Fixed Deposit

Total (Investment in otherthan equity instruments)

Total Non current investments

Aggregate value of unquoted investments

Aggregate amount of impairment in value of investments

5.2 Statement of Loans

Particulars

Unsecured, considered good

Loans & Advances

Total

31-Mar-19 31-Mar-18 31-March-2017

225,889,053

225,889,053

225,889,053

225,889,053-

188,119,353

188,119,353

188,119,353

188,119,353

- -

160,618,418

160,618,418

160,618,418

160,618,418

31-Mar-19 31-Mar-18 31-March-2017

57,524

57,524

57,172

57,172

80,295

80,295


40

Statement of Deferred Tax

Note: - 6

Particulars

Deferred tax assets

Deferred tax liabilities

Deferred tax assets (net of deferred tax liabilities)

31-Mar-19 31-Mar-18 31-March-2017

1,514,421

1,514,421

1,330,083

1,330,083

1,188,419

1,188,419

- - -

Statement of Other Non Current Assets

Note: - 7

Particulars

Prepaid Expenditure

31-Mar-19 31-Mar-18 31-March-2017

-

-

-

-

-

-

8.1 Summary Statement of Trade Receivables

Note: - 8 Financial Assets Current

Particulars


Total Trade Receivables

Receivables from related parties

Other Trade receivables

31-Mar-19 31-Mar-18 31-March-2017

-

-

-

3,772,564

-

-

-

1,529,683

-

-

-

29,317

3,772,564

3,772,564

1,529,683

1,529,683

29,317

29,317

Age Wise analysis of Debtors

(a) More than 6 months

Unsecured-Considered good

(b) Other (less than 6 months)

Unsecured-Considered good

3,772,564 1,529,683 29,317

8.2 Summary Statement of Cash and Cash equivalent

Particulars

(i) Balances with Bank

-- Current Account

-- Fixed Deposits (Maturity less than 3 Months)

(ii) Cash-in-Hand

(iii) Cheque-in-Hand

31-Mar-19 31-Mar-18 31-March-2017

33,958 29,061 25,229

28,223

5,735

17,480

11,581

22,307

2,922

Total

(i) There are no restrictions with regards to cash and cash equivalents as at the end of the reporting periods and prior periods.

- - -

8.3 Summary Statement of Loans

Particulars


Loan to employees

Festival Advance

Loan to Director

31-Mar-19 31-Mar-18 31-March-2017

45,000 2,38,983 1,69,888

-45,000

25,983213,000

21,888148,000

Total

916,892 11,142,941 2,922,074

8.4 Summary Statement of Other Financial Assets

Particulars


Security Deposit

Other Receivables

Interest accrued on Fixed Deposit

31-Mar-19 31-Mar-18 31-March-2017

1,140,892 11,366,941 3,092,074

224,000

-224,000

-170,000

-

Total

-

-

944,403

-

48,600

935,462

-

799

200,000

Note : 9

Summary Statement of Other current assets

Particulars

(a) Advances Other than Capital Advances

Advance for Investor Education A/c

Other Receivables

Other Advances

Balance with Government Authorities

31-Mar-19 31-Mar-18 31-March-2017

1,059,403 1,099,062 2,000,526

15,000

100,000

15,000

100,000

15,000

1,784,727

Total

(b) Prepaid Expenditure

Note : 10

Summary Statement of Current Tax

Particulars

10.1 Current Tax Asset

Advance Tax and TDS

Less: Direct Tax Payable

Income Tax Refundable

31-Mar-19 31-Mar-18 31-March-2017

12,566,977 14,404,368 10,251,914

10,382,267

-

2,184,710

12,219,658

-

2,184,710

7,263,015

-

2,988,899

Total

10.2 Current Tax Liabilties

Direct Tax Payable

Less : Advance Tax and TDS

13,021,640 14,626,870 6,120,170

13,021,640

-

14,626,870

-

6,120,170

Total


41

Summary Statement of Equity Share Capital

Note: - 11

Particulars

Authorised share capital

15,000,000 Equity shares of ` 10 each

As at 31 March2018

As at 31st March2019

As at 31 March2017

150,000,000

150,000,000

150,000,000

150,000,000

150,000,000

150,000,000

Issued/Subscribed and Paid up Capital

12,500,000 Equity shares of `10 each

125,000,000

125,000,000

125,000,000

125,000,000

125,000,000

125,000,000

Details of shareholder holding more than 5% in the company

As at 31 March 2018As at 31st March 2019 As at 31 March 2017Name of Shareholder

No in Shares % holding in theclass



Equity shares of INR each fully paid

India Infrastructure Finance Company Limited 12,500,000

12,500,000

100

100

100

100

100

100

12,500,000

12,500,000

12,500,000

12,500,000Total

1. Rights, Preferences and Restrictions attaching to shares

Equity Shares: The Company has one class of Equity Shares having a par value of `10 per share. Each shareholder is eligible for one vote per share held. In the

event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion

to their shareholding.

Reconciliation of the number of equity shares and share capital

As at 31 March 2018As at 31st March 2019 As at 31 March 2017Name of Shareholder

No in Shares in Rs. No in Shares in Rs. No in Shares in Rs.

Issued/Subscribed and Paid up equity Capital

outstanding at the beginning of the year12,500,000

12,500,000

- - - - - -

12,500,000

12,500,000

12,500,000

12,500,000

12,500,000

12,500,000

12,500,000

12,500,000

12,500,000

12,500,000

Add: Shares Issued during the year

Issued/Subscribed and Paid up equity Capital

outstanding at the end of the year

Note : 12

Statement of Other Equity

Particulars

General Reserve

Retained Earnings

31-Mar-19 31-Mar-18 31-March-2017

-

100,125,795

100,125,795

-

66,584,266

66,584,266

-

38,601,290

38,601,290

Note : 12.1

Particulars

(a) General Reserve

As per last Balance sheet

Add: Transfer from retained earning

31-Mar-19 31-Mar-18 31-March-2017

-

-

100,125,795

-

-418,901

-

-

66,584,266

-

-654,166

-

-

38,601,290

-

-

(b) Retained Earnings

As per last Balance Sheet

Add: Profit after Tax

Less: Dividend declared and paid during the year

Less: Dividend distribution tax (DDT) on dividend declared and paid

Less: Interim Dividend paid during the year

Less: Dividend distribution tax (DDT) on Interim dividend paid

Less: Transfer to General Reserve

Items of Other comprehensive income recognised directly in

retained earnings

Remeasurements of defined benefits plans, net of tax

66,584,265

33,960,431

-

-

-

-

-

38,601,290

28,637,142

-

-

-

-

-

28,494,373

10,106,917

-

-

-

-

-


42

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- - - --

- - - --

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7,5

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79,5

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(34,6

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67,9

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7,8

88,6

95

2,4

79,2

84

1,8

91,4

80

4,9

59,3

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--

-

--

-5,2

29,7

27

55,1

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857,7

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32

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05,9

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3/3

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3/3

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3/3

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3/3

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3/3

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3/3

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3/3

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719,5

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263,6

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130,6

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499,7

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55,6

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218,0

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912,9

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40,9

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556,9

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3/3

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3/3

1/2

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3/3

1/2

019

3/3

1/2

018

3/3

1/2

017

55,4

79

263,6

85 -

319,1

64

37,6

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208,3

43 -

246,0

22

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178,2

87 -

203,7

24

55,6

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218,0

94 -

273,7

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40,9

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241,9

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282,9

07

27,7

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209,5

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237,2

74

84,2

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365,7

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450,0

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66,0

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409,5

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44,5

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374,9

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268,1

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491,6

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3/3

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Am

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3/3

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3/3

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3/3

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3/3

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3/3

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3/3

1/2

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3/3

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130,6

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130,6

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(26,1

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(21,9

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(21,9

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76,2

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79,4

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120,7

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120,7

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75,7

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169,5

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297,7

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297,7

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29

902,2

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895,6

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895,6

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3/3

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3/3

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3/3

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43

AC

TU

AR

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AS

SU

MP

TIO

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:

Me

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d O

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Dis

cou

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Ra

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Sa

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Esc

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Ra

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Re

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:

With

dra

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31

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1-M

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17

Pro

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7.6

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31

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Pro

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Un

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7.7

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ed

ica

l re

tire

me

nt

be

ne

fit

Eff

ec

t o

n L

TC

+0

.5%

+0

.5%

+0

.5%

+0

.5%

(0.4

4)

0.4

80

.49

(0.4

5)

(0.4

7)

0.5

10

.52

(0.4

8)

- - - -

- - - -


44

Note : 14

Statement of Other Equity

Particulars

Opening balance

Add: Addition during the Year

Less: Repayment during the year

31-Mar-19 31-Mar-18 31-Mar-2017

-

-

-

-

-

-

-

-

-

-

-

-

14.2 Statement of Trade Payables

Particulars

- Micro, Small and medium enterprises

- Others

Total

31-Mar-19 31-Mar-18 31-Mar-2017

-

-

-

-

-

-

-

-

-

14.3 Statement of Other Financial Liability

Particulars

Other Liabilities

Expenses Payable

Total other financial liability

Total

31-Mar-19 31-Mar-18 31-Mar-2017

2,241,948

333,868

2,575,816.86

1,195,579

-

1,195,579.00

403,092

-

403,092.00

Note : 15

Statement of Other current Liability

Particulars

15.1 Other Advances

Duties & Taxes

Dividend Payable

31-Mar-19 31-Mar-18 31-Mar-2017

297,575

-

297,575

618,119

-

618,119

-

-

-

Total

Note : 16

Statement of Revenue from operations

Particulars

Revenue from Operation:

- Assets Management Fee

For the Year ended31st March, 2019

68,513,412

68,513,412

73,109,814

73,109,814


Note : 17

Statement of Other Income

Particulars

OTHER INCOME

Net Profit Before Tax

Percentage

Source of Income

Non Related and Recurring

Interest Income

Interest Income on FDR’s & TDR’s (Gross)

Interest Income from Income Tax Refund

Other Non Operating Income


14,481,711

14,481,711

11,735,617

11,735,617


14,479,735

44,774,477

32%

14,050,322

-

-

-

-

-

431,389

11,735,617

32,092,617

37%

11,557,072

171,437

7,108

(a)

(b)

Related and Recurring

Miscellaneous Income

Total (a+b)

Note : 18

Total

Statement of Employee Benefit Expenses

ParticularsFor the Year ended31st March, 2019


(a) Salaries and Wages

(b) Contribution to NPS & Other Funds

(c) Provision for wages Revision and other wages

(d) Provision for Earned Leave

(e) Provision for LTC

(f) Provision for Post Retirement Medical Benefits

(g) Provision for Retirement Benefits

(h) Staff Walfare Expenses

18,973,552

669,688

-

273,777

268,155

358,135

319,164

119,628

18,390,872

607,000

2,200,342

100,148

(936,844)

265,952

246,022

258,891

20,982,100 21,132,383


45

Total

Note : 19

Statement of Finance Costs


-

-

-

-


Note : 21

Total

Statement of Other Expenses



Administrative Expenses

Legal & Professional Charges

Director Sitting Fees

Rent

Membership Fees

Software Expenses

Books & Periodicals

Bank Charge

Comprehensive Health Checkup

Conveyance Exp

Outsourcing Expenses

Audit Fees

2,631,166

950,784

240,000

8,314,824

811,646

2,758,005

34,565

2,836

33,000

58,852

1,151,910

162,500

5,892,449

891,968

430,000

8,498,787

292,437

2,586,443

-

-

-

-

1,480,601

130,000

17,150,088 20,202,685

Total

Note : 20

Statement of Depreciation and Amortization


88,458 135,886


Depreciation on Property Plant and equipment

Amortisation on Intangible Assets

65,070

23,388

107,148

28,738

Total

Total

Note : 22

Statement of CSR and R&D Expenses


-

-

-

-


(a) CSR Expenses

(b)Research & Development Expenses

- -

Note : 23

Statement of Tax Expense



Current income tax:

Current income tax charge

Adjustments in respect of current income tax of previous year

Deferred tax:

Relating to origination and reversal of temporary differences

10,814,046 14,737,334

10,836,929

-

(22,883)

14,626,867

-

110,467

23.1 Statement of Other Comprehensive Income section

Deferred tax related to items recognised in OCI during the year:



Net loss/(gain) on remeasurements of defined benefit plans 161,455

161,455

252,132

252,132

23.2 Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate for 31 March 2019 and 31 March 2018:

Particulars 31st March, 2019 31st March, 2018

Accounting profit before tax from continuing operations Accounting profit before income tax

Calculation as per MATAt India’s statutory income tax rate of 20.5868% Less: Ind-AS AdjustmentLess: Dividend Income (Exempt)Add: Expenditure disallowed as per Rule 8DAdd: Interest on TDSAdd: Interest on Income TaxTax payable as per MAT Less: Deferred Tax Assets Effect of recasting

44,194,121

9,098,155-----

9,098,155(187,338)

-

7,552,716-----

7,552,716(141,665)

-

8,913,817

42,468,178

7,411,051Tax Expenses

44,194,121 42,468,178


46

Total

Note : 24

Components of Other Comprehensive Income (OCI)

The disaggregation of changes to OCI by each type of reserve in equity is shown below


(580,356)

161,455

(418,901)

(906,298)

252,132

(654,166)


Remeasurement of Defined benefit plans

Income Tax relating to Items that will not be reclassified to profit and loss

Note : 25

The company objective to manage its capital in a manner to ensure and safeguard their ability to continue as a going concern so that company can continue

to provide maximum returns to share holders and benefit to other stake holders. Company has paid dividend as per the guidelines issued by Department of

Public Enterprises (DPE) as follows:-

Total

Dividends

ParticularsFor the Period ended

31st March, 2018

Dividend Paid


For the Period ended31st March, 2019

-

-

-

-

-

-

Further, company manages its capital structure to make adjustments in light of changes in economic conditions and the requirements of the financial covenants.

Debt Equity Ratio

Long Term debt


31st March, 2018For the Year ended31st March, 2017

Borrowing


-

-

-

-

-

-

Equity (Note No.11)

Other equity (Note No.12)

125,000,000

100,125,795

125,000,000

100,125,795

125,000,000

38,601,290

Total equity 225,125,795

0:100 0:100 0:100

191,584,266 163,601,290

Debt Equity Ratio

In order to achieve this overall objective, the Company capital management, amongst other things, aims to ensure that it meets financial covenants attached to

the interest-bearing loans and borrowings that define capital structure requirements.

No changes were made in the objectives, policies or processes for managing capital during the years ended 31 March 2019.

Note 25 :Fair Value measurements

(i) Financial Instruments by Category

Particulars

Financial Assets

Loans

Investments

Cash and Cash Equivalents

Bank Balances other than

Cash and Cash equivalent

Other Financial Assets

Other receivables

Total Financial Assets

Financial LiabilitiesOther payables

Total Financial Liabilities

3/31/2019

FVTPL FVTOCI Amortised Cost

-

-

-

-

-

-

-

-

-

-

- -

- -

- -

102,524

225,889,053

33,958

-

916,892

226,942,427

2,575,817

2,575,817

3/31/2018


-

-

-

-

-

-

-

-

-

-

- -

- -

- -

296,155

188,119,353

29,061

-

11,142,941

199,587,510

1,195,579

1,195,579

3/31/2017


-

-

-

-

-

-

-

-

-

-

- -

- -

- -

250,183

160,618,418

25,229

-

2,922,074

163,815,904

403,092

403,092

(ii) Fair value of financial assets and liabilities that are measured at amortised cost:

ParticularsFor the Period ended 31st March, 2018 For the Year ended 31st March, 2017For the Period ended 31st March, 2019

Carrying Value Fair Value Carrying Value Fair Value Carrying Value Fair Value

Financial AssetsSecurity deposits -

-

-

-

-

-

-

-

-

-

-

-Total Assets

Financial LiabilitiesMiscellaneous Deposit -

-

-

-

-

-

-

-

-

-

-

-Total Assets

i) The carrying amounts of trade receivables, trade payables, cash and cash equivalents and other short term trade receivables and payables which are due to

be settled within 12 months are considered to the same as their fair values, due to short term nature.

ii) Investment in unquoted equity of subsidiaries and joint ventures are stated at cost as per exemption provided by para 10 of IND AS 27.

iii) Staff loans and advances have been continued at carying value as measurement implications are immaterial.


47

As at 31-03-2019

Particulars

Financial Assets

Financial assets at Amortised CostSecurity deposits

Level 1 Level 2 Level 3

224,000 224,000

224,000 224,000

-

-

-

-

Total

As at 31-03-2019

Particulars

Financial Liabilities

Financial assets at Amortised CostMiscellaneous deposits


--

--

- -

- -

Total

As at 31-03-2018

Particulars

Financial Assets



224,000 224,000

224,000 224,000

-

-

-

-

Total

As at 31-03-2018

Particulars




--

--

- -

- -

Total

As at 31-03-2017

Particulars

Financial Assets



170,000 224,000

170,000 224,000

-

-

-

-

Total

As at 31-03-2017

Particulars




--

--

- -

- -

Total

(iii) Financial risk management

The Company’s principal financial assets include trade and lease receivables and cash and cash equivalents that derive directly from its operations.

The Company's is expose to market risk, credit risk and liquidity risk. The company financial risk activities are governed by appropriated policies and procedures and that financial risk are identified, measured and managed in accordance with the companies policies and risk objectives. The board of directors reviews and agrees policies for managing each of these risk.

Note 26 Key sources of estimation uncertainty

The followings are the key assumptions concerning the future, and the key sources of estimation uncertainty at the end of the reporting period that may have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities with next financial year.

a) Fair valuation measurement and valuation process

The fair values of financial assets and financial liabilities is measured the valuation techniques including the DCF model. The inputs to these method are taken from observable markets where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. Judgments include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.

b) Taxes

Deferred tax assets are recognized for unused tax losses and unabsorbed depreciation to the extent that it is probable that taxable profit will be available against which losses can be utilised significant management judgment is required to determine the amount of deferred tax asset that can be recognised, based upon the likely timing and level of future taxable profit together with future tax planning strategies.

Note : 27


31st March, 2018

Impact on equity (increase/(decrease) in equity)

Sundry Debtors

Net Impact on Equity



-

-

-

-

-

-


31st March, 2018

Impact on statement in profit and loss (increase/(decrease) in profit)



-

-

-

-

-

-

-

-

-

Attributable to Equity Holders

Impact on basic and diluted earnings per share (EPS) (increase/(decrease) in EPS)


31st March, 2018

Earnings per share for continuing operation

Basic, profit from continuing operations attributable to equity holders

Diluted, profit from continuing operations attributable to equity holders



-

-

-

-

-

-


48

Note 28:- Management Fee

28.1 Collection from services Provided to IIFCL Mutual fund is treated as Management Fee. The corresponding current assets and liabilities in respect of such fee have been recognized on the basis of expenditure incurred plus supervision charges as agreed. The advance received is disclosed under Current Liabilities and the amount recoverable on account of fee under Sundry Debtors.

Note 29. Disclosure as required by the Micro , Small and Medium Enterprises Development Act, 2006 are as under:-

Company is not covered under Micro, Small and Medium Enterprises Development Act, 2006

Note 30. Expenditure in Foreign Currency




A- Profit or loss (except those recognised as financial instrument and measured at fair value)

Travel expenses

Project Management Consultancy

B- Other Comprehensive Income

- - -

- - -

NIL NIL NIL

Note 31. Managerial Remuneration


31st March, 2018

Short Term Employee benefits

Salary & allowances 14,564,911

240,000

10,680,069

430,000

200,000

160,000

70,000

10,754,296

360,000

130,000

60,000

170,000

Mr. Anil Taneja

Dr. E.S. Rao

Mr Ajay PS Sani

Mr. Sumiran Bansal



S.No

1

Sitting Fee

Dr. Pawan Singh

Mr. Sudhir Arya

Mr. M N Sharma

6,859,997

-

4,449,720

3,255,194

2,369,316

1,482,999

3,881,573

2,946,181

-

3,455,713

3,912,623

3,385,960

80,000

140,000

20,000

Post Employment benefits

Gratuity

Contribution to provident fund

2

- -

- -

--

14,804,911 11,110,069 11,114,296Total

Note 32. Earnings per Share:


31st March, 2018

Basic EPS

From continuing operation

From discontinuing operation



(' per share) (' per share) (' per share)

Diluted EPS

From continuing operation

From discontinuing operation

2.72

-

2.72

-

2.24

-

2.24

-

0.81

-

0.81

-

32.1 Basic Earning per Share

The earnings and weighted average number of equity shares used in calculation of basic earning per share:-




Profit attributable to equity holders of the company:

Continuing operations

Discontinuing operations

Earnings used in calculation of Basic Earning Per Share

Weighted average number of shares for the purpose of basic

earnings per share

33,960,431

-

27,982,975

-

10,106,917

-33,960,431

12,500,000

27,982,975

12,500,000

10,106,917

12,500,000

32.2 Diluted Earning per Share

The earnings and weighted average number of equity shares used in calculation of diluted earning per share:-




Profit attributable to equity holders of the company:

Continuing operations

Discontinuing operations

Earnings used in calculation of diluted Earning Per Share

from continuing operations

The weighted number of equity shares for the purpose of diluted earning per share reconciles to the weighted average number of equity shares used in

calculation of basic earning per share as follows:

33,960,431

-

27,982,975

-

10,106,917

-33,960,431 27,982,975 10,106,917


49

ParticularsFor the Year

ended 31st Mar, 2018

For the Year ended 31st Mar,

2017

For the Year ended 31st Mar,

2019

Weighted average number of Equity shares used in calculation of basic earnings per share

Effect of dilution:

Share Options

Weighted average number of Equity shares used in calculation of diluted earnings per share

12,500,000

-

12,500,000

-

12,500,000

12,500,000 12,500,000 12,500,000

Note 33. Composition of Group

Name of Company

Principal ActivityPlace of Incorporation

and Operation

Proportion of Ownership interest and voting Power held by company




Holding company

India

Infrastructure

Finance Company

Limited

Engaged in providing long term

financial assistance to commercially

viable infrastructure projects.INDIA 100% 100% 100%

Note 34. Related Party disclosures as required by Ind-AS 24 "Related party Disclosure"

34.1 Key Management Personnel:

Mr. Pankaj Jain

Mr. Sanjeev Kaushik

Mr. S B Nayar

Mr. Anil Taneja

Dr. E. S. Rao

Mr. Ajay PS Saini

Mr. Sumiran Bansal

Chairman (w.e.f. 18th January 2018)

Chairman (w.e.f. 29th June 2017 to 17th January 2018)

Chairman (ceased w.e.f. 11th June 2017)

Director & CEO (appointed w.e.f. 25 August 2017)

Director & CEO (ceased w.e.f. 17 August 2017)

Company Secretary

Head Finance & CFO

34.2 Enterprises in which Directors interest exist:

India Infrastructure Finance Company Limited

IIFCL (UK) Limited

IIFCL Projects Limited

34.3 Disclosure of transactions with related parties:

As at 31st March,

2019

As at 31st March,

2019

As at 31st March,

2018

As at 31st March,

2018

As at 31st March,

2017

As at 31st March,

2017

TransactionsOutstanding Amount*

(Unsecured, Considered Good)

Particulars

Remuneration to Key Personnel

India Infrastructure Finance Company Limited

Rent Reimbursement to IIFCL

Office & Admin Expenses Reimbursement

to IIFCL

Director Remuneration to IIFCL

Refer Note No31

8,314,8241,050,080

6,859,997

Refer Note No31

8,498,7871,732,497

4,385,552

Refer Note No31

8,662,1221,732,005

3,455,713

1,888,210 43,135

--

--

--

- - -

Note 35. Approval of financial statement

The financial statements were approved for issue by the Board of Directors on April 26, 2019

Note 36. Operating Cycle

The operating cycle of the Company is based on the time required from initiation of the service to completion of the service. The period required for completion

varies from project to project. However, in general, the duration is 12 months.

Note 37.

Company has adopted IndAS 115 (Revenue from Contract with Customers) in accordance with requirement of applicable financial reproting framework, due

to adotion of this there is no material impact on financial statements of IAMCL.

Note 38.

Previous year figures has been rearranged, regrouped and reclassified to make them confirmatory with current year figures.



FRN NO. 007694N



CA. Rajesh Khanna

Partner

M.No. 086321

Pankaj Jain

Chairman

DIN NO. 00675922

Anil Taneja

CEO

DIN: 07915933

Ajay PS Saini

Company Secretary

FCS-5786

Sumiran Bansal

Head Finance & CFO

ACA-535730

Place : New Delhi

Date : 26-04-2019


ATTENDANCE SLIP

Name of the Attending Member (in block letters)

Folio No.

No. of Shares held

Name of Proxy (in block letters, to be lled if

the proxy attends instead of the member

thI, hereby record my presence at the 7 Annual General Meeting of the Company held on

____________________________________at the Meeting Room of India Infrastructure Finance

thCompany Limited (IIFCL), 5 Floor, Plate-A, NBCC TOWER-02, East Kidwai Nagar,

New Delhi-110023.

Member's/Proxy's Signature

NOTES:

1. The attendance slip should be signed as per the specimen signature registered with the

Company. Such duly completed and signed Attendance Slip (s) should be handed over to

the Head Company Secretariat & Compliances at the venue.

2. Members are please requested to carry photo-ID card for identication/verication.

3. Shareholders present in person or through registered proxy only shall be entertained.

4. No gifts will be distributed at the Annual General Meeting.


(A Wholly Owned Subsidiary of IIFCL, A Govt. of India Enterprise)

CIN: U65991DL2012GOI233601thRegd. Ofce: 5 Floor, Plate-A, NBCC TOWER-02, East Kidwai Nagar,

New Delhi-110023

Phone: 011-24665900-10

Email: [email protected] Website: www.iifclmf.com

50

Form No. MGT-11Proxy Form

[Pursuant to section 105(6) of the Companies Act, 2013 and rule 19(3) of the Companies (Management and Administration) Rules, 2014]

CIN:U65991DL2012GOI233601

Name of the Company: IIFCL Asset Management Company LimitedthRegistered ofce: Floor, Plate-A, NBCC TOWER-02, East Kidwai Nagar, New Delhi-110023.

Name of the member(s):Registered Address:

Email Id:

Folio No/Client Id:

DP ID:

I/we, being the member(s) of ______shares of the above named company, hereby appointName:_________________

Address:_______________Email ID:_______________Signature:_____________, or failing him

1.

Name:_________________

Address:_______________Email ID:_______________Signature:_____________, or failing him

2.

Name:__________________

Address:________________Email ID:_______________Signature:________________, or failing him

3.

thas my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 7 Annual General

thMeeting of the company, to be held on Friday, the 27 September, 2019 at 2.30 p.m at the Meeting Room of

thIndia Infrastructure Finance Company Limited (IIFCL), 5 Floor, Plate-A, NBCC TOWER-02, East Kidwai Nagar, New Delhi-110023 and at any adjournment thereof in respect of such resolutions as are indicated below:

Resolution No.1.__________2.__________3.__________

Sighed this___day of ____2019

Signature of ShareholderSignature of Proxy holder(s)

Note: This form of proxy in order to be effective should be duly completed and deposited at the Registered Ofce of the Company, not less than 48 hours before the commencement of the Meeting.

Afx revenue stamp of

₹1

51

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52

(A Wholly Owned Subsidiary of IIFCL, A Government of India Enterprises)


CIN : U65991DL2012GO1233601

Regd. Office : 5th Floor, Plate-A, NBCC Tower-02, East Kidwai Nagar,

New Delhi-110023. Phone : 011-24665900-10

Email : [email protected], Website : www.iifclmf.com

I A M C L

NNUAEPOR - iifclmf.comiifclmf.com/wp-content/uploads/2016/04/IIFCL-Asset... · NOTICE is hereby given that Seventh Annual General Meeting of the Members of IIFCL Asset Management

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