Annual Report 18-19
Annual Report 18-19
Annual Report 18-19
»
July 01, 2019
Sub: Submission of the Annual Report for the financial year 2018-19 and Notice of Annual
General Meeting
Pursuant to the requirements of Regulation 34 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, please find enclosed the Annual Report of the Company for the
financial year 2018-19 along with the Notice of Eleventh Annual General Meeting of the Company to be
held on Monday, July 29, 2019 at 3:00 p.m. at Swatantryaveer Savarkar Rashtriya Smarak, 252
Swatantryaveer Savarkar Marg, Shivaji Park, Dadar, Mumbai - 400 028 which are being dispatched/
sent to the Members by the permitted mode(s).
Further, the aforesaid Annual Report along with Notice of Annual General Meeting has also been
uploaded on the website of the Company at https:/lwww.ltfs.comlinvestors.html
Thanking you ,
Yours faithfully,
Encl: as above .
Dear Members,
The Directors of your Company have the pleasure in presenting the Eleventh Annual Report together with the
audited financial statements for the financial year (“FY”) ended March 31, 2019.
FINANCIAL RESULTS
The summary of the Company’s financial performance, both on a consolidated and standalone basis, for
FY 2018-19 as compared to the previous FY 2017-18 is given below:
(R cr)
Particulars Consolidated Standalone
2018-19 2017-18 2018-19 2017-18
Total income 13,301.52 10,266.26 526.48 477.82
Less: Total expenses 10,249.54 8,820.50 222.45 185.12
Profit before tax 3,051.98 1,445.76 304.03 292.70
Less: Tax expense 819.95 168.24 36.97 26.65
Profit after tax 2,232.03 1,277.52 267.06 266.05
Add: Share in profit of associate company – 0.83 – –
Net profit after tax and share in profit of associate 2,232.03 1,278.35 267.06 266.05
company
Profit for the year (owners of the Company) 2,226.30 1,254.68 267.06 266.05
Actuarial gain on defined benefit plan (gratuity) (1.50) (0.94) (0.32) 0.62
net of income tax
Total comprehensive income for the year (owners 2,224.80 1,253.74 266.74 266.67
of the Company)
Add: Balance brought forward from previous year 1,300.94 580.68 189.57 142.21
Balance Available 3,525.74 1,834.42 456.31 408.88
Appropriations
Dividend paid 199.71 145.74 199.70 145.74
Additional tax on dividend paid 70.67 76.73 – –
Transfer to Reserve u/s 45-IC of Reserve Bank of 295.32 176.66 53.41 73.57
India Act, 1934
Transfer to Debenture Redemption Reserve 62.41 48.07 – –
Transfer to Reserve u/s 36(1)(viii) of Income Tax 114.35 85.62 – –
Act, 1961
Transfer to Reserve u/s 29-C of National Housing 11.87 0.66 – –
Bank Act, 1987
Surplus in the Statement of Profit and Loss 2,771.41 1,300.94 203.20 189.57
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COMPANY
transition has been carried out from the erstwhile The information on the affairs of the Company has been
Accounting Standards notified under the Act, read with given as part of the Management Discussion & Analysis
relevant rules issued thereunder and guidelines issued
Report forming part of this Report.
by the Reserve Bank of India (“RBI”) (collectively referred
to as the “Previous GAAP”). The figures have been MATERIAL CHANGES AND COMMITMENTS
presented in accordance with the format prescribed for There were no material changes and commitments
financial statements for NBFC whose financial statements affecting the financial position of the Company which
are drawn up in compliance with the Companies (Indian occurred between the end of the financial year to which
Accounting Standards) Rules, 2015, in Division III of these financial statements relate and the date of this
Notification No. GSR1022 (E) dated October 11, 2018,
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Report.
issued by MCA.
DIVIDEND
Being a Core Investment Company, the Company’s The Dividend Distribution Policy of the Company
standalone revenue is, substantially, dividend from its approved by the Board is in line with the Securities
subsidiaries and hence, it is meaningful to look at the and Exchange Board of India (Listing Obligations
consolidated performance. and Disclosure Requirements) Regulations, 2015
Consolidated (“SEBI Listing Regulations”). The Policy has
• Total income grew by 29.57% from R 10,266.26 cr in been uploaded on the Company’s website at
Board’s Report
FY 2017-18 to R 13,301.52 cr in FY 2018-19. https://www.ltfs.com/investors.html.
• Profit before taxes grew from R 1,445.76 cr in The Board of Directors had declared and paid an interim
FY 2017-18 to R 3,051.68 cr in FY 2018-19. dividend @ 9.00%, 8.50%, 8.35%, 8.15% and 8.95%
• Profit for the year attributable to owners of per share (on a pro rata basis for the issuances made
the Company also grew from R 1,254.68 cr in during the year), as applicable, on the five series of
FY 2017-18 to R 2,226.30 cr in FY 2018-19. Cumulative Compulsorily Redeemable Non-Convertible
During the year, the net loan book size grew from Preference Shares (“CCRPS”) of face value of
R 77,088.34 cr to R 91,324.63 cr reflecting a growth of R 100 each of the Company, during FY 2018-19,
Corporate Governance
18.47%. entailing an outflow of R 88.60 cr (excluding Dividend
Distribution Tax).
The Average Assets Under Management (“AAUM”)
in the Mutual Fund business stood at R 70,944.36 cr The Board of Directors is pleased to recommend
for the quarter ended March 31, 2019 as against a final dividend of R 1 per Equity Share of
R 65,931.65 cr for the quarter ended March 31, 2018, R 10 each (previous year R 1 per Equity Share) subject to
reflecting a growth of around 8%. approval of the Members in the ensuing Annual General
Meeting (“AGM”). In terms of Ind AS-10, events after
The Assets Under Service (“AUS”) of the Wealth
the reporting period as notified by the MCA, the
Management business stood at R 28,164.05 cr
for the quarter ended March 31, 2019 as against proposed dividend of R 199.88 cr is not recognised as
R 18,353.66 cr for the quarter ended March 31, 2018, liability as on March 31, 2019.
reflecting a growth of around 53%. The dividend, if approved at the ensuing AGM, would
be paid to those Members whose names appear in the
Financials
Standalone
Register of Members / Beneficial Owners maintained by
• Total income grew by 10.18% from R 477.82 cr in the depositories as stated in Notice of the ensuing AGM.
FY 2017-18 to R 526.48 cr in FY 2018-19.
CREDIT RATING
• Profit before taxes grew from R 292.70 cr in
FY 2017-18 to R 304.03 cr in FY 2018-19. During the year under review, CARE Ratings Limited
(“CARE”), ICRA Limited (“ICRA”) and India Ratings and
• Profit for the year also grew from R 266.05 cr in Research Private Limited (“India Ratings”) reviewed the
FY 2017-18 to R 267.06 cr in FY 2018-19. ratings on various debt instruments of the Company.
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are available on the website of the Company at
Mr. S. V. Haribhakti and Mr. P. V. Bhide were appointed https://www.ltfs.com/investors.html.
as Independent Directors of the Company at the
Fit and Proper Criteria & Code of Conduct
Sixth AGM, held on July 24, 2014 for a term of 5
consecutive years, from April 1, 2014 to March 31, All the Directors meet the fit and proper criteria
2019. Pursuant to the provisions of Section 149 of stipulated by RBI.
the Act read with relevant rules made thereunder, an All the Directors and Senior Management of the
Independent Director can hold the office for a term of Company have affirmed compliance with the Code of
upto 5 consecutive years on the Board of a company, Conduct of the Company.
but is eligible for re-appointment on passing of a special
KEY MANAGERIAL PERSONNEL (“KMPs”)
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resolution by the company, based on the report of
evaluation of their performance for another term of There was no change in the KMPs of the Company
upto 5 years. No independent director can hold office during the year under review. As at March 31, 2019,
for more than two consecutive terms. the Company had following KMPs:
1) Mr. Dinanath Dubhashi – Managing Director &
Further to the aforesaid and based on the
Chief Executive Officer
recommendation of the Nomination and Remuneration
Committee of the Company (“NRC”), the Board at its 2) Mr. Sachinn Joshi – Chief Financial Officer
Meeting held on March 19, 2019 has approved the 3) Ms. Apurva Rathod – Company Secretary
Board’s Report
re-appointment of Mr. S. V. Haribhakti and Mr. P. V. Bhide COMPANY’S POLICY ON DIRECTORS’
as Independent Directors for a second term of upto 5 APPOINTMENT AND REMUNERATION FOR
consecutive years from April 1, 2019 to March 31, 2024, DIRECTORS, KEY MANAGERIAL PERSONNEL AND
subject to the approval of the shareholders by way of a OTHER EMPLOYEES
special resolution, and continuation of Mr. S. V. Haribhakti
A. Background and objectives
as the Non-Executive Chairman of the Company.
Section 178 of the Act and Regulation 19 read with
Section 152 of the Act provides that unless the Articles
Part D of Schedule II of the SEBI Listing Regulations,
of Association provide for the retirement of all directors
requires the NRC to formulate a policy relating to the
Corporate Governance
at every AGM, not less than two-third of the total
remuneration of the Directors, Senior Management
number of directors of a public company (excluding the
/ KMPs and other employees of the Company and
independent directors) shall be persons whose period
recommend the same for approval of the Board.
of office is liable to determination by retirement of
directors by rotation, of which one-third are liable to Further, Section 134 of the Act stipulates that the
retire by rotation. Accordingly, Mr. R. Shankar Raman, Board’s Report is required to include a statement
Non-Executive Director will retire by rotation at the on Company’s Policy on Directors’ appointment
ensuing AGM and being eligible, has offered himself for and remuneration including criteria for determining
re-appointment. qualifications, positive attributes, independence
of director and remuneration for KMPs and other
The terms and conditions of appointment of
employees.
Independent Directors are also available on the website
of the Company at https://www.ltfs.com/investors.html. The Board of Directors has, based on the
Financials
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mandated under regulatory provisions have been the core option. The principles applied for defining
duly carried out in the Policy. contents of the report and quality are as prescribed
by the GRI Standards. The detailed Sustainability
PERFORMANCE EVALUATION Report is available on the website of the Company at
https://www.ltfs.com/investors.html.
Pursuant to the provisions of the Act and the SEBI
Listing Regulations, the Board has carried out an annual Further, in terms of Regulation 34(2)(f) of the SEBI
evaluation of its own performance, performance of the Listing Regulations, top 500 listed entities based on
Directors individually and the Committees of the Board. their market capitalisation as on March 31, 2019 are
required to submit a Business Responsibility Report
Manner of Evaluation (“BRR”) as a part of the Annual Report. The Company’s
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The NRC and the Board have laid down the manner in BRR describing the initiatives taken by the Company
which formal annual evaluation of the performance of has been hosted on the website of the Company at
the Board, its Committees and individual directors has https://www.ltfs.com/investors.html. Any Member
to be made. interested in obtaining a copy of the BRR may write
to the Company Secretary of the Company at the
It includes circulation of evaluation forms separately for registered office address.
evaluation of the Board and its Committees, Independent
Directors / Non-Executive Directors / Managing Director REPORT ON CORPORATE GOVERNANCE
and Chief Executive Officer and Chairperson of the The Report on Corporate Governance for the year under
Board’s Report
Company. review, is forming part of the Annual Report. The certificate
The process of the annual performance evaluation from the Statutory Auditors of the Company confirming
broadly comprises: compliance with the conditions of Corporate Governance
is appended to the Corporate Governance Report.
a) Board and Committee Evaluation:
• Evaluation of Board as a whole and the STATUTORY AUDITORS
Committees is done by the individual directors / Pursuant to the provisions of Section 139(2) of the Act
members, followed by submission of collation to and the rules made thereunder, the Members at their
Corporate Governance
NRC and feedback to the Board. Eighth AGM held on August 23, 2016, had appointed
b) Independent / Non-Executive Directors Evaluation: M/s. B. K. Khare & Co., Chartered Accountants
(ICAI Firm’s Registration Number 105102W) and
• Evaluation done by Board members excluding M/s. Deloitte Haskins & Sells LLP, Chartered Accountants
the Director being evaluated is submitted to (ICAI Firm’s Registration Number 117366W/W-100018)
the Chairperson of the Company and individual
as the Joint Statutory Auditors of the Company for a term
feedback provided to each Director.
of five years, i.e. from the conclusion of Eighth AGM till
c) Chairperson / Managing Director & Chief the conclusion of the Thirteenth AGM. Joint Statutory
Executive Officer Evaluation: Auditors have confirmed that they are not disqualified
• Evaluation as done by the individual directors is from continuing as Auditors of the Company.
submitted to the Chairperson of the NRC and AUDITORS’ REPORT
Chairperson of the NRC provides feedback to Financials
the NRC and subsequently to the Board. The Auditors’ Report to the Members for the year under
review does not contain any qualification. The Notes
EMPLOYEE STOCK OPTION SCHEME to the Accounts referred to in the Auditors’ Report are
The disclosures required to be made under the Securities self-explanatory and therefore do not call for any further
and Exchange Board of India (Share Based Employee clarifications under Section 134(3)(f) of the Act.
Benefits) Regulations, 2014 is available on the website
SECRETARIAL AUDIT
of the Company at https://www.ltfs.com/investors.html.
The certificate from the Statutory Auditors, confirming Pursuant to the provisions of Section 204 of the Act,
compliance with the aforesaid provisions has been the Companies (Appointment and Remuneration of
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Companies (Accounts) Rules, 2014, a report on the function, process owners undertake corrective action, if
performance and financial position of each of the any, in their respective areas and thereby strengthen the
subsidiaries and associates of the Company has been controls. Significant audit observations and corrective
appended as Annexure D to this Report. The highlights actions thereon are presented to the Audit Committee
of performance of subsidiaries and the contribution by (“AC”) of the Company from time to time.
such subsidiaries is given as a part of the Management BOARD MEETINGS
Discussion & Analysis Report forming part of this Report. The details of the Board meetings held during
DIRECTORS’ RESPONSIBILITY STATEMENT FY 2018-19 are disclosed in the Corporate Governance
Pursuant to the provisions of Section 134(5) of the Act, Report appended to this Report.
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the Board of Directors confirms that, to the best of its COMPOSITION OF AUDIT COMMITTEE
knowledge and belief: The Company has constituted an AC in terms of the
1) in the preparation of the annual accounts, the requirements of the Act, Regulation 18 of the SEBI Listing
applicable accounting standards have been Regulations and RBI Regulations. The details of the same
followed along with proper explanation relating to are disclosed in the Corporate Governance Report.
material departures, if any; CORPORATE SOCIAL RESPONSIBILITY
2) the Directors have selected such accounting In accordance with the requirements of the provisions of
Board’s Report
policies and applied them consistently and made Section 135 of the Act, the Company has constituted a
judgments and estimates that are reasonable Corporate Social Responsibility (“CSR”) Committee. The
and prudent so as to give a true and fair view composition and terms of reference of the CSR Committee
of the state of affairs of the Company as at are provided in the Corporate Governance Report.
March 31, 2019 and of the profit of the Company
for that period; The Company has also formulated a CSR Policy
(“Policy”) in accordance with the requirements of
3) the Directors have taken proper and sufficient the Act and containing details specified therein
care for the maintenance of adequate accounting which is available on the website of the Company at
records in accordance with the provisions of the
Corporate Governance
https://www.ltfs.com/csr.html. During the year under
Act for safeguarding the assets of the Company review, the Policy has been updated to include some
and for preventing and detecting fraud and other components within the already approved thrust areas like
irregularities; providing aid to women entrepreneurs, digital financial
4) the Directors have prepared the annual accounts inclusion and adding of sustainable development goals
on a going concern basis; as per United Nations. An annual report on activities
5) the Directors have laid down internal financial as required under Companies (Corporate Social
controls to be followed by the Company and that Responsibility Policy) Rules, 2014 has been appended as
such internal financial controls are adequate and Annexure E to this Report.
operating effectively; and VIGIL MECHANISM
6) the Directors have devised proper systems to ensure Pursuant to Rule 7 of the Companies (Meetings of Financials
compliance with the provisions of all applicable Board and its Powers) Rules, 2014 read with Section
laws including applicable secretarial standards and 177(9) of the Act, the Company has adopted a Vigil
that such systems were adequate and operating Mechanism Framework, under which the “Whistle
effectively. Blower Investigation Committee” (“the Committee”)
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY has been set up. The objective of the framework is to
establish a redressal forum, which addresses all concerns
The Company has an internal control system, raised on questionable practices and through which the
commensurate with the size, scale and complexity of its Directors and employees can raise actual or suspected
operations. Testing of such systems forms a part of review violations.
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Section 92(3) of the Act shall be hosted on the website of the Company’s bankers for the ongoing support extended
the Company viz. https://www.ltfs.com/investors.html. by them. The Directors also place on record their sincere
appreciation for the continued support extended by
SIGNIFICANT AND MATERIAL ORDERS PASSED BY the Company’s stakeholders and trust reposed by them
THE REGULATORS OR COURTS in the Company. The Directors sincerely appreciate the
There are no significant and material orders passed commitment displayed by the employees of the Company
by the Regulators / Courts which would impact the and its subsidiaries across all levels, resulting in successful
going concern status of the Company and its future performance during the year.
operations.
Further, no penalties have been levied by RBI / any other
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Regulators during the year under review. For and on behalf of the Board of Directors
RBI REGULATIONS
The Company has complied with all the applicable
regulations of RBI as on March 31, 2019. S. V. Haribhakti Dinanath Dubhashi
OTHER DISCLOSURES Chairperson Managing Director &
DIN: 00007347 Chief Executive Officer
During the year under review, except as specified in this DIN: 03545900
Board’s Report
Report, the Company has not obtained any registration
/ license / authorisation, by whatever name called from Place: Mumbai
any other financial sector regulators. Date: April 28, 2019
Corporate Governance
Financials
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compliance with Clause 13 of the Regulations. This certificate should not be circulated, copied, used /referred
to for any other purpose, without our prior written consent. Accordingly, we do not accept or assume any
liability or any duty of care of for any other purpose or to any other party to whom it is shown or into whose
hands it may come without our prior consent in writing.
MD&A
Sanjiv V. Pilgaonkar
Partner
(Membership No. 39826)
Mumbai, April 28, 2019
UDIN : 19039826AAAAAH4846
Board’s Report
Corporate Governance
Financials
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I further report that the Board of Directors of the Company as on the date of this report is constituted
with 1 Executive Director, 2 Non-Executive Directors, 5 Independent Directors and 1 Investor Director. The
Independent Directors are more than 1/3rd of the required Board strength. The changes in the composition
of the Board of Directors that took place during the period under review were carried out in compliance with the
provisions of the Act.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda
were sent at least seven days in advance, and a system exists for seeking and obtaining further information and
clarifications on the agenda items before the meeting and for meaningful participation at the meeting. Majority
decision is carried through while the dissenting members’ views are captured and recorded as part of the minutes,
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in case of dissent.
I further report that, based on review of the compliance mechanism established by the Company and the
Compliance Certificates taken on record by the Board of Directors at their meetings, there are adequate
systems and processes in the Company commensurate with the size and operations of the Company to monitor and
ensure compliance with applicable laws, rules, regulations and guidelines.
I further report that during the audit period the following events / actions have taken place, having a major
bearing on the Company’s affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards,
etc., like -
Board’s Report
(i) Public/Right/Preferential issue of shares / debentures/sweat equity, etc., viz. –
Issue of 2,50,00,000 Cumulative Compulsorily Redeemable Non-Convertible Preference Shares
(“CCRPS”) of face value R 100 each for cash at par aggregating to R 2,50,00,00,000 on a private
placement basis, which were subsequently listed on BSE Limited.
(ii) Redemption / buy-back of securities-
Redemption of 2,50,00,000 CCRPS of face value R 100 each aggregating to R 2,50,00,00,000.
(iii) Major decisions taken by the members in pursuance to section 180 of the Companies Act, 2013 – NIL.
Corporate Governance
(iv) Merger / amalgamation / reconstruction, etc.- NIL
(v) Foreign technical collaborations – NIL.
(vi) Other Events
Subscription /acquisition of Equity Shares of the following subsidiary companies of the Company:
NAINA R DESAI
Practicing Company Secretary
Place: Mumbai Membership No. 1351
Date: April 22, 2019 Certificate of Practice No.13365
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1 The ratio of the remuneration of each director to N.A.(2)
the median remuneration of the employees of the
Company for the financial year.(1)
2 The percentage increase in remuneration of each Managing Director & Chief Executive Officer –
Director, Chief Financial Officer, Chief Executive 14%
Officer, Company Secretary or Manager, if any, in Chief Financial Officer – 8%
the financial year.(1) Company Secretary – 20%
3 The percentage increase in the median remuneration 11.8%
of employees in the financial year.
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4 The number of permanent employees on the rolls 2
of Company.
5 Average percentile increase already made in the Employees other than Managerial personnel
salaries of employees other than the managerial managerial personnel
personnel in the last financial year and its comparison
with the percentile increase in the managerial
remuneration and justification(3) thereof and point 8% 14%
Board’s Report
out if there are any exceptional circumstances for
increase in the managerial remuneration.
6 Affirmation that the remuneration is as per We affirm that the remuneration is as per the
remuneration policy of the Company. nomination and remuneration policy of the
Company
(1)
For the purpose of determining the ratio of remuneration and percentage increase in remuneration of directors as stipulated in Sr. No. 1 & 2 above, only
remuneration of Executive Director is considered.
(2)
Corporate Governance
Considering that the Company is a Core Investment Company which carries on its business through its underlying subsidiaries and in view of the fact that the
Executive Director is entrusted with group level responsibilities, comparing the ratio of the remuneration of the Director to the median remuneration of the
employees of the Company would not be meaningful.
(3)
Increase in remuneration is after taking into consideration performance of an individual and the Company.
DIN: 03545900
Place: Mumbai
Date: April 28, 2019
60
Statement containing salient features of the financial statement of subsidiaries, associate companies and joint ventures
Part - A: Subsidiaries (R cr)
Sr. No. 1 2 3 4 5 6 7 8 9 10 11 12
Name of the L&T L&T Finance L&T Housing L&T Infra L&T L&T Mutual L&T Capital L&T Financial L&T Infra L&T Infra Mudit Cement L&T Capital
subsidiary Infrastructure Limited Finance Limited Debt Fund Investment Fund Trustee Markets Consultants Investment Investment Private Limited Markets
Finance Limited Management Limited Limited Limited Partners Advisory Partners Trustee (Middle East)
Company Limited Private Limited Private Limited Limited (1)
Limited
Financial year ending on March 31, 2019
Currency - - - - - - - - - - - USD
Exchange rate on the - - - - - - - - - - - 69.16
last day of financial year
Date of acquisition - December 31, 2012 October 9, 2012 - - - - - - - December 27, 2013 -
Share capital 1,255.30 1,599.14 165.37 490.18 251.82 0.15 52.31 18.75 5.00 0.10 2.10 5.41
Other equity 2,675.06 7,301.29 1,366.55 571.05 275.40 1.28 30.14 48.55 6.21 (0.05) (28.30) (3.87)
Total assets 28,408.78 55,836.72 13,095.05 8,606.40 604.37 1.49 99.62 482.19 12.72 0.06 38.36 19.79
Total liabilities 24,478.42 46,936.29 11,563.14 7,545.17 77.15 0.07 17.16 414.89 1.51 0.01 64.56 18.24
Investments 2,080.54 4,684.30 1,617.18 167.04 277.79 1.11 68.50 4.26 8.23 0.03 - -
Annual
Wholly owned subsidiary of the Company incorporated under the Companies Law, Dubai International Financial Centre (DIFC) Law No. 2 of 2009 on July 1, 2018.
Name of subsidiaries which are yet to commence operations: Mudit Cement Private Limited
Name of subsidiaries which have been liquidated or sold during the year: –
Part - B: Associate and Joint Venture
Report
[Statement pursuant to Section 129(3) of the Companies Act, 2013 related to Associate Company and Joint Venture]
Name of Associate Grameen Capital India Private Limited
1. Latest audited Balance Sheet Date March 31, 2018
2. Date on which the Associate was associated June 5, 2015
3. Shares of Associate held by the company as at March 31, 2019
Number of shares 21,26,000
2018 - 19
Amount of equity investment in Associate (R cr) 2.12
Amount of preference investment in Associate (R cr) 3.87
4. Holding % / Description of significant influence 26% of shareholding
5. Reason of non consolidation of the associate No Significance influence as per IndAS 28
6. Networth attributable to Shareholding as per latest Audited Balance Sheet (R cr) -
7. Profit/Loss for the year:
i. Considered in Consolidation (R cr) -
ii. Not Considered in Consolidation (R cr) -
Name of associates or joint ventures which are yet to commence operations –
Name of associates or joint ventures which have been liquidated or sold during the year –
For and on behalf of board of directors of L&T Finance Holdings Limited
S. V. Haribhakti Dinanath Dubhashi
Chairperson Managing Director & Chief Executive Officer
(DIN: 00007347) (DIN: 03545900)
Place: Mumbai Sachinn Joshi Apurva Rathod
Date: April 28, 2019 Chief Financial Officer Company Secretary
ANNUAL REPORT 2018-19 - ANNEXURE E TO BOARD’S REPORT
Annual Report on Corporate Social Responsibility (“CSR”)
[Pursuant to Companies (Corporate Social Responsibility Policy) Rules, 2014]
As required under Section 135(4) of the Companies Act, 2013 and Rule 9 of Companies (Accounts) Rules, 2014,
the details with respect to CSR are as follows:
1) A brief outline of the Company’s CSR policy, including overview of projects or programmes proposed
to be undertaken and a reference to the web-link to the CSR policy and projects or programmes:
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L&T Financial Services aspires to bring in inclusive social transformation of the rural communities by nurturing
and creating opportunities for sustainable livelihoods. The policy clearly states the organization’s core CSR thrust
areas as Integrated Water Resource Management and Financial Inclusion. The policy defines the Company’s
CSR vision with a clear implementation methodology. The CSR Policy has been formulated in accordance with
the provisions of Section 135 of the Companies Act, 2013 and is available on the website of the Company at
https://www.ltfs.com/csr.html.
2) Composition of the CSR Committee:
The composition of CSR Committee is disclosed in the Corporate Governance Report.
3) Average Net Profit of the Company for the last three financial years: R 34.22 cr.
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4) Prescribed CSR expenditure and details of CSR spend during the financial year:
Particulars Amount (R cr)
Prescribed CSR Expenditure 0.68
Amount spent as CSR 0.68
Amount unspent -
Board’s Report
(R cr)
Sr. CSR project or activity Sector in which Projects or Amount Amount spent Cumulative Amount
No. identified project is programme outlay on the projects expenditure spent - Direct
covered coverage (budget) or programmes. upto the or through
project or Sub heads: reporting implementing
programme (a) Direct period agencies
wise expenditure &
(b) Overheads
1. Integrated Water (i) eradicating State: 0.50 (a) 0.48 0.50 Indirect**
Corporate Governance
Resource Management extreme hunger Maharashtra (b) 0.02
(IWRM) and poverty; Districts:
Improve the crop yield for (iv) ensuring Solapur,
the marginalized farmers environmental Latur,
in the semi-arid regions sustainability Osmanabad
through Integrated Water x) rural
Resource Management, development
reaching to 15,000 project
farmers from 30 villages of
Solapur, Latur, Osmanabad
2. Digital Sakhi - iii) Promoting State: 0.15 (a) 0.14 0.15 Indirect**
Maharashtra gender equality, Maharashtra (b) 0.01
• Interventions of Digital empowering Districts:
Financial Literacy & women for Osmanabad,
Entrepreneurship reducing Pune and
Financials
6) Responsibility Statement:
The CSR Committee confirms that the implementation and monitoring of CSR Policy, is in compliance with CSR
objectives and policy of the Company.
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I. REGISTRATION AND OTHER DETAILS
i) CIN L67120MH2008PLC181833
ii) Registration Date May 1, 2008
iii) Name of the Company L&T Finance Holdings Limited
iv) Category/Sub-category of the Company Company limited by shares / Indian Non-Government
Company
v) Address of the Registered office & contact Brindavan, Plot No. 177, C.S.T Road, Kalina,
details Santacruz (East), Mumbai – 400 098,
MD&A
Maharashtra, India.
Phone: +91 22 6212 5000
Fax: +91 22 6212 5553
E-mail: igrc@ltfs.com
Website: www.ltfs.com
vi) Whether listed company Yes
vii) Name, Address & contact details of the M/s. Link Intime India Private Limited
Board’s Report
Registrar & Transfer Agent, if any. C-101, 247 Park, L.B.S. Marg, Vikhroli (West),
Mumbai - 400 083, Maharashtra, India.
Tel: +91 22 4918 6270
Fax: +91 22 4918 6060
E-mail: rnt.helpdesk@linkintime.co.in
Toll Free: 1800 102 7796
II. PRINCIPAL BUSINESS ACTIVITY OF THE COMPANY
Sr. No. Name & Description of main products/ NIC Code of the Product % to total turnover of
Corporate Governance
services /service the company
1 Non-Banking Financial Institution – 64200 91.57%
Core Investment Company (NBFC-CIC)
III. PARTICUALRS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES
Sr. Name & Address of the Company CIN/GLN Holding/ % of Shares Applicable
No. Subsidiary/ Held Section
Associate
9 L&T Infra Investment Partners Advisory Private U67190MH2011PTC218046 Subsidiary 100 2(87)(ii)
Limited Company
Plot No. 177, Vidyanagari Marg, C.S.T Road, Kalina,
Santacruz (East), Mumbai–400 098,
Maharashtra, India.
10 L&T Infra Investment Partners Trustee Private U67190MH2011PTC220896 Subsidiary 100 2(87)(ii)
Limited Company
Plot No. 177, Vidyanagari Marg, C.S.T Road, Kalina,
Santacruz (East), Mumbai–400 098,
Maharashtra, India.
13 L&T Capital Markets (Middle East) Limited 2908** Subsidiary 100 2(87)(ii)
Office No. 501-502, Level 5, Liberty House, Company
DIFC, Dubai, United Arab Emirates.
About Us
(1) Indian
a) Individual/HUF. – – – – – – – – –
b) Central Govt. – – – – – – – – –
c) State Govt (s). – – – – – – – – –
d) Bodies Corporate 1,27,75,20,203 – 1,27,75,20,203 64.01 1,27,75,20,203 – 1,27,75,20,203 63.91 -0.10
e) Bank/FI – – – – – – – – –
f) Any other – – – – – – – – –
MD&A
Sub-total: (A) (1) 1,27,75,20,203 – 1,27,75,20,203 64.01 1,27,75,20,203 – 1,27,75,20,203 63.91 -0.10
(2) Foreign
a) NRIs- Individuals – – – – – – – – –
b) Other– Individuals – – – – – – – – –
c) Bodies Corporate – – – – – – – – –
d) Banks/FI – – – – – – – – –
e) Any other – – – – – – – – –
Board’s Report
Sub-total (A) (2) – – – – – – – – –
Total Shareholding of Promoter 1,27,75,20,203 – 1,27,75,20,203 64.01 1,27,75,20,203 – 1,27,75,20,203 63.91 -0.10
(A)= (A)(1)+(A)(2)
B. Public Shareholding
(1) Institutions
a) Mutual Funds 10,43,97,227 – 10,43,97,227 5.23 4,90,40,817 – 4,90,40,817 2.45 -2.78
b) Banks/FI 97,57,141 – 97,57,141 0.49 87,88,514 – 87,88,514 0.44 -0.05
Corporate Governance
c) Central Govt. – – – – – – – – –
d) State Govt(s). – – – – – – – – –
e) Venture Capital Fund – – – – – – – – –
f) Insurance Companies – – – – – – – – –
g) FIIs / FPIs 18,35,03,993 – 18,35,03,993 9.20 22,76,95,268 22,76,95,268 11.39 2.20
h) Foreign Venture Capital Funds – – – – – – – – –
i) Others (specify)
i) Alternate Investment 14,47,478 – 14,47,478 0.07 13,41,150 – 13,41,150 0.07 -0.01
Funds
Sub-total (B)(1): 29,91,05,839 – 29,91,05,839 14.99 28,68,65,749 28,68,65,749 14.35 -0.64
Financials
About Us
1 BC Asia Growth Investments
At the beginning of the year April 01, 2018 6,38,20,990 3.20 - -
At the end of the year March 31, 2019 - - 6,38,20,990 3.19
2 ICICI Prudential Life Insurance
Company Limited
At the beginning of the year April 01, 2018 2,51,87,016 1.26 - -
Purchase April 06, 2018 16,745 ~ 2,52,03,761 1.26
Purchase April 13, 2018 16,662 ~ 2,52,20,423 1.26
Purchase April 27, 2018 1,90,925 0.01 2,54,11,348 1.27
Purchase May 04, 2018 5,283 ~ 2,54,16,631 1.27
MD&A
Purchase May 11, 2018 4,20,354 0.02 2,58,36,985 1.29
Purchase May 18, 2018 12,301 ~ 2,58,49,286 1.30
Purchase May 25, 2018 3,32,037 0.02 2,61,81,323 1.31
Purchase June 01, 2018 18,98,178 0.10 2,80,79,501 1.41
Purchase June 08, 2018 9,72,434 0.05 2,90,51,935 1.46
Purchase June 15, 2018 1,21,058 0.01 2,91,72,993 1.46
Purchase June 22, 2018 2,11,185 0.01 2,93,84,178 1.47
Purchase June 30, 2018 5,80,393 0.03 2,99,64,571 1.50
Board’s Report
Purchase July 06, 2018 24,11,302 0.12 3,23,75,873 1.62
Purchase July 13, 2018 8,37,743 0.04 3,32,13,616 1.66
Purchase July 20, 2018 8,67,641 0.04 3,40,81,257 1.71
Purchase July 27, 2018 1,93,605 0.01 3,42,74,862 1.72
Purchase August 03, 2018 2,45,447 0.01 3,45,20,309 1.73
Purchase August 10, 2018 3,11,209 0.02 3,48,31,518 1.74
Purchase August 17, 2018 37,908 ~ 3,48,69,426 1.75
Purchase August 24, 2018 1,06,403 0.01 3,49,75,829 1.75
Corporate Governance
Purchase August 31, 2018 10,03,221 0.05 3,59,79,050 1.80
Purchase September 07, 2018 27,32,777 0.14 3,87,11,827 1.94
Purchase September 14, 2018 26,83,152 0.13 4,13,94,979 2.07
Purchase September 21, 2018 7,41,961 0.04 4,21,36,940 2.11
Purchase September 29, 2018 31,93,524 0.16 4,53,30,464 2.27
Purchase October 05, 2018 30,26,407 0.15 4,83,56,871 2.42
Purchase October 12, 2018 18,02,760 0.09 5,01,59,631 2.51
Purchase October 19, 2018 5,31,275 0.03 5,06,90,906 2.54
Sale October 26, 2018 -11,716 ~ 5,06,79,190 2.54
Sale November 02, 2018 -9,962 ~ 5,06,69,228 2.54
Purchase November 09, 2018 15,27,982 0.08 5,21,97,210 2.61
Sale November 23, 2018 -48,885 ~ 5,21,48,325 2.61
Financials
About Us
Sale August 10, 2018 -5,34,400 -0.03 5,84,16,873 2.93
Sale August 24, 2018 -12,65,600 -0.06 5,71,51,273 2.86
Sale August 31, 2018 -9,00,000 -0.05 5,62,51,273 2.82
Sale September 07, 2018 -10,34,083 -0.05 5,52,17,190 2.76
Sale September 14, 2018 -11,48,000 -0.06 5,40,69,190 2.71
Sale September 21, 2018 -43,81,349 -0.22 4,96,87,841 2.49
Sale September 29, 2018 -19,36,776 -0.10 4,77,51,065 2.39
Sale October 05, 2018 -18,46,100 -0.09 4,59,04,965 2.30
Sale October 12, 2018 -12,97,000 -0.06 4,46,07,965 2.23
Sale October 19, 2018 -2,62,000 -0.01 4,43,45,965 2.22
MD&A
Purchase October 26, 2018 20,88,000 0.10 4,64,33,965 2.32
Sale November 02, 2018 -8,94,500 -0.04 4,55,39,465 2.28
Purchase November 09, 2018 25,30,000 0.13 4,80,69,465 2.41
Purchase November 16, 2018 13,00,000 0.07 4,93,69,465 2.47
Purchase November 23, 2018 50,000 ~ 4,94,19,465 2.47
Sale November 30, 2018 -7,78,500 -0.04 4,86,40,965 2.44
Sale December 07, 2018 -21,51,000 -0.11 4,64,89,965 2.33
Sale December 14, 2018 -10,58,484 -0.05 4,54,31,481 2.27
Board’s Report
Purchase December 21, 2018 7,32,897 0.04 4,61,64,378 2.31
Sale December 28, 2018 -11,38,960 -0.06 4,50,25,418 2.25
Sale January 04, 2019 -16,21,100 -0.08 4,34,04,318 2.17
Sale January 11, 2019 -25,08,822 -0.13 4,08,95,496 2.05
Sale January 18, 2019 -12,60,500 -0.06 3,96,34,996 1.98
Sale January 25, 2019 -7,11,000 -0.04 3,89,23,996 1.95
Purchase February 01, 2019 13,73,000 0.07 4,02,96,996 2.02
Sale February 08, 2019 -7,16,900 -0.04 3,95,80,096 1.98
Corporate Governance
Sale February 15, 2019 -5,02,000 -0.03 3,90,78,096 1.96
Purchase February 22, 2019 2,30,500 0.01 3,93,08,596 1.97
Purchase March 01, 2019 11,046 ~ 3,93,19,642 1.97
Purchase March 08, 2019 2,49,488 0.01 3,95,69,130 1.98
Sale March 15, 2019 -29,99,211 -0.15 3,65,69,919 1.83
Sale March 22, 2019 -16,43,000 -0.08 3,49,26,919 1.75
Sale March 29, 2019 -30,80,678 -0.15 3,18,46,241 1.59
At the end of the year March 31, 2019 - - 3,18,46,241 1.59
6 BC Investments VI Limited
At the beginning of the year April 01, 2018 3,18,36,971 1.60 - -
At the end of the year March 31, 2019 - - 3,18,36,971 1.59
7 East Bridge Capital Master Fund
Financials
I Ltd
At the beginning of the year April 01, 2018 Nil N.A. - -
Purchase October 05, 2018 32,38,663 0.16 32,38,663 0.16
Purchase October 12, 2018 73,45,353 0.37 1,05,84,016 0.53
Purchase January 18, 2019 6,14,010 0.03 1,11,98,026 0.56
Purchase January 25, 2019 4,58,000 0.02 1,16,56,026 0.58
At the end of the year March 31, 2019 - - 1,16,56,026 0.58
About Us
10 Matthews Emerging Asia Fund
At the beginning of the year April 01, 2018 Nil N.A. - -
Purchase January 25, 2019 42,56,869 0.21 42,56,869 0.21
Purchase February 01, 2019 15,43,256 0.08 58,00,125 0.29
Purchase February 22, 2019 17,25,879 0.09 75,26,004 0.38
At the end of the year March 31, 2019 - - 75,26,004 0.38
11 Vanguard Emerging Markets
Stock Index Fund, A Series of
Vanguard International Equity
Index Funds
At the beginning of the year April 01, 2018 70,40,143 0.35 - -
MD&A
Sale May 04, 2018 -12,700 ~ 70,27,443 0.35
Sale May 11, 2018 -12,065 ~ 70,15,378 0.35
Sale June 01, 2018 -9,525 ~ 70,05,853 0.35
Sale June 15, 2018 -9,525 ~ 69,96,328 0.35
Sale June 22, 2018 -30,053 ~ 69,66,275 0.35
Sale June 30, 2018 -48,378 ~ 69,17,897 0.35
Sale July 06, 2018 -19,791 ~ 68,98,106 0.35
Sale July 13, 2018 -31,519 ~ 68,66,587 0.34
Board’s Report
Purchase November 16, 2018 13,125 ~ 68,79,712 0.34
Purchase November 23, 2018 34,125 ~ 69,13,837 0.35
Purchase December 07, 2018 16,625 ~ 69,30,462 0.35
Purchase December 21, 2018 47,250 ~ 69,77,712 0.35
Purchase February 01, 2019 44,370 ~ 70,22,082 0.35
Purchase February 08, 2019 1,41,525 0.01 71,63,607 0.36
Purchase March 29, 2019 17,595 ~ 71,81,202 0.36
At the end of the year March 31, 2019 - - 71,81,202 0.36
12 Morgan Stanley India
Corporate Governance
Investment Fund, Inc.
At the beginning of the year April 01, 2018 81,10,331 0.41 - -
Sale July 13, 2018 -3,78,885 -0.02 77,31,446 0.39
Purchase October 05, 2018 4,460 ~ 77,35,906 0.39
Purchase October 12, 2018 1,88,758 0.01 79,24,664 0.40
Sale November 09, 2018 -12,72,849 -0.06 66,51,815 0.33
Sale January 18, 2019 -5,75,388 -0.03 60,76,427 0.30
Sale January 25, 2019 -1,81,798 -0.01 58,94,629 0.29
At the end of the year March 31, 2019 - - 58,94,629 0.29
13 Morgan Stanley Investment
Funds Indian Equity Fund
At the beginning of the year April 01, 2018 1,13,51,419 0.57 - - Financials
Purchase April 27, 2018 7,60,592 0.04 1,21,12,011 0.61
Sale June 01, 2018 -4,65,442 -0.02 1,16,46,569 0.58
Sale June 08, 2018 -13,37,409 -0.07 1,03,09,160 0.52
Sale June 30, 2018 -7,37,383 -0.04 95,71,777 0.48
Sale July 06, 2018 -6,53,089 -0.03 89,18,688 0.45
Sale July 13, 2018 -9,53,349 -0.05 79,65,339 0.40
Sale July 20, 2018 -7,67,062 -0.04 71,98,277 0.36
Purchase September 29, 2018 9,879 ~ 72,08,156 0.36
About Us
At the beginning of the year April 01, 2018 2,00,000 0.01 - -
Purchase September 07, 2018 2,00,000 0.01 4,00,000 0.02
Purchase September 25, 2018 1,00,000 0.01 5,00,000 0.03
At the end of the year March 31, 2019 - - 5,00,000 0.03
2 Mr. Dinanath Dubhashi
(Managing Director & Chief
Executive Officer)
At the beginning of the year April 01, 2018 7,86,087 0.04 - -
Sale May 14, 2018 -1,00,000 -0.01 6,86,087 0.03
Sale July 25, 2018 -1,00,000 -0.01 5,86,087 0.03
MD&A
Sale August 01, 2018 -1,00,000 -0.01 4,86,087 0.02
Sale December 04, 2018 -1,45,000 -0.01 3,41,087 0.02
Sale December 04, 2018 -55,000 ~ 2,86,087 0.01
ESOP January 21, 2019 2,00,000 0.01 4,86,087 0.02
At the end of the year March 31, 2019 - - 4,86,087 0.02
3 Mr. R. Shankar Raman
(Non-Executive Director)
At the beginning of the year April 01, 2018 24,461 ~ - -
Board’s Report
At the end of the year March 31, 2019 - - 24,461 ~
4 Mr. P. V. Bhide
(Independent Director)
At the beginning of the year April 01, 2018 4,990 ~ - -
At the end of the year March 31, 2019 - - 4,990 ~
5 Mr. Thomas Mathew T.
(Independent Director)
At the beginning of the year April 01, 2018 Nil N.A. - -
At the end of the year March 31, 2019 - - Nil N.A.
Corporate Governance
6 Ms. Nishi Vasudeva
(Independent Director)
At the beginning of the year April 01, 2018 Nil N.A. - -
Purchase October 05, 2018 1,703 ~
At the end of the year March 31, 2019 - - 1,703 ~
7 Dr. (Mrs.) Rajani R. Gupte (1)
(Independent Director)
At the time of joining June 28, 2018 Nil N.A. - -
At the end of the year March 31, 2019 - - Nil N.A.
8 Mr. Pavninder Singh
(Nominee Director)
At the beginning of the year April 01, 2018 Nil N.A. - - Financials
At the end of the year March 31, 2019 - - Nil N.A.
9 Mr. Prabhakar B.(2)
(Non-Executive Director)
At the time of joining June 28, 2018 353 ~ - -
At the end of the year March 31, 2019 - - 353 ~
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment
(R cr)
Particulars Secured Loans Unsecured Deposits Total
excluding deposits Loans Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount - 404.96 - 404.96
ii) Interest due but not paid - - - -
iii) Interest accrued but not due - 63.73 - 63.73
Total (i+ii+iii) - 468.70 468.70
Change in Indebtedness during the financial year
i) Additions - 7,401.41 - 7,401.41
ii) Reduction - 6,638.89 - 6,638.89
iii) Interest accrued but not due - (63.73) - (63.73)
Net Change - 698.78 - 698.78
Indebtedness at the end of the financial year
i) Principal Amount - 1,167.48 - 1,167.48
ii) Interest due but not paid - - - -
iii) Interest accrued but not due - - - -
Total (i+ii+iii) - 1,167.48 - 1,167.48
About Us
1. Gross salary:
(a) Salary as per provisions contained in Section 17(1) 4,71,16,100
of the Income Tax, 1961.
(b)
Value of perquisites under section 17(2) of the 1,16,39,800
Income Tax Act, 1961(1)
(c) Profit in lieu of salary under section 17(3) of the -
Income Tax Act, 1961
2. Stock option (Number of options) 20,00,000
3. Sweat Equity -
4. Commission -
MD&A
- as % of profit -
- others (specify) -
5. Others, please specify -
Total (A) 5,87,55,900
Ceiling as per the Act R 15.20 cr (being 5% of Net Profits of the Company calculated as
per Section 198 of the Companies Act, 2013)
(1)
Board’s Report
Includes perquisite on ESOPs exercised during the year.
Gupte(1) Raman
Corporate Governance
(a) Fee for 7,00,000 4,50,000 5,80,000 3,90,000 2,00,000 4,20,000 1,00,000 - 1,90,000 2,00,000 32,30,000
attending Board
and Committee
meetings
(b) Commission 50,00,000 11,25,000 13,87,000 11,32,000 6,00,000 12,60,000 1,50,000 - 5,85,000 6,00,000 1,18,39,000
(c) Others, please - - - - - - - - - - -
specify
Total (B) 57,00,000 15,75,000 19,67,000 15,22,000 8,00,000 16,80,000 2,50,000 - 7,75,000 8,00,000 1,50,69,000
Total Managerial 7,38,24,900
Remuneration =
(A) + (B)
Overall Ceiling as R 33.44 cr (being 11% of Net Profits of the Company calculated as per Section 198 of the Companies Act, 2013)
per the Act Financials
(1)
Appointed as an Independent Director with effect from June 28, 2018.
(2)
Ceased to be an Independent Director with effect from April 1, 2019.
(3)
Ceased to be an Independent Director with effect from May 29, 2018.
(4)
Appointed as Non-Executive Director with effect from June 28, 2018.
Sr. No. Particulars of Remuneration Name of the Key Managerial Personnel Total Amount
Mr. Sachinn Joshi Ms. Apurva Rathod
(CFO) (CS)
1 Gross Salary:
a)
Salary as per provisions contained in Section 2,11,23,088 85,54,782 2,96,77,870
17(1) of the Income Tax Act, 1961
b) Value of perquisites under Section 17(2) of the 28,800 - 28,800
Income Tax Act, 1961
c) Profits in lieu of salary under Section 17(3) of - - -
the Income Tax Act, 1961
2 Stock Option (Number of options) 4,00,000 2,50,000 6,50,000
3 Sweat Equity - - -
4 Commission - - -
- as % of profit - - -
- others, specify - - -
5 Others, please specify - - -
Total 2,11,51,888 85,54,782 2,97,06,670
About Us
journey towards sustainable value creation for all and Dr. (Mrs.) Rajani R. Gupte was appointed as
the stakeholders, which is driven by our values. Our an Independent Director in accordance with the
Corporate Governance principles are a reflection provisions of Sections 149, 152 and 161 of the
of our culture, our policies, our relationship with Act with effect from June 28, 2018, pursuant to
stakeholders and our commitment to values. The approval of the Members at the Tenth Annual
Board of Directors (“Board”) helps ensure that we General Meeting held on August 28, 2018.
have appropriate governance in place, both to Mr. Harsh Mariwala, an Independent Director
support our operations and protect our Members’ whose term expired on March 31, 2019, did not
interest. As a good corporate citizen, the Company seek re-appointment as an Independent Director
is committed to sound corporate practices based of the Company and ceased to be an Independent
MD&A
on conscience, openness, fairness, professionalism Director effective April 1, 2019. The Board at
and accountability in building confidence of its its Meeting held on March 19, 2019 approved
various stakeholders in it thereby paving the way the re-appointment of Mr. S. V. Haribhakti and
for its long term success. Mr. P. V. Bhide as Independent Directors for a second
term of upto 5 consecutive years from April 1, 2019
The requirements under the Securities and to March 31, 2024, subject to the approval of the
Exchange Board of India (Listing Obligations and shareholders by a special resolution and continuance
Disclosure Requirements) Regulations, 2015 (“SEBI of Mr. Haribhakti as the Non-Executive Chairman
Board’s Report
Listing Regulations”) mandated by the Securities of the Company. Commensurate with the size of
and Exchange Board of India (“SEBI”) have been the Company, complexity and nature of various
fully complied with. A report on compliance with underlying businesses, the composition of the
the SEBI Listing Regulations as prescribed by SEBI is Board represents an optimal mix of professionalism,
given below: knowledge and experience and enables the Board
B. Board of Directors to discharge its responsibilities and provide effective
The members of the Board of the Company are leadership to the businesses carried on through its
eminent personalities from various fields and are subsidiaries. All the Independent Directors have
confirmed to the Board that they meet the criteria
Corporate Governance
entrusted with the responsibilities of management,
general affairs, direction and performance of for independence in terms of the definition of
the Company. The Board is responsible for and ‘Independent Director’ stipulated under Regulation
committed to sound principles of Corporate 16(1)(b) of the SEBI Listing Regulations and Section
Governance in the Company. 149(6) of the Act. These confirmations have been
placed before the Board. Further, no Whole-time
1. Composition of Board: Director / Managing Director of the Company is
The composition of Board is in compliance with the serving as an Independent Director in any company.
provisions of Section 149 of the Companies Act, None of the Directors of the Company are inter-se
2013 (“the Act”) and Regulation 17 of the SEBI related to each other.
Listing Regulations. As on the date of this Report, 2. Board Procedure:
the Board consists of nine Directors comprising
The Board meets at regular intervals to discuss and
Financials
five Independent Directors (including two women
Independent Directors), one Executive Director, two decide on policy of the Company / business and
Non-Executive Directors and one Nominee Director. strategy apart from other Board business. The Board
On the date of this Report, Mr. S. V. Haribhakti is meetings (including Committee meetings) of the
the Non-Executive Chairman of the Company. Company as well as of its subsidiaries are scheduled
Ms. Vaishali Kasture an Independent Director of the in advance and a tentative annual calendar of the
Company, resigned from the Board due to personal Board and Committee meetings is circulated to the
reasons and several other commitments and Directors in advance to facilitate them to plan their
accordingly ceased to be a Director of the Company schedule and to ensure meaningful participation
About Us
tenure of
Director / Member Chairman
year
MD&A
Ms. Nishi Vasudeva 03016991 ID 5 5 Present 4 6 1 2
Dr (Mrs.) Rajani R Gupte(4) 03172965 ID 4 4 Present 3 3 1 1
Mr. Pavninder Singh (5)
03048302 NED/ND 5 3 Present - - - -
Mr. Prabhakar B. (6)
02101808 NED 4 4 Present 4 5 4 1
Mr. Harsh Mariwala (7)
00210342 ID 5 4 Absent 14 1 - 4
Ms. Vaishali Kasture (8)
01837395 ID 1 1 N.A - - - -
Notes:
Board’s Report
(1)
Excludes Directorship in foreign company.
(2)
Memberships include Chairmanships. Only memberships of Audit Committee and Stakeholders Relationship Committee are considered. This includes memberships
in deemed public company.
(3)
Only equity listed companies are considered.
(4)
Appointed as an Independent Director with effect from June 28, 2018.
(5)
Nominee Director of BC Investment VI Limited and BC Asia Growth Investments (Equity Investors).
(6)
Appointed as an Non-Executive Director with effect from June 28, 2018.
(7)
Ceased to be a Director with effect from April 1, 2019.
(8)
Ceased to be a Director with effect from May 29, 2018.
C – Chairperson MD – Managing Director CEO – Chief Executive Officer ND – Nominee Director
Corporate Governance
NED – Non-Executive Director ID – Independent Director
The details pertaining to the directorships held by a Director in listed companies other than the Company as on
March 31, 2019 is as follows:
Name of the Director Name of the listed entity(1) Category of Directorship
Mr. S. V. Haribhakti Torrent Pharmaceuticals Limited Independent Director
Future Lifestyle Fashions Limited Independent Director
Blue Star Limited Independent Director
Mahindra Life Space Developers Limited Independent Director
Ambuja Cements Limited Independent Director
ACC Limited Independent Director
Mr. Dinanath Dubhashi - -
Financials
Mr. R. Shankar Raman Larsen & Toubro Limited Whole Time Director & CFO
Larsen & Toubro Infotech Limited Non-Executive Director
Mr. P. V. Bhide Nocil Limited Independent Director
Tube Investments of India Limited Independent Director
Glaxosmithkline Pharmaceuticals Limited Independent Director
Heidelberg Cement India Limited(2) Independent Director
Quick Heal Technologies Limited(2) Independent Director
VST Industries Limited Non-Executive Director
Mr. Thomas Mathew T. Larsen & Toubro Limited Independent Director
About Us
other applicable laws and are independent of the
management. b. Changes, if any, in the accounting policies
C. Board Committees and practices and reasons for the same
The structure of a Board and the planning of c. Major accounting entries involving
the Board’s work are key elements to effective estimates based on the exercise of
governance. Establishing Committees is one way judgment by management
of managing the work of the Board, thereby d. Significant adjustments made in the
strengthening the Board’s governance role. financial statements arising out of audit
The Board Committees play a crucial role in the findings
MD&A
governance structure of the Company and have
been constituted to deal with specific areas / e. Compliance with listing and other
activities of the Company. The business transacted legal requirements relating to financial
by the Committees of the Board is placed before statements
the Board for noting. f. Disclosure of any related party transactions
The Board has currently constituted the following g. Qualifications in the draft audit report
Committees including pursuant to the provisions of • Reviewing, with the management, the quarterly
the Act, SEBI Listing Regulations and Reserve Bank financial statements before submission to the
Board’s Report
of India regulations: Board for approval;
• Audit Committee (“AC”); • Reviewing, with the management, the
• Stakeholders Relationship Committee (“SRC”); statement of uses / application of funds raised
through an issue (public issue, rights issue,
• Nomination and Remuneration Committee
preferential issue, etc.), the statement of funds
(“NRC”);
utilized for purposes other than those stated in
• Corporate Social Responsibility Committee the offer document / prospectus / notice and
(“CSR”); the report submitted by the monitoring agency
monitoring the utilisation of proceeds of a
Corporate Governance
• Committee of Directors (“COD”);
public or rights issue, and making appropriate
• Asset Liability Management Committee recommendations to the Board to take up
(“ALCO”); steps in this matter;
• Risk Management Committee (“RMC”); • Reviewing and monitoring the auditor’s
• IT Strategy Committee (“ITC”). independence and performance, and
1. Audit Committee (“AC”) effectiveness of audit process;
About Us
and ensuring timely receipt of dividend
warrants / annual reports / statutory notices criteria laid down, recommend to the Board
by the shareholders of the company (effective their appointment and removal and carrying
April 1, 2019). out evaluation of every director’s performance;
Composition: • Formulating the criteria for determining
qualifications, positive attributes and
The SRC as on March 31, 2019 comprises: independence of a director and recommend to
Name of the Director Designation in Nature of the Board a policy, relating to the remuneration
the Committee Directorship for the directors, key managerial personnel
Mr. P. V. Bhide Chairperson ID and other employees;
MD&A
Mr. R. Shankar Raman Member NED • Ensuring that:
Ms. Nishi Vasudeva Member ID a. the level and composition of remuneration
Mr. Harsh Mariwala(1) Member ID is reasonable and sufficient to attract,
(1)
Ceased to the member of the Committee with effect from April 1, 2019. retain and motivate directors of the quality
Meetings and Attendance: required to run the Company successfully.
The SRC met once during the year on May 3, 2018 and b. relationship of remuneration to
all the members of the SRC had attended the meeting. performance is clear and meets
Board’s Report
appropriate performance benchmarks.
Details of Shareholders’ requests / complaints:
c. remuneration to directors, key managerial
The Company resolves investor grievances expeditiously. personnel and senior management
The Company / its Registrar and Share Transfer Agents involves a balance between fixed and
received the following complaints from SEBI / Stock incentive pay reflecting short and long-
Exchanges and queries from the shareholders, which term performance objectives appropriate
were resolved within the time frame laid down by SEBI: to the working of the Company and its
Particulars Opening Received Resolved Pending goals.
Corporate Governance
Complaints :
• Laying down the evaluation criteria for
SEBI/Stock Exchanges(1) 0 2 2 0 performance evaluation of Independent
Queries : 0 0 0 0 Directors and the Board;
Transmission/Transfer 0 0 0 0
• Devising a policy on Board diversity;
Demat/Remat 0 0 0 0
(1)
• Formulating the Employee Stock Option Scheme
SEBI-1, Stock Exchange-1
(ESOS), decide the terms and conditions,
The Board has delegated the powers to approve make appropriate recommendations to the
transfer / transmissions of physical shares and to remat Board of Directors and administering and
of shares to a Share Transfer Committee comprising superintending ESOS; and
of three Senior Executives. This Committee held two
• Determining the remuneration payable to
meetings during the year for conducting the business
the senior management as defined under
Financials
delegated to it. Ms. Apurva Rathod, Company Secretary
the SEBI Listing Regulations including Chief
of the Company, is the Compliance Officer / Investor
Financial Officer and Company Secretary of
Relations Officer, who deals with matters pertaining to
the Company (effective April 1, 2019).
Shareholders’ grievances.
None of the Non-Executive Directors have any pecuniary In addition to the commission, the Company pays
relationship with the Company. sitting fees of R 50,000 per Board and Independent
Directors meetings, R 40,000 per Audit Committee
As required under Schedule V of the SEBI Listing and Nomination and Remuneration Committee
Regulations, the criteria for payment to NEDs is meeting and R 30,000 per meeting for other
available on the website of the Company at Committee meetings.
https://www.ltfs.com/investors.html. Further, the
Name of the Director Sitting Fees for Board Sitting Fees Commission(1) Total
Meetings/ Independent for Committee
Director Meeting Meetings
Mr. S. V. Haribhakti 0.03 0.04 0.50 0.57
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Mr. R. Shankar Raman (2)
- - - -
Mr. P. V. Bhide 0.03 0.02 0.11 0.16
Mr. Thomas Mathew T. 0.03 0.03 0.14 0.20
Ms. Nishi Vasudeva 0.03 0.01 0.11 0.15
Dr. (Mrs.) Rajani R Gupte 0.02 - 0.06 0.08
Mr. Pavninder Singh 0.02 -* 0.06 0.08
Mr. Prabhakar B. 0.02 - 0.06 0.08
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Mr. Harsh Mariwala(3) 0.02 0.02 0.13 0.17
Ms. Vaishali Kasture 0.01 - 0.02(4) 0.03
(1)
Based on guidelines formulated by the NRC and approved by the Board.
(2)
Draws remuneration from Larsen & Toubro Limited.
(3)
Ceased to be a Director with effect from April 1, 2019.
(4)
Upto May 29, 2018.
* R 40,000
Board’s Report
Details of shares / convertible instruments, if any, held Composition:
by the NEDs as on March 31, 2019 are as follows: The CSR Committee as on March 31, 2019 comprises:
Name of the Director No. of Equity Shares Name of the Director Designation in Nature of
the Committee Directorship
Mr. S. V. Haribhakti 5,00,000
Mr. S. V. Haribhakti Chairperson ID
Mr. R. Shankar Raman 24,461
Mr. Dinanath Dubhashi Member MD & CEO
Mr. P. V. Bhide 4,990
Mr. R. Shankar Raman Member NED
Ms. Nishi Vasudeva 1,703
Corporate Governance
Ms. Nishi Vasudeva Member ID
Mr. Prabhakar B. 353 Mr. Harsh Mariwala(1) Member ID
(1)
Mr. Harsh Mariwala(1) 5,30,000 Ceased to the member of the Committee with effect from April 1, 2019.
(1)
Ceased to be a Director with effect from April 1, 2019. Meetings and Attendance:
4. Corporate Social Responsibility (“CSR”) The Committee met twice during the year on May 3, 2018
Committee and July 20, 2018. The attendance of members at the
meetings was as follows:
Terms of reference:
Name of the Director No. of Meetings No. of
The role of CSR Committee includes the following: held during the Meetings
• Formulation of CSR policy indicating the year attended
activities to be undertaken by the Company Mr. S. V. Haribhakti 2 2
Financials
as specified in Schedule VII of the Act and Mr. Dinanath Dubhashi 2 2
recommendation of the same to the Board;
Mr. R. Shankar Raman 2 2
• Recommending to the Board the amount to
Ms. Nishi Vasudeva 2 2
be spent on CSR activities from time to time;
and Mr. Harsh Mariwala (1)
2 2
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of L&T Infrastructure Finance Company Limited.
• Approving Information Technology (“IT”)
strategy and policy documents and ensuring E. Other Information
that the management has put an effective Training of Directors:
strategic planning process in place; All Directors of the Company are aware and are
also updated as and when required, of their roles,
• Ascertaining that management has responsibilities and liabilities.
implemented processes and practices that
ensure that the IT delivers value to the business; Information to Directors:
The Directors have access to the information
• Ensuring IT investments represent a balance within the Company, which inter alia, includes
of risks and benefits and that budgets are items as mentioned in point no. B5 of the
MD&A
acceptable; Corporate Governance Report. Presentations are
• Monitoring the method that management made regularly to the Board and its Committees,
uses to determine the IT resources needed to where Directors get an opportunity to interact
achieve strategic goals and provide high-level with the management. Independent Directors
direction for sourcing and use of IT resources; have the freedom to interact with the Company’s
management. Interactions happen during Board /
• Ensuring proper balance of IT investments
Committee meetings, when Senior Management
for sustaining NBFC’s growth and becoming
Personnel are asked to make presentations about
aware about exposure towards IT risks and the performance of the Company / business to the
Board’s Report
controls; and Board.
• Instituting an effective governance mechanism Statutory Auditors:
and risk management processes for all Mr. Sanjiv V. Pilgaonkar, Partner of M/s. Deloitte
outsourced IT operations. Haskins & Sells LLP, Chartered Accountants and
Composition: Ms. Padmini Khare Kaicker, Partner of
Details of the Member Designation in the Committee
M/s. B. K. Khare & Co., Chartered Accountants,
Joint Statutory Auditors of the Company have
Mr. S. V. Haribhakti Chairperson
(Independent Director) signed the Audit Report for FY 2018-19.
Code of Conduct:
Corporate Governance
Managing Director and Chief Member
Executive Officer The Company has laid down a Code of Conduct
Chief Information Officer Member for all the Board members including Independent
Chief Technology Officer Member Directors and Senior Management Personnel. The
Chief Risk Officer Member Code of Conduct is available on the website of the
Chief Information Security Member Company at https://www.ltfs.com/investors.html.
Officer The declaration of Managing Director and Chief
Meetings and Attendance: Executive Officer is given below:
The Committee met twice during the year on To the Members of
September 7, 2018 and March 18, 2019. The attendance L&T Finance Holdings Limited
of members at the meetings was as follows:
Sub: Compliance with Code of Conduct
Details of the Member No. of No. of
I hereby declare that all the Board members and
Financials
Meetings held Meetings
during the year attended Senior Management Personnel have affirmed
Mr. S. V. Haribhakti 2 2 compliance with the Code of Conduct of the
(Independent Director) Company as adopted by the Board of Directors.
Managing Director and Chief 2 2
Dinanath Dubhashi
Executive Officer
Managing Director & Chief Executive Officer
Chief Information Officer 2 2
Chief Technology Officer 2 2
Chief Risk Officer 2 2 Date: April 28, 2019
Chief Information Security Officer 2 2 Place: Mumbai
About Us
17 to 27 and clauses (b) to (i) of Regulation 46(2)
of the SEBI Listing Regulations. • In terms of amendments made to the SEBI Listing
• The web link with respect to the policy for Regulations, the Board of Directors confirm that
determining ‘material subsidiaries’ and policy on during the year, it has accepted all recommendations
dealing with related party transactions is mentioned received from its mandatory committees.
in the Board’s Report. • For disclosure pertaining to credit rating, please
• The Company has also substantially complied with refer the Board’s Report.
the discretionary requirements stipulated under Means of Communication:
Regulation 27 of the SEBI Listing Regulations.
• Quarterly Results are communicated through a
•
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As on March 31, 2019, there were no funds Press Release and Newspaper Advertisements
unutilized requiring disclosure as specified under in prominent national and regional dailies like
Regulation 32(7A) of the SEBI Listing Regulations. Financial Express and Loksatta.
• Ms. Naina R. Desai, Practising Company Secretary • The financial results, official news releases and
has certified that none of the Directors of the presentations are also displayed on the website of the
Company have been debarred or disqualified from Company at https://www.ltfs.com/investors.html.
being appointed or continuing as a Director of the • The Annual Report is circulated to all the Members
Company by SEBI or Ministry of Corporate Affairs and all others like auditors, equity analysts, etc.
Board’s Report
or any other statutory authority. The said certificate
forms part of this report. • Management Discussion and Analysis forms a part
of the Annual Report which is mailed / dispatched
• During FY 2018-19, total consolidated fees of to the Members of the Company.
R 3.28 cr was paid to the Statutory Auditors (i.e.
Corporate Governance
Financial Year April 1, 2018 to March 31, 2019.
Date of Book Closure Tuesday, July 23, 2019 to Monday, July 29, 2019 (both days inclusive).
Dividend Payment The dividend of R 1 per Equity Share of face value of R 10 each, if approved by
the Members at the ensuing AGM, will be credited / dispatched before August
28, 2019.
Listing on Stock Exchanges 1. BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400 001.
(Equity Shares) 2. National Stock Exchange of India Limited, Exchange Plaza, Plot No. C/1,
G Block, Bandra - Kurla Complex, Bandra (East), Mumbai - 400 051.
The Company has paid the listing fees to the Stock Exchanges.
Listing of Preference Shares All the series of Cumulative Compulsorily Redeemable Non-Convertible
Financials
100.00% 100.00%
90.00% LTFH-BSE 90.00%
80.00% BSE Sensex 80.00%
70.00% 70.00%
60.00% 60.00%
50.00% 50.00%
40.00% 40.00%
30.00% 30.00%
20.00% 20.00%
10.00% 10.00%
0.00% 0.00%
-10.00% -10.00%
-20.00% -20.00%
-30.00% -30.00%
Apr-18
May-18
Jun-18
Jul-18
Aug-18
Sep-18
Dec-18
Feb-19
Jan-19
Mar-19
Nov-18
Oct-18
About Us
Jun-2018 170.95 147.25 151.65 10,893.25 10,550.90 10,714.30
Jul-2018 185.85 140.55 176.00 11,366.00 10,604.65 11,356.50
Aug-2018 189.50 172.40 181.40 11,760.20 11,234.95 11,680.50
Sep-2018 184.20 120.50 129.60 11,751.80 10,850.30 10,930.45
Oct-2018 136.35 110.65 127.75 11,035.65 10,004.55 10,386.60
Nov-2018 145.65 127.75 144.20 10,922.45 10,341.90 10,876.75
Dec-2018 159.25 130.65 152.60 10,985.15 10,333.85 10,862.55
MD&A
Jan-2019 154.35 124.45 131.45 10,987.45 10,583.65 10,830.95
Feb-2019 137.05 120.10 124.20 11,118.10 10,585.65 10,792.50
Mar-2019 155.15 124.50 152.55 11,630.35 10,817.00 11,623.90
100% 100%
Board’s Report
90% 90%
LTFH-NSE
80% 80%
CNX-Nifty
70% 70%
60% 60%
50% 50%
40% 40%
30% 30%
Corporate Governance
20% 20%
10% 10%
0% 0%
-10% -10%
-20% -20%
-30% -30%
Jun-18
Aug-18
Jul-18
Sep-18
Jan-19
Feb-19
Apr-18
Dec-18
Mar-19
May-18
Oct-18
Nov-18
Financials
About Us
Mutual Funds 4,90,40,817 2.45%
Bodies Corporate 9,06,63,447 4.54%
Directors & Relatives 15,82,422 0.08%
Resident Individuals & Others 23,62,94,123 11.82%
Banks 2,50,101 0.01%
Non-Resident Indians 1,00,88,435 0.50%
TOTAL 1,99,88,12,360 100.00%
MD&A
Dematerialization of Shares:
The Company’s shares are required to be compulsorily traded on the Stock Exchanges in dematerialized form. The
number of shares held in dematerialized and physical form are as under:
Board’s Report
Physical 7,926 ~
TOTAL 1,99,88,12,360 100.00%
~ less than 0.01%
CDSL Physical
Corporate Governance
4.31% <0.01%
NSDL
CDSL
Physical
Financials
NSDL
95.69%
About Us
IEPF. Further, the IEPF Rules mandate the companies to compliance approval when trading in securities beyond
transfer all shares on which dividend remains unclaimed a specified limit. They are prohibited from executing
/ unpaid for a period of 7 consecutive years to the demat a contra trade for a period of six months and from
account of the IEPF Authority. taking positions in the derivatives segment. They are
During the year under review, the Company has also required to make relevant periodic disclosures as
transferred to IEPF a sum of r 40,05,022, being the defined in the Code.
amount towards unpaid / unclaimed application money Ms. Vinda Wagh, Head – Group Regulatory
received for allotment of Equity Shares in FY 2011-12 Compliance has been designated as the Compliance
and due for refund. Officer for monitoring compliances with this Code.
Ms. Apurva Rathod, Company Secretary has been
MD&A
For the Company, the amount which is unpaid /
unclaimed for a period exceeding 7 years is now designated as the Chief Investor Relations Officer under
due to be transferred to IEPF by August 11, 2020. the Code to deal with dissemination of information and
Subsequently, the shares in respect of which dividend disclosure of unpublished price sensitive information.
is unpaid / unclaimed for a period of 7 consecutive Secretarial Audit
years will also be transferred to IEPF. The details The Board of Directors of the Company at
of unpaid and unclaimed amounts lying with the its meeting held on July 20, 2018 appointed
Company as on August 28, 2018 (date of last AGM) are Ms. Naina R. Desai, Practising Company Secretary as
available on the website of the Company at
Board’s Report
the Secretarial Auditor of the Company for FY 2018-19.
https://www.ltfs.com/investors.html and Ministry Ms. Naina R. Desai was appointed as a Secretarial
of Corporate Affairs at www.iepf.gov.in. The Auditor for its material unlisted subsidiary company
Company requests the Members to claim the i.e. L&T Finance Limited and L&T Infrastructure Finance
unclaimed dividend within the prescribed period. Company Limited, for FY 2018-19.
Members can contact Link Intime India Private
Limited, the Registrar and Share Transfer Agent of As stipulated by the SEBI, a qualified Practicing Company
the Company for claiming the unclaimed amount Secretary carries out Reconciliation of Share Capital
standing to the credit in their account. The Members Audit to reconcile the total admitted capital with NSDL
Corporate Governance
/ claimants whose shares or unclaimed dividends get and CDSL and the total issued and listed capital. This
transferred to IEPF may claim the shares or apply for audit is carried out every quarter and the report thereon
refund from the IEPF Authority by following the refund is submitted to the Stock Exchanges. The Audit confirms
procedure as detailed on the website of IEPF Authority that the total listed and paid up capital is in agreement
at http://www.iepf.gov.in/IEPF/refund.html. with the aggregate of the total number of shares in
dematerialized form and in physical form.
Securities Dealing Code
The Company has framed the Securities Dealing Code
in line with the requirements of SEBI (Prohibition of
Financials
Yours sincerely,
Place: Mumbai
Date: April 28, 2019
About Us
2. We, Deloitte Haskins & Sells LLP, Chartered Accountants, the Statutory Auditors of L&T Finance Holdings
Limited (the “Company”), have examined the compliance of conditions of Corporate Governance by the
Company, as at and for the year ended on March 31 2019, as stipulated in regulations 17 to 27 and clauses
(b) to (i) of regulation 46(2) and para C and D of Schedule V of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 as amended from time to time (the “Listing Regulations”).
Managements’ Responsibility
3. The compliance of conditions of Corporate Governance is the responsibility of the Management. This
responsibility includes the design, implementation and maintenance of internal control and procedures to
ensure the compliance with the conditions of the Corporate Governance stipulated in Listing Regulations.
MD&A
Auditor’s Responsibility
4. Our responsibility is limited to examining the procedures and implementation thereof, adopted by the Company
for ensuring compliance with the conditions of the Corporate Governance. It is neither an audit nor an expression
of opinion on the financial statements of the Company.
5. We have examined the books of account and other relevant records and documents maintained by the
Company for the purposes of providing reasonable assurance on the compliance with Corporate Governance
requirements by the Company.
Board’s Report
6. We have carried out an examination of the relevant records of the Company in accordance with the Guidance
Note on Certification of Corporate Governance issued by the Institute of the Chartered Accountants of India
(the ICAI), the Standards on Auditing specified under Section 143(10) of the Companies Act 2013, in so far as
applicable for the purpose of this certificate and as per the Guidance Note on Reports or Certificates for Special
Purposes issued by the ICAI which requires that we comply with the ethical requirements of the Code of Ethics
issued by the ICAL.
7. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality
Control for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and
Corporate Governance
Related Services Engagements.
Opinion
8. Based on our examination of the relevant records and according to the information and explanations provided
to us and the representations provided by the Management, we certify that the Company has complied with
the conditions of Corporate Governance as stipulated in the Listing Regulations as at and for the year ended
March 31, 2019.
9. We state that such compliance is neither an assurance as to the future viability of the Company nor the
efficiency or effectiveness with which the Management has conducted the affairs of the Company.
Sanjiv V. Pilgaonkar
Partner
(Membership No. 39826)
Mumbai, April 28, 2019
UDIN: 19039826AAAAAI780S
To
The Members of L&T Finance Holdings Limited
I have examined the relevant records of L&T Finance Holdings Limited for the purpose of certifying compliance
of requirements in Schedule V (C) 10(i) under the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015, for the financial year ended March 31, 2019.
In my opinion, to the best of my knowledge and belief, according to the explanations and information furnished to
me and based on the confirmation received from the Company and each of the Directors of the Company, I certify
that, none of the Directors on the Board of the Company have been debarred or disqualified from being appointed
or continuing as Director of companies, by the Board / Ministry of Company Affairs or any such statutory authority.
NAINA R DESAI
Practising Company Secretary
FCS No. 1351
Mumbai, April 25, 2019 Certificate of Practice No.13365
About Us
To The Members of L&T Finance Holdings Limited provide a basis for our audit opinion on the standalone
financial statements.
Report on the Audit of the Standalone Financial
Statements Key Audit Matters
Opinion Key audit matters are those matters that, in our
professional judgment, were of most significance in
We have audited the accompanying standalone
our audit of the standalone financial statements of
financial statements of L&T Finance Holdings Limited
the current period. These matters were addressed in
MD&A
(“the Company”), which comprise the Balance Sheet as
the context of our audit of the standalone financial
at March 31, 2019, and the Statement of Profit and Loss
statements as a whole, and in forming our opinion
(including Other Comprehensive Income), the Statement
thereon, and we do not provide a separate opinion
of Cash Flows and the Statement of Changes in Equity
on these matters. We have determined the matters
for the year then ended, and a summary of significant
described below to be the key audit matters to be
accounting policies and other explanatory information
communicated in our report.
In our opinion and to the best of our information and
according to the explanations given to us, the aforesaid Key Audit Matter Auditor’s Response
Board’s Report
standalone financial statements give the information Impairment of Principal audit procedures
required by the Companies Act, 2013 (“the Act”) in Investments The performed:
the manner so required and give a true and fair view impairment review
• Benchmarking
in conformity with the Indian Accounting Standards of unquoted equity
assumptions:
prescribed under section 133 of the Act read with the instruments in
Comparing the
Companies (Indian Accounting Standards) Rules, 2015, subsidiaries, is considered
Company’s assumptions
as amended, (“Ind AS”) and other accounting principles to be a risk area due
to externally derived
generally accepted in India, of the state of affairs of the to the size of the
data in relation to key
Company as at March 31, 2019, and its profit, total balances as well as
Corporate Governance
inputs such as long-
comprehensive income, its cash flows and the changes the judgmental nature
term growth rates and
in equity for the year ended on that date. of key assumptions,
discount rates.
which may be subject to
Basis for Opinion management override. • Our experience:
We conducted our audit of the standalone financial Assessing the
statements in accordance with the Standards on The carrying value of
appropriateness of the
Auditing specified under section 143(10) of the Act such unquoted equity
forecasted cash flows
(SAs). Our responsibilities under those Standards are instruments is at risk of
within the budgeted
further described in the Auditor’s Responsibility for the recoverability. The net
period based on our
Audit of the Standalone Financial Statements section worth of the underlying
understanding of the
of our report. We are independent of the Company entity has significantly
business and sector
in accordance with the Code of Ethics issued by the eroded. The estimated
experience.
Financials
About Us
cease to continue as a going concern. 2006 to comply with Ind AS. The previously issued
• Evaluate the overall presentation, structure and standalone financial statements were audited by us
content of the standalone financial statements, and we expressed an unmodified opinion on those
including the disclosures, and whether the standalone financial statements. Adjustments made to
standalone financial statements represent the the previously issued standalone financial statements to
underlying transactions and events in a manner comply with Ind AS have been audited by us.
that achieves fair presentation. Our opinion on the standalone financial statements is
Materiality is the magnitude of misstatements in the not modified in respect of this the above matters on the
comparative financial information.
MD&A
standalone financial statements that, individually or
in aggregate, makes it probable that the economic Report on Other Legal and Regulatory
decisions of a reasonably knowledgeable user of the Requirements
standalone financial statements may be influenced. 1. As required by Section 143(3) of the Act, based on
We consider quantitative materiality and qualitative our audit we reportthat:
factors in (i) planning the scope of our audit work
and in evaluating the results of our work; and (ii) to a) We have sought and obtained all the
evaluate the effect of any identified misstatements in information and explanations which to the
the standalone financial statements. best of our knowledge and belief were
Board’s Report
necessary for the purposes of our audit.
We communicate with those charged with governance
regarding, among other matters, the planned scope b) In our opinion, proper books of account
and timing of the audit and significant audit findings, as required by law have been kept by the
including any significant deficiencies in internal control Company so far as it appears from our
that we identify during our audit. examination of those books.
We also provide those charged with governance with c) The Balance Sheet, the Statement of Profit and
a statement that we have complied with relevant Loss including Other Comprehensive Income,
Corporate Governance
ethical requirements regarding independence, and to the Statement of Cash Flows and Statement
communicate with them all relationships and other of Changes in Equity dealt with by this Report
matters that may reasonably be thought to bear on are in agreement with the books of account.
our independence, and where applicable, related d) In our opinion, the aforesaid standalone
safeguards. financial statements comply with the Ind AS
From the matters communicated with those charged specified under Section 133 of the Act.
with governance, we determine those matters that e) On the basis of the written representations
were of most significance in the audit of the standalone received from the directors as on March
financial statements of the current period and are 31, 2019 taken on record by the Board of
therefore the key audit matters. We describe these Directors, none of the directors is disqualified
matters in our auditor’s report unless law or regulation as on March 31, 2019 from being appointed
precludes public disclosure about the matter or when,
Financials
as a director in terms of Section 164(2) of the
in extremely rare circumstances, we determine that a Act.
matter should not be communicated in our report
because the adverse consequences of doing so would f) With respect to the adequacy of the internal
reasonably be expected to outweigh the public interest financial controls over financial reporting of
benefits of such communication. the Company and the operating effectiveness
For DELOITTE HASKINS & SELLS LLP For B. K. KHARE & CO.
Chartered Accountants Chartered Accountants
(Firm’s Registration No. 117366W/W-100018) (Firm’s Registration No. 105102W)
About Us
an understanding of internal financial controls over
section 3 of Section 143 of the Companies Act,
financial reporting, assessing the risk that a material
2013 (“the Act”)
weakness exists, and testing and evaluating the design
We have audited the internal financial controls over and operating effectiveness of internal control based
financial reporting of L&T Finance Limited (“the on the assessed risk. The procedures selected depend
Company”) as of March 31, 2019 in conjunction with on the auditor’s judgement, including the assessment
our audit of the standalone Ind AS financial statements of the risks of material misstatement of the financial
of the Company for the year ended on that date statements, whether due to fraud or error.
which includes internal financial controls over financial
reporting. We believe that the audit evidence we have obtained
MD&A
is sufficient and appropriate to provide a basis for
Management’s Responsibility for Internal our audit opinion on the Company’s internal financial
Financial Controls controls system over financial reporting.
The Company’s management is responsible for
establishing and maintaining internal financial controls Meaning of Internal Financial Controls Over
based on the internal control over financial reporting Financial Reporting
criteria established by the Company considering the A company’s internal financial control over financial
essential components of internal control stated in the reporting is a process designed to provide reasonable
Guidance Note on Audit of Internal Financial Controls assurance regarding the reliability of financial reporting
Board’s Report
Over Financial Reporting issued by the Institute of and the preparation of financial statements for external
Chartered Accountants of India These responsibilities purposes in accordance with generally accepted
include the design, implementation and maintenance of accounting principles. A company’s internal financial
adequate internal financial controls that were operating control over financial reporting includes those policies
effectively for ensuring the orderly and efficient conduct and procedures that (1) pertain to the maintenance of
of its business, including adherence to company’s records that, in reasonable detail, accurately and fairly
policies, the safeguarding of its assets, the prevention reflect the transactions and dispositions of the assets
and detection of frauds and errors, the accuracy and of the company; (2) provide reasonable assurance
that transactions are recorded as necessary to permit
Corporate Governance
completeness of the accounting records, and the timely
preparation of reliable financial information, as required preparation of financial statements in accordance
under the Companies Act, 2013. with generally accepted accounting principles, and
that receipts and expenditures of the company are
Auditor’s Responsibility being made only in accordance with authorisations of
Our responsibility is to express an opinion on the management and directors of the company; and (3)
Company’s internal financial controls over financial provide reasonable assurance regarding prevention or
reporting of the Company based on our audit. We timely detection of unauthorised acquisition, use, or
conducted our audit in accordance with the Guidance disposition of the company’s assets that could have a
Note on Audit of Internal Financial Controls Over material effect on the financial statements.
Financial Reporting (the “Guidance Note”) issued by
the Institute of Chartered Accountants of India and the Inherent Limitations of Internal Financial Controls
Standards on Auditing prescribed under Section 143(10) Over Financial Reporting
Financials
of the Companies Act, 2013, to the extent applicable to Because of the inherent limitations of internal financial
an audit of internal financial controls. Those Standards controls over financial reporting, including the possibility
and the Guidance Note require that we comply with of collusion or improper management override of
ethical requirements and plan and perform the audit to controls, material misstatements due to error or fraud
obtain reasonable assurance about whether adequate may occur and not be detected. Also, projections of
internal financial controls over financial reporting any evaluation of the internal financial controls over
was established and maintained and if such controls financial reporting to future periods are subject to the
operated effectively in all material respects. risk that the internal financial control over financial
For DELOITTE HASKINS & SELLS LLP For B. K. KHARE & CO.
Chartered Accountants Chartered Accountants
(Firm’s Registration No. 117366W/W-100018) (Firm’s Registration No. 105102W)
About Us
Service Tax, Customs Duty, Excise Duty, Goods
and explanations given to us the Company is
and Service Tax and Value Added Tax as on
in compliance with Section 188 and 177 of the
March 31, 2019 on account of disputes.
Companies Act, 2013, where applicable, for all
(viii) In our opinion and according to the information transactions with the related parties and the details
and explanations given to us, the Company of related party transactions have been disclosed
has not defaulted in the repayment of loans or in the financial statements etc. as required by the
borrowings to financial institutions, banks and applicable accounting standards.
government. The Company has not issued any
(xiv) According to the information and explanations
debentures.
given to us, the Company has not made any
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(ix) The Company has not raised moneys by way of preferential allotment or private placement of
initial public offer or further public offer (including shares or fully or partly convertible debentures and
debt instruments) or term loans and hence hence reporting under clause (xiv) of the Order is
reporting under clause (ix) of the Order is not not applicable.
applicable.
(xv) In our opinion and according to the information
(x) To the best of our knowledge and according to and explanations given to us, during the year
the information and explanations given to us, the Company has not entered into any non-cash
no fraud by the Company and no fraud on the transactions with its directors or persons connected
Board’s Report
Company by its officers or employees has been with him and hence provisions of section 192 of
noticed or reported during the year. the Companies Act, 2013 are not applicable.
(xi) In our opinion and according to the information (xvi) The Company is required to be registered under
and explanations given to us, the Company section 45-IA of the Reserve Bank of India Act,
has paid/provided managerial remuneration in 1934 and it has obtained the registration.
For DELOITTE HASKINS & SELLS LLP For B. K. KHARE & CO.
Corporate Governance
Chartered Accountants Chartered Accountants
(Firm’s Registration No. 117366W/W-100018) (Firm’s Registration No. 105102W)
Financials
Sanjiv V. Pilgaonkar
Padmini Khare Kaicker S. V. Haribhakti Dinanath Dubhashi
Partner
Partner Non-Executive Chairman Managing Director &
Membership no. 044784 (DIN: 00007347) Chief Executive Officer
(DIN: 03545900)
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(i) Interest income 22 137.94 73.01
(ii) Dividend income 23 343.79 376.92
(iii) Net gain on fair value changes 24 0.38 4.65
(I) Total revenue from operations 482.11 454.58
(II) Other income 25 44.37 23.24
(III) Total income (I+II) 526.48 477.82
Expenses
(i) Finance costs 26 202.05 161.96
(ii) Impairment on financial instruments 27 (3.91) 1.98
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(iii) Employee benefit expenses 28 15.08 10.03
(iv) Depreciation, amortization and impairment 10 0.11 0.02
(v) Other expenses 29 9.12 11.13
(IV) Total expenses 222.45 185.12
(V) Profit before tax (III-IV) 304.03 292.70
(VI) Tax expense: 30
(1) Current tax 35.87 7.02
Board’s Report
(2) Deferred tax 1.10 7.19
(3) Provision for tax related to earlier years – 12.44
(VII) Profit for the year (V - VI) 267.06 266.05
Other comprehensive income
(i) Items that will not be reclassified to profit or loss
(a) Remeasurements of defined benefit plans (net) (0.32) 0.62
(VIII) Other comprehensive income (0.32) 0.62
Corporate Governance
(IX) Total comprehensive income for the year (VII+VIII) 266.74 266.67
(X) Earnings per equity share 40
Basic (R) 1.34 1.46
Diluted (R) 1.33 1.44
Significant accounting policies 1
See accompanying notes forming part of the financial statements 2 to 52
In terms of our report attached In terms of our report attached For and on behalf of the Board of Directors of
For DELOITTE HASKINS & SELLS LLP For B. K. KHARE & CO. L&T Finance Holdings Limited
Chartered Accountants Chartered Accountants
Financials
Sanjiv V. Pilgaonkar
Padmini Khare Kaicker S. V. Haribhakti Dinanath Dubhashi
Partner
Partner Non-Executive Chairman Managing Director &
Membership no. 044784 (DIN: 00007347) Chief Executive Officer
(DIN: 03545900)
About Us
account share
India Act, account
warrants
1934
Share issue expenses (0.02) – – – – – (0.02)
Employee stock option (net) – – – 58.36 – – 58.36
Transfer to general reserve – 0.06 – (0.06) – – –
Transfer from retained – – 53.41 – (53.41) – –
earnings
Dividend paid – – – – (199.70) – (199.70)
Balance as at March 31, 5,083.24 1.89 421.27 121.94 203.20 – 5,831.54
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2019
In terms of our report attached In terms of our report attached For and on behalf of the Board of Directors of
For DELOITTE HASKINS & SELLS LLP For B. K. KHARE & CO. L&T Finance Holdings Limited
Chartered Accountants Chartered Accountants
Sanjiv V. Pilgaonkar
Padmini Khare Kaicker S. V. Haribhakti Dinanath Dubhashi
Partner
Partner Non-Executive Chairman Managing Director &
Board’s Report
Membership no. 044784 (DIN: 00007347) Chief Executive Officer
(DIN: 03545900)
Corporate Governance
Financials
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Proceeds from issue of equity shares including securities premium 21.50 3,385.97
Proceeds from issue of preference shares 250.00 –
Payment on redemption of preference shares (250.00) (179.00)
Share issue expenses (0.02) (18.53)
Dividend paid (199.70) (145.74)
Repayment of borrowings (463.71) (568.94)
Proceeds from borrowings 1,162.49 –
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Net cash generated from financing activities (C) 520.56 2,473.76
Net (decrease)/increase in cash and cash equivalents (A+B+C) (10.77) 10.73
Cash and cash equivalents at the beginning of the year 11.26 0.53
Cash and cash equivalents at the end of the year 0.49 11.26
Notes:
1. Statement of cash flows has been prepared under the indirect
Board’s Report
method as set out in the Ind AS 7 ”Statement of Cash Flows” as
specified in the Companies (Indian Accounting Standards) Rules,
2015.
2. Net cash used in operating activity is determined after adjusting the
following:
Interest received 133.55 63.51
Dividend received 277.46 239.20
Corporate Governance
Interest paid 261.85 123.48
In terms of our report attached In terms of our report attached For and on behalf of the Board of Directors of
For DELOITTE HASKINS & SELLS LLP For B. K. KHARE & CO. L&T Finance Holdings Limited
Chartered Accountants Chartered Accountants
Sanjiv V. Pilgaonkar
Padmini Khare Kaicker S. V. Haribhakti Dinanath Dubhashi
Partner
Partner Non-Executive Chairman Managing Director &
Membership no. 044784 (DIN: 00007347) Chief Executive Officer
(DIN: 03545900)
About Us
to the contract that are incremental and statement of profit and loss.
directly attributable to the specific lending (iv) Other operational revenue:
arrangement, transaction costs, and all other Other operational revenue represents income
premiums or discounts. For financial assets earned from the activities incidental to the
at FVTPL transaction costs are recognised in
business and is recognised when the right to
profit or loss at initial recognition.
receive the income is established as per the
The interest income is calculated by applying terms of the contract.
the EIR to the gross carrying amount of
non-credit impaired financial assets (i.e. at 1.5. Property, plant and equipment (PPE):
the amortised cost of the financial asset PPE is recognised when it is probable that future
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before adjusting for any expected credit economic benefits associated with the item
loss allowance). For credit-impaired financial will flow to the Company and the cost of the
assets the interest income is calculated by item can be measured reliably. PPE is stated at
applying the EIR to the amortised cost of original cost net of tax/duty credits availed, if any,
the credit-impaired financial assets (i.e. the less accumulated depreciation and cumulative
gross carrying amount less the allowance for impairment, if any. Cost includes all direct cost
expected credit losses (ECLs)). For financial related to the acquisition of PPE and, for qualifying
assets originated or purchased credit-impaired assets, borrowing costs capitalised in accordance
Board’s Report
(POCI) the EIR reflects the ECLs in determining with the Company’s accounting policy.
the future cash flows expected to be received For transition to Ind AS, the Company has elected
from the financial asset. to adopt as deemed cost, the carrying value of PPE
Dividend income is recognised when the measured as per Previous GAAP less accumulated
Company’s right to receive dividend is depreciation and cumulative impairment on
established by the reporting date and no the transition date of April 1, 2017. In respect
significant uncertainty as to collectability of revalued assets, the value as determined by
exists. valuers as reduced by accumulated depreciation
and cumulative impairment is taken as cost on
Corporate Governance
(ii) Fee and commission income: transition date.
Fee and commission income and expense
Land and buildings held for use are stated in
include fees other than those that are an
the balance sheet at cost less accumulated
integral part of EIR. The fees included in the depreciation and accumulated impairment losses.
Company statement of profit and loss include Freehold land is not depreciated.
among other things fees charged for servicing
a loan, non-utilisation fees relating to loan PPE not ready for the intended use on the date of
commitments when it is unlikely that these the Balance Sheet are disclosed as “capital work-
will result in a specific lending arrangement in-progress”.
and loan advisory fees. Depreciation is recognised using straight line
Fee and commission expenses with regards to method so as to write off the cost of the assets
(other than freehold land)) less their residual values
Financials
services are accounted for as the services are
received. over their useful lives specified in Schedule II to the
Companies Act, 2013, or in case of assets where the
(iii) Net gain or fair value change: useful life was determined by technical evaluation,
Any differences between the fair values of the over the useful life so determined. Depreciation
financial assets classified as fair value through method is reviewed at each financial year end to
the profit or loss, held by the Company on reflect expected pattern of consumption of the
the balance sheet date is recognised as an future economic benefits embodied in the asset.
unrealised gain/loss in the statement of The estimated useful life and residual values are
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is recognised immediately in the Statement of
Defined benefit costs comprising current
Profit and Loss.
service cost, past service cost and gains or
1.8. Employee benefits: losses on settlements are recognised in the
(i) Short term employee benefits: Statement of Profit and Loss as employee
benefit expenses. Interest cost implicit in
Employee benefits falling due wholly within
defined benefit employee cost is recognised
twelve months of rendering the service are in the Statement of Profit and Loss under
classified as short term employee benefits finance cost. Gains or losses on settlement
and are expensed in the period in which the of any defined benefit plan are recognised
employee renders the related service. Liabilities when the settlement occurs. Past service cost
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recognised in respect of short-term employee is recognised as expense at the earlier of the
benefits are measured at the undiscounted plan amendment or curtailment and when
amount of the benefits expected to be paid in the Company recognises related restructuring
exchange for the related service. costs or termination benefits.
(ii) Post-employment benefits: In case of funded plans, the fair value of
(a) Defined contribution plans: The the plan assets is reduced from the gross
Company’s superannuation scheme, obligation under the defined benefit plans to
state governed provident fund scheme, recognise the obligation on a net basis.
Board’s Report
employee state insurance scheme and (iii) Long term employee benefits:
employee pension scheme are defined The obligation recognised in respect of long
contribution plans. The contribution paid/ term benefits such as long term compensated
payable under the schemes is recognised absences is measured at present value of
during the period in which the employee estimated future cash flows expected to be
renders the related service. made by the Company and is recognised in
(b) Defined benefit plans: The employees’ a similar manner as in the case of defined
gratuity fund schemes and employee benefit plans vide (ii) (b) above.
Corporate Governance
provident fund schemes managed by
(iv) Termination benefits:
board of trustees established by the
Company, the post-retirement medical Termination benefits such as compensation
care plan and the Parent Company under employee separation schemes are
pension plan represent defined benefit recognised as expense when the Company’s
plans. The present value of the obligation offer of the termination benefit is accepted
under defined benefit plans is determined or when the Company recognises the related
based on actuarial valuation using the restructuring costs whichever is earlier.
Projected Unit Credit Method.
1.9. Leases:
The obligation is measured at the present The determination of whether an agreement is, or
value of the estimated future cash flows using contains, a lease is based on the substance of the
a discount rate based on the market yield on agreement at the date of inception.
Financials
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collecting contractual cash flows, selling
financial assets or both. Financial assets are measured at fair value
through profit or loss unless it is measured
The Company considers all relevant
at amortised cost or at fair value through
information available when making the
other comprehensive income on initial
business model assessment. However
recognition. The transaction costs directly
this assessment is not performed on the
attributable to the acquisition of financial
basis of scenarios that the Company
assets and liabilities at fair value through
does not reasonably expect to occur,
profit or loss are immediately recognised
such as so-called ‘worst case’ or ‘stress
in profit or loss.
case’ scenarios. The Company takes into
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account all relevant evidence available (e) De-recognition
such as:
A financial asset (or, where applicable,
• how the performance of the business a part of a financial asset or part of a
model and the financial assets held Company of similar financial assets) is
within that business model are primarily de-recognised when:
evaluated and reported to the entity’s • The rights to receive cash flows from
key management personnel; the asset have expired, or
Board’s Report
• the risks that affect the performance • The Company has transferred its
of the business model (and the rights to receive cash flows from the
financial assets held within that asset or has assumed an obligation
business model) and, in particular, to pay the received cash flows in full
the way in which those risks are without material delay to a third party
managed; and under a ‘pass-through’ arrangement;
• how managers of the business are and
compensated (e.g. whether the • either (a) the Company has
compensation is based on the fair
Corporate Governance
transferred substantially all the risks
value of the assets managed or on and rewards of the asset, or (b) the
the contractual cash flows collected). Company has neither transferred
The Company reassess its business models nor retained substantially all the risks
each reporting period to determine and rewards of the asset, but has
whether the business models have transferred control of the asset.
changed since the preceding period. For The transferred asset and the associated
the current and prior reporting period the liability are measured on a basis that
Company has not identified a change in reflects the rights and obligations that the
its business models. Company has retained.
When a debt instrument measured at (ii) Financial liabilities
FVTOCI is derecognised, the cumulative
Financials
(a) Financial liabilities, including derivatives,
gain/loss previously recognised in OCI is
which are designated for measurement at
reclassified from equity to profit or loss.
In contrast, for an equity investment FVTPL are subsequently measured at fair
designated as measured at FVTOCI, the value. Financial guarantee contracts are
cumulative gain/loss previously recognised subsequently measured at the amount of
in OCI is not subsequently reclassified to impairment loss allowance or the amount
profit or loss but transferred within equity. recognised at inception net of cumulative
amortisation, whichever is higher.
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credit assessment.
information assessed depends on the type of
Given that a significant increase in credit risk since the asset, for example in corporate lending a
initial recognition is a relative measure, a given qualitative indicator used is the admittance of
change, in absolute terms, in the Probability of bankruptcy petition by National Company Law
Default will be more significant for a financial Tribunal, which is not relevant for retail lending.
instrument with a lower initial PD than compared Quantitative indicators, such as overdue status and
to a financial instrument with a higher PD. non-payment on another obligation of the same
counterparty are key inputs in this analysis. The
As a back-stop when loan asset not being a
Company uses a variety of sources of information
corporate loans becomes 30 days past due, the
to assess default which are either developed
Company considers that a significant increase in
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internally or obtained from external sources. The
credit risk has occurred and the asset is in stage 2
definition of default is applied consistently to all
of the impairment model, i.e. the loss allowance
financial instruments unless information becomes
is measured as the lifetime ECL in respect of all
available that demonstrates that another default
retail assets. In respect of the corporate loan
definition is more appropriate for a particular
assets, shifting to Stage 2 has been rebutted
financial instrument.
using historical evidence from own portfolio to a
threshold of 60 days past due, which is reviewed With the exception of POCI financial assets
annually. (which are considered separately below), ECLs are
Board’s Report
required to be measured through a loss allowance
Purchased or originated credit-impaired
at an amount equal to:
(POCI) financial assets
POCI financial assets are treated differently because • 12-month ECL, i.e. lifetime ECL that result
the asset is credit-impaired at initial recognition. from those default events on the financial
For these assets, the Company recognises all instrument that are possible within 12 months
changes in lifetime ECL since initial recognition as after the reporting date, (referred to as Stage
a loss allowance with any changes recognised in 1); or
profit or loss. A favourable change for such assets
creates an impairment gain. • full lifetime ECL, i.e. lifetime ECL that result
Corporate Governance
from all possible default events over the life of
Definition of default the financial instrument, (referred to as Stage
Critical to the determination of ECL is the 2 and Stage 3).
definition of default. The definition of default A loss allowance for full lifetime ECL is
is used in measuring the amount of ECL and in required for a financial instrument if the
the determination of whether the loss allowance credit risk on that financial instrument has
is based on 12-month or lifetime ECL, as default increased significantly since initial recognition
is a component of the probability of default (PD) (and consequently to credit impaired financial
which affects both the measurement of ECLs and assets). For all other financial instruments,
the identification of a significant increase in credit ECLs are measured at an amount equal to the
risk. 12-month ECL.
The Company considers the following as
Financials
ECLs are a probability-weighted estimate
constituting an event of default: of the present value of credit losses. These
• the borrower is past due more than 90 days are measured as the present value of the
on any material credit obligation to the difference between the cash flows due to the
Company; or Company under the contract and the cash
flows that the Company expects to receive
• the borrower is unlikely to pay its credit arising from the weighting of multiple future
obligations to the Company in full. economic scenarios, discounted at the asset’s
The definition of default is appropriately tailored EIR.
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part that is no longer recognised on the basis of
derecognition the Company calculates the
the relative fair values of those parts. This does
modification gain/loss comparing the gross
not apply for equity investments designated as
carrying amount before and after the modification
measured at FVTOCI, as the cumulative gain/loss
(excluding the ECL allowance). Then the Company
previously recognised in OCI is not subsequently
measures ECL for the modified asset, where the
reclassified to profit or loss.
expected cash flows arising from the modified
financial asset are included in calculating the 1.14. Presentation of allowance for ECL in the
expected cash shortfalls from the original asset. Balance Sheet
The Company derecognises a financial asset Loss allowances for ECL are presented in the
only when the contractual rights to the asset’s statement of financial position as follows:
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cash flows expire (including expiry arising from a • for financial assets measured at amortised
modification with substantially different terms), cost: as a deduction from the gross carrying
or when the financial asset and substantially all amount of the assets;
the risks and rewards of ownership of the asset
are transferred to another entity. If the Company • for debt instruments measured at FVTOCI: no
neither transfers nor retains substantially all the loss allowance is recognised in Balance Sheet
risks and rewards of ownership and continues as the carrying amount is at fair value.
to control the transferred asset, the Company
1.15. Cash and bank balances:
Board’s Report
recognises its retained interest in the asset and an
associated liability for amounts it may have to pay. Cash and bank balances also include fixed
If the Company retains substantially all the risks deposits, margin money deposits, earmarked
and rewards of ownership of a transferred financial balances with banks and other bank balances
asset, the Company continues to recognise the which have restrictions on repatriation. Short
financial asset and also recognises a collateralised term and liquid investments being subject to more
borrowing for the proceeds received. than insignificant risk of change in value, are not
included as part of cash and cash equivalents.
On derecognition of a financial asset in its entirety,
the difference between the asset’s carrying amount 1.16. Securities premium account:
Corporate Governance
and the sum of the consideration received and (i) Securities premium includes:
receivable and the cumulative gain/loss that had • The difference between the face value of
been recognised in OCI and accumulated in equity the equity shares and the consideration
is recognised in profit or loss, with the exception received in respect of shares issued
of equity investment designated as measured at pursuant to Stock Option Scheme.
FVTOCI, where the cumulative gain/loss previously
recognised in OCI is not subsequently reclassified • The fair value of the stock options which
to profit or loss. are treated as expense, if any, in respect of
shares allotted pursuant to Stock Options
On derecognition of a financial asset other than
Scheme.
in its entirety (e.g. when the Company retains an
option to repurchase part of a transferred asset), (ii) The issue expenses of securities which qualify
the Company allocates the previous carrying as equity instruments are written off against
Financials
amount of the financial asset between the part securities premium account.
it continues to recognise under continuing
involvement, and the part it no longer recognises 1.17. Borrowing costs:
on the basis of the relative fair values of those Borrowing costs include interest expense
parts on the date of the transfer. The difference calculated using the effective interest method,
between the carrying amount allocated to the finance charges in respect of assets acquired on
part that is no longer recognised and the sum of finance lease and exchange differences arising
the consideration received for the part no longer from foreign currency borrowings, to the extent
they are regarded as an adjustment to interest
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each reporting period and reduced to the extent of resources will be required to settle the
that it is no longer probable that sufficient taxable obligation; and
profits will be available to allow all or part of the
asset to be recovered. (ii) a present obligation arising from past events,
when no reliable estimate is possible.
Deferred tax assets relating to unabsorbed
depreciation/business losses/losses under the head Contingent assets are disclosed where an inflow
“capital gains” are recognised and carried forward of economic benefits is probable. Provisions,
to the extent of available taxable temporary contingent liabilities and contingent assets are
differences or where there is convincing other reviewed at each Balance Sheet date.
evidence that sufficient future taxable income Where the unavoidable costs of meeting the
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will be available against which such deferred obligations under the contract exceed the
tax assets can be realised. Deferred tax assets economic benefits expected to be received under
in respect of unutilised tax credits which mainly such contract, the present obligation under the
relate to minimum alternate tax are recognised contract is recognised and measured as a provision.
to the extent it is probable of such unutilised tax
credits will get realised. 1.23. Commitment:
The measurement of deferred tax liabilities and Commitments are future liabilities for contractual
assets reflects the tax consequences that would expenditure, classified and disclosed as follows:
Board’s Report
follow from the manner in which the Company (a) estimated amount of contracts remaining
expects, at the end of reporting period, to recover to be executed on capital account and not
or settle the carrying amount of its assets and provided for;
liabilities.
(b) uncalled liability on shares and other
Transaction or event which is recognised outside investments partly paid;
profit or loss, either in other comprehensive
income or in equity, is recorded along with the tax (c) funding related commitment to associate
as applicable. companies; and
Corporate Governance
1.22. Provisions, contingent liabilities and (d) other non-cancellable commitments, if any, to
contingent assets: the extent they are considered material and
Provisions are recognised only when: relevant in the opinion of management.
Other commitments related to sales/procurements
(i) an Company entity has a present obligation
made in the normal course of business are not
(legal or constructive) as a result of a past
disclosed to avoid excessive details.
event; and
1.24. Statement of cash flows:
(ii) it is probable that an outflow of resources
embodying economic benefits will be required Statement of cash flows is prepared segregating
to settle the obligation; and the cash flows into operating, investing and
financing activities.cash flow from operating
(iii) a reliable estimate can be made of the amount activities is reported using indirect method
of the obligation adjusting the net profit for the effects of:
Financials
Provision is measured using the cash flows (i) changes during the period in operating
estimated to settle the present obligation and receivables and payables transactions of a
when the effect of time value of money is material, non-cash nature;
the carrying amount of the provision is the
present value of those cash flows. Reimbursement (ii) non-cash items such as depreciation,
expected in respect of expenditure required to provisions, deferred taxes, unrealised gains
settle a provision is recognised only when it is and losses; and
virtually certain that the reimbursement will be (iii) all other items for which the cash effects are
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Total 0.49 11.26 0.53
3 Bank balance other than note 2 above (R in crore)
As at As at As at
Particulars
March 31, 2019 March 31, 2018 April 01, 2017
Unclaimed dividend on equity shares 1.27 0.95 0.95
Unclaimed redemption proceeds and dividend 0.60 0.05 0.74
on preference shares
Total 1.87 1.00 1.69
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4 Receivables (R in crore)
As at As at As at
Particulars
March 31, 2019 March 31, 2018 April 01, 2017
Trade receivables (considered good -
unsecured)
Receivables from related parties (refer note 39) 9.17 57.63 26.99
Board’s Report
Other Receivables – – –
Total 9.17 57.63 26.99
5 Loans (R in crore)
As at As at As at
Particulars
March 31, 2019 March 31, 2018 April 01, 2017
(A) At amortised cost
Loans to related parties (Refer note 39) 564.08 1,018.09 587.61
Corporate Governance
Less: Impairment loss allowance (0.10) (4.01) (2.03)
Total 563.98 1,014.08 585.58
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Dividend receivable from related parties (refer 290.05 223.72 86.00
note 39)
Security deposits 0.40 0.29 0.26
Total 290.62 224.01 86.26
8 Current tax assets (net) (R in crore)
As at As at As at
Particulars
March 31, 2019 March 31, 2018 April 01, 2017
Advance income tax (net of provision for tax) 1.21 1.54 14.04
MD&A
Total 1.21 1.54 14.04
9 Deferred tax assets (net) (R in crore)
As at As at As at
Particulars
March 31, 2019 March 31, 2018 April 01, 2017
Deferred tax assets 0.86 1.96 9.16
Minimum alternate tax credit entitlement 32.80 32.80 32.80
Board’s Report
Total 33.66 34.76 41.96
10 Property, plant and equipment /Intangible assets
Property, plant and equipment: (R in crore)
Gross carrying amount Accumulated depreciation Net carrying amount
Particulars As at As at As at As at As at As at
For the
April 01, Additions Disposals March 31, April 01, Disposals March 31, March 31, March 31,
Year
2018 2019 2018 2019 2019 2018
Corporate Governance
Computers* 0.01 – – 0.01 0.00 0.00 – 0.00 0.00 0.01
Office 0.00 – – 0.00 0.00 0.00 – 0.00 0.00 0.00
equipment*
Motor vehicles – 0.90 – 0.90 – 0.11 – 0.11 0.79 –
0.01 0.90 – 0.91 0.00 0.11 – 0.11 0.79 0.01
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Commercial paper (net) (refer note 13a) 1,162.49 – 568.97
Total 1,162.49 – 568.97
(B) Debt securities in India
At amortised cost 1,162.49 – 568.97
Total 1,162.49 – 568.97
MD&A
Bullet upto 1 year 6.50% to 7.50% – – 568.97
7.50% to 8.50% 717.34 – –
8.50% to 9.50% 445.15 – –
Total 1,162.49 – 568.97
Board’s Report
As at As at As at
Particulars
March 31, 2019 March 31, 2018 April 01, 2017
(A) At amortised cost
Loan repayable on demand from banks 4.99 4.96 4.93
(refer note 14a)
Loan from parties other than banks – 463.74 429.06
(refer note 14b)
Corporate Governance
Total 4.99 468.70 433.99
(B) Borrowings (other than debt
securities) in India
At amortised cost 4.99 468.70 433.99
Total 4.99 468.70 433.99
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on preference shares
Unclaimed dividend on equity shares 1.27 0.95 0.95
Liability for expenses 4.06 6.53 6.28
Other payables 0.02 3.27 0.05
Total 5.95 10.80 8.02
17 Current tax liabilities (net) (R in crore)
As at As at As at
Particulars
March 31, 2019 March 31, 2018 April 01, 2017
MD&A
Provision for tax (net) 7.85 – –
Total 7.85 – –
18 Provisions (R in crore)
As at As at As at
Particulars
March 31, 2019 March 31, 2018 April 01, 2017
Provision for employee benefits
Board’s Report
Compensated absences 1.01 0.98 1.59
Super annuation fund 0.82 0.82 0.71
Gratuity (refer note 38) 0.25 0.03 0.56
Total 2.08 1.83 2.86
19 Other non-financial liabilities (R in crore)
As at As at As at
Particulars
Corporate Governance
March 31, 2019 March 31, 2018 April 01, 2017
Statutory dues payable 0.68 1.70 0.38
Revenue received in advance – – 16.51
Dividend distribution tax payable 2.19 – 21.05
Total 2.87 1.70 37.94
20 Equity Share capital (R in crore)
As at As at As at
Particulars
March 31, 2019 March 31, 2018 April 01, 2017
Subscribed and paid up equity share capital 1,998.81 1,995.68 1,755.72 Financials
Total 1,998.81 1,995.68 1,755.72
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(VI) Details of shares reserved to be issued under Employee stock option
As at March 31, 2019 As at March 31, 2018 As at April 01, 2017
Particulars
No. of Shares (R in crore) No. of Shares (R in crore) No. of Shares (R in crore)
Equity Shares of R 10 each 4,65,86,600 46.25 3,42,94,925 34.29 2,66,11,795 26.61
4,65,86,600 46.25 3,42,94,925 34.29 2,66,11,795 26.61
(VII) Capital Management
- The objective of the Company’s Capital Management is to maximise shareholder value, safeguard
business continuity and support the growth of its subsidiaries. The Company determines the capital
requirement based on annual operating plans and long-term and other strategic investment plans. The
MD&A
funding requirements are met through loans and operating cash flows generated. The debt equity ratio
is 0.28 as at March 31, 2019 (as at March 31, 2018 is 0.20) (as at April 01, 2017 is 0.53)
- During the year ended March 31, 2019, the Company paid the final dividend of R 1 per equity share for
the year ended March 31, 2018 amounting to R 199.70 crore.
- On April 28, 2018, the Board of Directors have recommended the final dividend of R 1 per equity share
for the year ended March 31, 2019 subject to approval from shareholders. On approval, the total dividend
payment based on number of shares outstanding as at March 31, 2019 is expected to be R 199.88 crore.
Board’s Report
(VIII) Employee stock option scheme
- The Company has formulated Employee Stock Option Schemes 2010 (ESOP Scheme-2010) and 2013
(ESOP Scheme 2013). The grant of options to the employees under the stock option scheme is on the
basis of their performance and other eligibility criteria. The options allotted under scheme 2010 are vested
over a period of 4 years in ratio of 15%, 20%, 30% and 35% respectively from the date of grant, subject
to the discretion of the management and fulfilment of certain conditions. The options granted under
scheme 2013 are vested in a graded manner over a period of four years with 0%, 33%, 33% and 34%
of grants vesting each year, commencing from the end of 24 months from the date of grant.
Corporate Governance
- Options allotted under scheme 2010 can be exercised anytime within a period of 7 years from the date of
grant and would be settled by way of equity. The options granted under scheme 2013 can be exercised
anytime within a period of 8 years from the date of grant. Management has discretion to modify the
exercise period.
- The option granted under scheme 2010 is at exercise price of R 44.20. The option granted under scheme
2013 was at market price which was the last closing price on National Stock Exchange preceding the
dates of grant respectively.
- During the year ended March 31, 2019, 385,800 and 27,49,600 options were allotted under scheme
2010 and 2013 respectively.
Financials
- The details of the grants are summarised below:
About Us
2. Reserve u/s 45 IC of the Reserve Bank of India Act, 1934: The Company created a reserve pursuant to
section 45 IC the Reserve Bank of India Act, 1934 by transferring amount not less than twenty per cent
of its net profit every year as disclosed in the Statement of Profit and Loss and before any dividend
is declared.
3. General reserve: Under the erstwhile Companies Act 1956, general reserve was created through an
annual transfer of net income at a specified percentage in accordance with applicable regulations.
Consequent to introduction of Companies Act 2013, the requirement to mandatorily transfer a specified
percentage of the net profit to general reserve has been withdrawn.
MD&A
However, the amount previously transferred to the general reserve can be utilised only in accordance with
the specific requirements of Companies Act, 2013.
4. Employee stock option outstanding account : The reserve is used to recognise the fair value of the
options issued to employees of the Company and subsidiary companies under Company’s employee stock
option scheme.
22 Interest income (R in crore)
Year ended Year ended
Board’s Report
Particulars
March 31, 2019 March 31, 2018
Financial assets measured at amortised cost:
Interest on loans 137.94 73.01
Total 137.94 73.01
23 Dividend income (R in crore)
Year ended Year ended
Particulars
Corporate Governance
March 31, 2019 March 31, 2018
Dividend from subsidiaries 343.79 376.92
Total 343.79 376.92
24 Net gain on fair value changes (R in crore)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Net gain on financial instruments at fair value through profit
or loss
On trading portfolio Financials
- Gain on sale of investments 0.38 4.65
Total net gain on fair value changes 0.38 4.65
Fair value changes:
- Realised 0.38 4.65
- Unrealised – –
Total net gain on fair value changes 0.38 4.65
About Us
Statutory audit fees 0.10 0.09
Limited review fees 0.10 0.09
Tax audit fees 0.01 0.01
Other services 0.09 0.11
Legal and professional charges 1.24 2.61
Repairs and maintenance 0.53 0.48
Directors sitting fees 0.35 0.41
Remuneration to non executive directors 1.36 1.55
MD&A
Advertising and publicity 1.18 0.85
Telephone and postage 0.13 0.27
Printing and stationery 0.32 0.44
Listing and custodian charges 0.95 0.87
Travelling and conveyance 0.27 0.73
Membership fees 0.03 0.25
Corporate social responsibility expenses (refer note 32) 0.68 0.60
Board’s Report
Donations (refer note 44) 0.04 –
Miscellaneous expenses 0.42 0.67
Total 9.12 11.13
30 Tax expense (R in crore)
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Current tax 35.87 7.02
Corporate Governance
Deferred tax charge 1.10 7.19
Provision for tax related to earlier years – 12.44
Total 36.97 26.65
31 Particulars in respect of loan to related parties and investment in subsidiaries as required by the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015:
(a) Particulars in respect of loans and advances in the nature of loans given to subsidiaries:
( R in crore)
Balance as at* Maximum outstanding during
S.
Name of subsidiaries March 31, March 31, April 01, March 31, March 31, April 01,
No.
2019 2018 2017 2019 2018 2017 Financials
1 L&T Infrastructure – – – 714.00 1,500.00 395.00
Finance Company
Limited
2 L&T Finance Limited 166.11 660.54 201.18 2,449.04 1,680.93 626.55
3 L&T Housing Finance – 15.01 – 500.00 500.00 371.00
Limited
4 L&T Infra Investment – – – 0.15 – –
Partners Advisory
Private Limited
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ii) Non-cancellable operating lease commitments ( R in crore)
As at As at As at
31 March, 2019 31 March, 2018 1 April, 2017
Not later than 1 year 0.39 1.01 0.97
Later than 1 year and not later than 5 years 0.08 0.09 1.10
Later than 5 years – – –
Total 0.47 1.10 2.07
iii) Lease rental expense in respect of operating leases: R 1.31 crore (previous year: R 1.08 crore)
MD&A
iv) Contingent rent recognised in the Statement of Profit and Loss: R Nil (previous year: R Nil)
34 Disclosure pursuant to Ind AS 107 “Financial Instruments: Disclosures”: Financial risk management
The Company being a Core Investment Company as per the Core Investment Companies (RBI) Directions,
2016 is required to invest or lend majority of it’s fund to subsidiaries. The Company’s principal financial
liabilities comprise borrowings and trade and other payables. The main purpose of these financial liabilities is
to finance and support Company’s operations. The Company’s principal financial assets include inter corporate
deposites, loans, cash and cash equivalents and other receivables.
Board’s Report
The Company is exposed to market risk, credit risk, liquidity risk and operational and business risk. The
Company’s management oversees the management of these risks. The Company’s senior management is
supported by a Risk Management Committee that advises on financial risks and the appropriate financial risk
governance framework for the Company. The Risk Committee provides assurance to the Company’s senior
management the Company’s financial risk activities are governed by appropriate policies and procedures and
that financial risks are identified, measured and managed in accordance with Company’s policies and risk
objectives. The major risks are summarised below:
Market risk
Corporate Governance
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because
of changes in market prices. In the case of the Company, market risk primarily impacts financial instruments
measured at fair value through profit or loss.
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in market interest rates. The Company does not have exposure to the risk of changes in
market interest rate as it has debt obligations with fixed interest rates which are measured at amortised cost.
Credit risk
Credit risk is the risk that the counterparty will not meet its obligations under a financial instrument or
a customer contract, leading to a financial loss. The Company is exposed to credit risk from its financing
activities towards inter corporate deposits to subsidiaries, where no significant impact on cedit risk has been
identified
Financials
About Us
delinquencies and interest rate)
(c) Fair value hierarchy of financial assets and financial liabilities at fair value:
( R in crore)
As at April 01, 2017 Level 1 Level 2 Level 3 Total
Financial assets
Mutual funds 270.71 – – 270.71
Total financial assets 270.71 – – 270.71
(d) Fair value hierarchy of financial assets and financial liabilities measured at amortised cost:
MD&A
( R in crore)
Valuation Technique for level
As at March 31, 2019 Level 1 Level 2 Level 3 Total
3 items
Financial assets
Loans – – 563.98 563.98 Carrying value approximately
equal to fair value.
Total financial assets – – 563.98 563.98
Financial Liabilities
Board’s Report
Debt Securities – – 1,179.25 1,179.25 Carrying value approximately
equal to fair value.
Borrowings (other than debt
securities)
Cash Credit – – 4.99 4.99 Carrying value approximately
equal to fair value.
Inter Corporate Borrowings – – – – Carrying value approximately
equal to fair value.
Corporate Governance
Subordinated Liabilities – – 1,081.41 1,081.41 Carrying value approximately
equal to fair value.
Total financial liabilities – – 2,265.65 2,265.65
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Other financial liabilities 5.95 – 5.95 10.80 – 10.80 8.02 – 8.02
Non-Financial
Liabilities
Current tax liabilities 7.85 – 7.85 – – – – – –
(net)
Provisions 1.01 1.07 2.08 0.98 0.85 1.83 1.59 1.27 2.86
Other non-financial 2.87 – 2.87 1.70 – 1.70 37.94 – 37.94
liabilities
Total 1,369.36 849.17 2,218.53 731.75 781.42 1,513.17 800.46 1,457.75 2,258.21
MD&A
(f) The tables below analyse the Company’s financial liabilities into relevant maturity groupings
based on their contractual maturities :
The amounts disclosed in the table are the contractual undiscounted cash flows.
( R in crore)
March 31, 2019 March 31, 2018 April 1, 2017
Particulars Within After Within After Within After
twelve twelve Total twelve twelve Total twelve twelve Total
months months months months months months
Board’s Report
Non-derivatives
Borrowings* 1,501.26 909.46 2,410.71 719.54 877.19 1,596.73 832.66 1,645.42 2,478.08
* Borrowings are net of offsetting respective derivative gain/loss
Corporate Governance
rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate
because of a change in market interest rates.
- Interest rate risk exposure
The exposure of the Company’s borrowing to interest rate changes at the end of the reporting period are as
follows:
( R in crore)
As at As at As at
Particulars
31 March, 2019 31 March, 2018 1 April, 2017
Variable rate borrowings 4.99 4.96 4.94
Fixed rate borrowings 2,209.40 1,434.40 2,188.40
Financials
Impact on other
Impact on profit after tax
components of equity
Particulars As at As at As at As at
March 31, March 31, March 31, March 31,
2019 2018 2019 2018
Interest rates – increase by 25 basis points * -0.01 -0.01 -0.01 -0.01
Interest rates – decrease by 25 basis points* 0.01 0.01 0.01 0.01
* Impact on P/L upto 1 year, holding all other variables constant
(h) Expected credit loss - loans (R in crore)
As at March 31, 2019 As at March 31, 2018 As at April 01, 2017
Estimated Carrying Estimated Carrying Estimated Carrying
Particulars gross amount gross amount gross amount
Expected Expected Expected
carrying net of carrying net of carrying net of
Credit Loss Credit Loss Credit Loss
amount at impairment amount at impairment amount at impairment
default provision default provision default provision
Loss allowance measured 564.08 0.10 563.98 1,018.09 4.01 1,014.08 587.61 2.03 585.58
at 12 month expected
credit losses:
Financial assets for which
credit risk has not increased
significantly since initial
recognition
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Impact on ECL of Exposure transferred between - - -
stages during the year
Increase / (decrease) in provision on existing (3.92) - -
financial assets (Net of recovery)
Loss allowance as on March 31, 2019 0.10 - -
MD&A
New assets originated or purchased - - -
Amount written off - - -
Transfers to Stage 1 - - -
Transfers to Stage 2 - - -
Transfers to Stage 3 - - -
Net recovery 430.48 - -
Gross carrying amount as at March 31, 2018 1,018.09 - -
Board’s Report
New assets originated or purchased 15.81 - -
Amount written off - - -
Transfers to Stage 1 - - -
Transfers to Stage 2 - - -
Transfers to Stage 3 - - -
Net recovery (469.82) - -
Gross carrying amount as at March 31, 2019 564.08 - -
Corporate Governance
36 Disclosure pursuant to Ind AS 108 “Operating Segment”
The company operates mainly in the business segment of investment activity. As such there are no reportable
segments as per IND AS 108 on operating segment.
37 Disclosure pursuant to Ind AS 12 “Income Taxes”
(a) Major components of tax expense/(income):
(R in crore)
S.
Particulars 2018-19 2017-18
No.
Statement of Profit and Loss:
(a) Profit and Loss section: Financials
(i) Current Income tax :
Current income tax expense 35.87 7.02
Tax expense in respect of earlier years – 12.44
35.87 19.46
(ii) Deferred Tax:
Tax expense on origination and reversal of temporary differences 1.10 7.19
1.10 7.19
Income tax expense reported in the statement of profit and 36.97 26.65
loss[(i)+(ii)]
(R in crore)
S.
Particulars 2018-19 2017-18
No.
(a) Profit before tax 304.03 292.70
(b) Corporate tax rate as per Income tax Act, 1961 34.944% 34.608%
(c) Tax on accounting profit (c)=(a)*(b) 106.24 101.30
(d) (i) Tax on Income exempt from tax : (120.14) (130.45)
(ii) Tax on expense not tax deductible: 50.87 43.04
(iii) Effect on deferred tax due to change in Income tax rate – (0.02)
(iv) Effect of tax expenses for prior years – 12.44
(v) Tax effect on various other Items – 0.34
Total effect of tax adjustments [(i) to (v)] (69.27) (74.65)
(e) Tax expense recognised during the year (e)=(c)-(d) 36.97 26.65
(f) Effective tax Rate (f)=(e)/(a) 12.16% 9.10%
(c) Major components of deferred tax liabilities and deferred tax assets:
(R in crore)
Deferred tax Charge/(credit) Deferred tax
(liabilities)/ to Statement (liabilities)/
Particulars
assets as at of Profit and assets as at
April 01, 2018 Loss March 31, 2019
Deferred tax (liabilities):
- Difference between book base and tax base of 0.00 (0.01) (0.01)
property, plant & equipment, investment property
and intangible assets*
Net Deferred tax (liabilities) 0.00 (0.01) (0.01)
Deferred tax assets:
- Impairment on financial instruments 1.40 (1.37) 0.04
- Unutilised MAT credit 32.80 – 32.80
- Defined benefit obligation 0.34 0.30 0.63
- Provision for Expenses 0.22 (0.02) 0.20
Net Deferred tax assets 34.76 (1.09) 33.67
Net deferred tax (liability)/assets 34.76 (1.10) 33.66
* Amount less than R 50,000
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Deferred tax (liabilities):
- Difference between book base and tax base of (0.00) 0.01 0.00
property, plant & equipment, investment property
and intangible assets*
- Fair value of investments at FVTPL (0.13) 0.13 –
Net Deferred tax (liabilities) (0.13) 0.14 0.00
Deferred tax assets:
- Impairment on financial instruments 0.70 0.70 1.40
- Carried forward tax losses 7.89 (7.89) 0.00
- Unutilised MAT credit 32.80 – 32.80
MD&A
- Defined benefit obligation 0.55 (0.21) 0.34
- Provision for Expenses 0.15 0.07 0.22
Net Deferred tax assets 42.09 (7.33) 34.76
Net deferred tax (liability)/assets 41.96 (7.19) 34.76
* Amount less than R 50,000
38 Disclosure pursuant to Ind AS 19 “Employee Benefits”:
(i) Defined contribution plans
Board’s Report
The Company recognise charges of R 0.27 crore (previous year R 0.29 crore) as an expense for provident fund
contribution and is included in Note 28 “employee benefits expenses” in the statement of profit and loss.
(ii) Defined benefits gratuity plans
The Company operates gratuity plan through a trust wherein every employee is entitled to the benefit
equivalent to fifteen days salary last drawn for each completed year of service. The same is payable on
termination of service, or retirement, whichever is earlier. The benefit vests after five years of continuous
service. The Company’s scheme is more favorable compared to the obligation under the Payment of Gratuity
Act, 1972.
Corporate Governance
a) The amounts recognised in balance sheet are as follows:
(R in crore)
Gratuity Plan
S.
Particulars As at As at As at
No.
March 31, 2019 March 31, 2018 April 01, 2017
A) Present Value of Defined Benefit
Obligation
- Wholly funded 1.08 0.85 1.32
- Wholly unfunded – – – Financials
1.08 0.85 1.32
Less : Fair Value of plan assets (0.83) (0.82) (0.76)
Amount to be recognised as liability or 0.25 0.03 0.56
(asset)
B) Amounts reflected in Balance Sheet
Liabilities 0.25 0.03 0.56
Assets – – –
Net liability/(asset) 0.25 0.03 0.56
Gratuity Plan
S.
Particulars As at As at
No.
March 31, 2019 March 31, 2018
1 Current Service Cost 0.11 0.17
2 Interest Cost (0.01) 0.03
3 Actuarial losses/(gains) - others 0.06 (0.62)
4 Actuarial losses/(gains) - difference between actuarial return on 0.26 0.00
plan assets and interest income
Total (1 to 4) 0.42 (0.42)
i Amount included in “employee benefits expenses” 0.11 0.17
ii Amount included in as part of “finance cost’ (0.01) 0.03
iii Amount included as part of “Other Comprehensive income” 0.32 (0.62)
Total (i + ii + iii) 0.42 (0.42)
c) The changes in the present value of defined benefit obligation representing reconciliation of
opening and closing balance thereof are as follows:
(R in crore)
Gratuity Plan
Particulars As at As at As at
March 31, 2019 March 31, 2018 April 01, 2017
Opening balance of the present value of defined 0.85 1.32 10.63
benefit obligation
Add : Current Service Cost 0.11 0.17 0.09
Add : Interest Cost 0.06 0.09 0.41
Add : Actuarial losses/(gains)
i) Actuarial (gains)/losses arising from changes in 0.02 0.10 0.06
financial assumptions
ii) Actuarial (gains)/losses arising from changes in 0.00 – –
demographic assumptions
ii) Actuarial (gains)/losses arising from changes in 0.04 (0.72) 0.19
experience adjustments
Less : Benefits paid – (0.11) (10.40)
Add : Liability assumed/(settled) – – 0.34
Closing balance of the present value of defined 1.08 0.85 1.32
benefit obligation
d) Changes in the failr value of plan assets representing reconciliation of the opening and closing
balances thereof are as follows:
(R in crore)
Gratuity Plan
Particulars As at As at As at
March 31, 2019 March 31, 2018 April 01, 2017
Opening balance of the fair value of the plan assets 0.82 0.76 8.57
Add : interest income of plan assets 0.07 0.06 0.25
Add/(less) : Actuarial gains/(losses) (0.26) (0.01) 0.11
Add : Contribution by the employer 0.21 0.12 2.23
Less : Benefits paid – (0.11) (10.40)
Closing balance of plan assets 0.84 0.82 0.76
148 L&T FINANCE HOLDINGS LIMITED Annual Report 2018 - 19
Notes forming part of the Financial Statements
e) The fair value of major categories of plan assets are as follows:
(R in crore)
Gratuity Plan
Particulars As at As at As at
March 31, 2019 March 31, 2018 April 01, 2017
About Us
1 Insurer managed funds (unquoted) 0.84 0.82 0.76
f) Principal actuarial assumptions at the valuation date:
Gratuity Plan
S.
Particulars As at As at As at
No.
March 31, 2019 March 31, 2018 April 01, 2017
1 Discount rate (per annum) 7.20% 7.70% 6.90%
2 Salary escalation rate (per annum) 9.00% 9.00% 6.00%
Discount Rate:
MD&A
The discount rate based on the prevailing market yield of Indian government securities at the balance sheet
date for the estimated term of the obligations.
Salary escalation rate:
The estimates of future salary increases considered takes into account the inflation, seniority, promotion and
other relevant factors.
g) Sensitivity Analysis:
Board’s Report
One percentage point change in actuarial assumption would have the following effects on the defined benefit
obligation:
S. Effect of 1% decrease
Particulars
No. 2018-19 2017-18
1 Discount rate (per annum) 0.05 0.05
2 Salary escalation rate (per annum) (0.05) (0.04)
Effect of 1% increase
Corporate Governance
2018-19 2017-18
3 Discount rate (per annum) (0.05) (0.04)
4 Salary escalation rate (per annum) 0.05 0.05
g) Attrition rate:
The attrition rate varies from 0% to 1% (previous year: 0% to 1%) for various age groups.
h) Mortality rate:
Published rates under the Indian Assured Lives Mortality (2012-14) Ult table.
Provident fund
The Company’s state governed provident fund scheme are defined contribution plan for its employees. The
Contribution by the employer and employee together with interest accumulated there on are payable to Financials
the employee at the time of separation from company or retirement whichever is earlier. The benefit vests
immediately on rendering of services by the employee.
About Us
L&T Capital Markets (Middle East) Limited 5.41 –
2 Inter corporate deposits disbursed
L&T Infrastructure Finance Company Limited 2,754.75 4,224.65
L&T Finance Limited 8,036.51 7,421.03
L&T Housing Finance Limited 1,917.72 2,340.07
L&T Infra Investment Partners Advisory Private Limited 0.15 –
L&T Investment Management Limited 36.22 –
L&T Capital Markets Limited – 16.52
MD&A
L&T Capital Markets (Middle East) Limited 15.66 –
L&T Financial Consultants Limited 371.29 392.68
3 Inter corporate deposits repaid (including interest)
L&T Infrastructure Finance Company Limited 2,759.11 4,231.36
L&T Finance Limited 8,626.02 6,992.96
L&T Housing Finance Limited 1,936.31 2,327.92
L&T Infra Investment Partners Advisory Private Limited 0.15 –
Board’s Report
L&T Investment Management Limited 36.31 –
L&T Capital Markets Limited – 16.55
L&T Capital Markets (Middle East) Limited** – –
L&T Financial Consultants Limited 366.34 468.68
** amounts less than R 50,000
4 Professional fees expense
Larsen & Toubro Limited 0.04 0.04
Corporate Governance
5 Rent & maintenance expenditure
L&T Financial Consultants Limited 1.42 1.37
6 Reimbursement of expense to
Larsen & Toubro Limited 0.11 0.08
L&T Financial Consultants Limited 0.03 –
L&T Electromech LLC# – 0.00
# amounts less than R 50,000
7 Reimbursement of expense from
L&T Infrastructure Finance Company Limited – 0.08
L&T Finance Limited – 0.08
L&T Housing Finance Limited – 0.08
Financials
About Us
Mr. Dinanath Dubhashi 5.63 8.21
Dr. (Mrs) Rajani R. Gupte 0.08 –
Mr. Harsh Mariwala 0.17 0.27
Mr. P. V. Bhide 0.16 0.25
Mr. Pavninder Singh 0.08 0.15
Mr. Prabhakar B. 0.08 –
Mr. S. V. Haribhakti 0.57 0.57
Mr. Thomas Mathew T. 0.20 0.26
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Ms. Nishi Vasudeva 0.15 0.12
Ms. Vaishali Kasture 0.03 0.07
Mr. B.V. Bhargava – 0.07
Mr. Y. M. Deosthalee – 0.08
Mr. Amit Chandra – 0.03
(c) Amount due to/from related parties:
(R in crore)
Board’s Report
S.
Nature of Transactions 2018-19 2017-18 2016-17
No.
1 Receivable from/ (payable to)
L&T Infrastructure Finance Company Limited 1.10 8.17 2.68
L&T Finance Limited 3.59 27.56 14.42
L&T Housing Finance Limited 0.50 1.22 0.86
L&T Infra Debt Fund 0.22 0.13 –
L&T Investment Management Limited 2.91 16.49 7.17
Corporate Governance
L&T Capital Markets Limited 0.40 3.95 1.60
L&T Financial Consultants Limited 0.04 0.13 0.00
L&T Capital Markets (Middle East) Limited 0.41 – –
Larsen & Toubro Limited (0.01) (0.02) 0.07
2 Outstanding balance of inter corporate
deposits given
L&T Finance Limited 166.11 660.54 201.18
L&T Housing Finance Limited – 15.01 –
L&T Capital Markets (Middle East) Limited 15.82 – –
L&T Financial Consultants Limited 382.15 342.54 386.43
3 Security deposit given to
Financials
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to any supplier as at the end of each accounting year;
(ii) the amount of interest paid by the Company in terms of section 16 of – –
MSMED Act, 2006, along with the amounts of the payment made to
the suppliers beyond the appointed day during the year;
(iii) the amount of interest due and payable for the period of delay in – –
making payment (which have been paid but beyond the appointed
day during the year) but without adding the interest specified under
MSMED Act, 2006;
(iv) the amount of interest accrued and remaining unpaid at the end of – –
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each accounting year;
(v) the amount of further interest remaining due and payable even in the – –
succeeding years, until such date when the interest dues as above are
actually paid to the small enterprise, for the purpose of disallowance as
a deductible expenditure under section 23 of the MSMED Act, 2006.
Footnote: The management has identified micro and small enterprises as defined under Micro, Small and
Medium Enterprises Development Act, 2006 (MSMED) on the basis of information made available by the
supplier or vendors of the Company. Based on the information available with the Company, as at the year end,
Board’s Report
there are no dues to micro and small Enterprises that are reportable under the MSMED Act, 2006.
46 There are no amounts due and outstanding to be credited to Investor Education & Protection Fund as at
March 31, 2019
47 Events after the reporting period
There have been no events after the reporting date that require disclosure in the financial statements.
48 The Company has obtained the Certificate of Registration from the RBI as a Non-Banking Financial
Institution - Core Investment Company (NBFC-CIC) on September 11, 2013 under Section 45-IA of
Corporate Governance
the Reserve Bank of India Act, 1934.
49 Disclosures in terms of RBI Master Direction for Non-Banking Financial Company - Systemically
Important Non-Deposit taking Company and Deposit taking Company (Reserve Bank) Directions,
2016 and Master Direction- Core Investment Companies (Reserve Bank) Directions , 2016 have been
given under Annexure-I to these financial statements.
50 First time adoption of Ind AS
The company has prepared opening Balance Sheet as per Ind AS as of April 01, 2017 (transition date) by
recognising all assets and liabilities whose recognition is required by Ind AS, derecognising items of assets or
liabilities which are not permitted to be recognised by Ind AS, reclassifying items from Previous GAAP to Ind
AS as required, and applying Ind AS to measure the recognised assets and liabilities. The exemptions availed Financials
by the company under Ind AS 101 are as follows:
(i) The company has adopted the carrying value determined in accordance with Previous GAAP for all of its
property plant & equipment and investment property as deemed cost of such assets at the transition date.
(ii) Ind AS 102 Share-based Payment has not been applied to equity instruments in share-based payment
transactions that vested before April 01, 2017.
(iii) The estimates as at April 01, 2017 and at March 31, 2018 are consistent with those made for the same
dates in accordance with Previous GAAP.
(c) Statement of reconciliation of cash flow statement under Ind AS and cash flow statement
reported under Previous GAAP:
(R in crore)
Previous
Particulars Adjustments Ind AS
GAAP
Net cash used in operating activities (A) (157.92) 114.11 (272.03)
Net cash used in investing activities (B) (2,191.00) – (2,191.00)
Net cash generated from financing activities (C) 2,359.65 (114.11) 2,473.76
Net increase in cash and cash equivalents (A+B+C) 10.73 10.73
Cash and cash equivalents at beginning of the year 0.53 0.53
Cash and cash equivalents at the end of the year 11.26 11.26
About Us
net off upon initial recognition from the borrowings and amortised under effective interest rate method,
resulting in increase in security premium account and decrease in borrowings on account of CRPS.
b Under IGAAP, the ESOPs of the holding company given to employees of the Group were recorded
at intrinsic value. Under Ind AS, the option fair value cost is amortised over the vesting period in the
Statement of Profit and Loss and a corresponding liability for ESOP outstanding is created.
c Actuarial gains and losses pertaining to defined benefit obligations and re-measurement pertaining to
return on plan assets are recognised in Other Comprehensive Income in accordance with Ind AS 19 and
are not reclassified to profit or loss.
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d Deferred tax under Ind AS has been recognised for temporary differences between tax base and the book
base of the relevant assets and liabilities. Under the Previous GAAP, the deferred tax was accounted based
on timing differences impacting the Statement of Profit and Loss for the period.
51 Previous year previous GAAP figures have been regrouped / reclassified to make them comparable
with IND AS presentation
52 The above financial statements have been reviewed by the audit committee and subsequently
approved by the Board of Directors at its meeting held on April 28, 2019.
Board’s Report
For and on behalf of the Board of Directors of
L&T Finance Holdings Limited
Corporate Governance
Non-Executive Chairman Managing Director &
(DIN: 00007347) Chief Executive Officer
(DIN: 03545900)
Place : Mumbai
Date : April 28, 2019
Financials
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As at March 31, 2019 As at March 31, 2018
S.
Particulars Amount Amount Amount Amount
No.
Outstanding Overdue Outstanding Overdue
(a) Debentures:
Secured – – – –
Unsecured (Other than falling within the – – – –
meaning of Public Deposits)
(b) Deferred Credits – – – –
(c) Term Loans – – – –
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(d) Inter-Corporate Loans and borrowings* – – 463.74 –
(e) Commercial Paper (net of unexpired discount 1,162.49 – – –
charges)
(f) Other Loans (Cash Credit) 4.99 – 4.96 –
4) Assets side:
Break-up of Loans and Advances including bills receivables [Other than those included in (3)
below]
Board’s Report
(R in crore)
As at As at
S. March 31, 2019 March 31, 2018
Particulars
No. Amount Amount
Outstanding Outstanding
(a) Secured – –
(b) Unsecured* 564.08 1,003.68
* inclusive of interest accrued
Corporate Governance
5) Break-up of Leased Assets and Stock on Hire and hypothecation loans counting towards AFC
activities
As at As at
S. March 31, 2019 March 31, 2018
Particulars
No. Amount Amount
Outstanding Outstanding
(i) Lease assets including lease rentals under sundry debtors:
(a) Financial Lease Nil Nil
(b) Operating Lease Nil Nil
(ii) Stock on hire including hire charges under sundry debtors
Financials
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S. Book Value Book Value
Category / Break up or / Break up or
No. (Net of (Net of
fair value or fair value or
Provisions) Provisions)
NAV NAV
1 Related Parties
(a) Subsidiaries 9,146.19 9,146.19 7,840.39 7,840.39
(b) Companies in the same – – – –
group
(c) Other related parties – – – –
2 Other than related parties – – – –
Total 9,146.19 9,146.19 7,840.39 7,840.39
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9) Other information
As at As at
S. March 31, 2018 March 31, 2018
Particulars
No. Amount Amount
Outstanding Outstanding
(i) Gross Non-Performing Assets
(a) Related parties – –
Board’s Report
(b) Other than related parties – –
(ii) Net Non-Performing Assets
(a) Related parties – –
(b) Other than related parties – –
(iii) Assets acquired in satisfaction of debt – –
Annexure-I (continued)
10) Investments: (R in crore)
S. As at As at
Corporate Governance
Particulars
No. March 31, 2019 March 31, 2018
1 Value of Investments
(i) Gross Value of Investments
(a) In India 9,140.78 7,840.39
(b) Outside India 5.41 –
(ii) Provisions for Depreciation
(a) In India – –
(b) Outside India – –
(iii) Net Value of Investments
(a) In India 9,140.78 7,840.39
(b) Outside India 5.41 –
2 Movement of provisions held towards depreciation on Financials
investments
(i) Opening balance – –
(ii) Add: Provisions made during the year – –
(iii) Less: Write -off/write back of excess provisions during – –
the year
(iv) Closing balance – –
As at As at
Particulars
March 31, 2019 March 31, 2018
Intercorporate Deposit* 564.08 1,003.68
* inclusive of interest accrued
Annexure-I (continued)
15) Miscellaneous
I) Registration obtained from other financial sector regulators: No registration has been obtained
from other financial sector regulators.
II) Penalties imposed by RBI and other regulators: No penalties have been imposed by RBI or other
regulators during the year. (Previous Year: NIL)
III) Ratings assigned by credit rating agencies and migration of ratings during the year:
2018-19
Instrument
INDIA RATINGS CARE ICRA
Non-Convertible Debentures IND AAA (Stable) CARE AAA (Stable) ICRA AAA (Stable)
CRPS – CARE AAA (RPS) –
(Stable)
Commercial Paper IND A1+ CARE A1+ ICRA A1+
2017-18
Instrument
INDIA RATINGS CARE ICRA
Non-Convertible Debentures IND AAA (Stable) CARE AAA (Stable) ICRA AA+ (Stable)
CRPS – CARE AAA (RPS) -
(Stable)
Commercial Paper IND A1+ CARE A1+ ICRA A1+
IV) Postponements of revenue recognition: Current year: Nil (Previous year: Nil)
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Provisions for depreciation on investment Nil Nil
Provision towards non-performing assets Nil Nil
Provision made towards Income tax
(shown below profit before tax)
Current tax 35.87 7.00
MAT credit entitlement – –
Deferred tax 0.85 7.39
Short provision relating to earlier years – 12.44
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Other provision and contingencies –
Provision for standard assets (1.83) 1.98
17) Concentration of Advances and NPAs:
I) Concentration of Advances: (R in crore)
As at As at
Particulars
March 31, 2019* March 31, 2018
Total Inter corporate deposit to twenty largest 564.08 1,003.68
Board’s Report
borrowers
Percentage of advances to twenty largest borrowers to 100% 100%
total advances of the company
*including interest accrued
Annexure-I (continued)
II) Concentration of NPAs: (R in crore)
As at As at
Corporate Governance
Particulars
March 31, 2019 March 31, 2018
Total Exposure to top four NPA accounts - -
18) Disclosure of customer complaints:
S.
Particulars 2018-19 2017-18
No.
(i) No. of complaints pending at the beginning of the year Nil Nil
(ii) No. of complaints received during the year Nil Nil
(iii) No. of complaints redressed during the year Nil Nil Financials
(iv) No. of complaints pending at the end of the year Nil Nil
About Us
involved in forecasting to testing the goodwill the other information, compare with the financial
and discounting future for impairment the statements of the subsidiaries audited by the
cash flows, determination procedures included the other auditors, to the extent it relates to these
of discount and following: entities and, in doing so, place reliance on the
terminal growth rates, work of the other auditors and consider whether
which are the basis • Engaged internal fair
valuation experts to the other information is materially inconsistent
of the assessment of with the consolidated financial statements or
recoverability. These are challenge management’s
underlying assumptions our knowledge obtained during the course of
the key judgement areas our audit or otherwise appears to be materially
for our audit. and appropriateness of
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the valuation model used. misstated. Other information so far as it relates
The Group annually to the subsidiaries, is traced from their financial
carries out an impairment • Compared the Group’s statements audited by the other auditors.
assessment of goodwill assumptions with
using a value-in-use comparable benchmarks • If, based on the work we have performed, we
model which is based in relation to key inputs conclude that there is a material misstatement of
on the net present value such as long-term growth this other information, we are required to report
of the forecast earnings rates and discount rates. that fact. We have nothing to report in this regard.
of the cash-generating Management’s Responsibility for the Standalone
Board’s Report
• Assessed the
units. This is calculated Financial Statements
appropriateness of the
using certain assumptions The Parent’s Board of Directors is responsible for the
forecast cash flows
around discount rates, matters stated in section 134(5) of the Act with
within the budgeted
growth rates and cash respect to the preparation of these consolidated
period based on their
flow forecasts. financial statements that give a true and fair view of the
understanding of the
business and sector consolidated financial position, consolidated financial
experience. performance including other comprehensive income,
consolidated cash flows and consolidated changes in
Corporate Governance
• Considered historical equity of the Group in accordance with the Ind AS and
forecasting accuracy, by other accounting principles generally accepted in India.
comparing previously The respective Board of Directors of the companies
forecasted cash flows to included in the Group are responsible for maintenance
actual results achieved. of adequate accounting records in accordance with
• Performed a sensitivity the provisions of the Act for safeguarding the assets
analysis in relation to key of the Group and for preventing and detecting frauds
assumptions. and other irregularities; selection and application of
appropriate accounting policies; making judgments
For Key Audit Matters identified by Component and estimates that are reasonable and prudent; and
Auditors, refer “Annexure I” attached herewith. design, implementation and maintenance of adequate
Information Other than the Financial Statements internal financial controls, that were operating effectively
Financials
and Auditor’s Report Thereon for ensuring the accuracy and completeness of the
• The Parent’s Board of Directors is responsible for accounting records, relevant to the preparation and
the other information. The other information presentation of the financial statements that give a true
comprises the information included in the and fair view and are free from material misstatement,
management discussion and analysis included whether due to fraud or error, which have been used for
Director’s report, but does not include the the purpose of preparation of the consolidated financial
consolidated financial statements, standalone statements by the Directors of the Parent, as aforesaid.
financial statements and our auditor’s report
About Us
our independence, and where applicable, related
safeguards. Our opinion on the consolidated financial
statements is not modified in respect of the above
From the matters communicated with those charged
matters on the comparative financial information.
with governance, we determine those matters that were
of most significance in the audit of the consolidated Report on Other Legal and Regulatory
financial statements of the current period and are Requirements
therefore the key audit matters. We describe these 1. As required by Section 143(3) of the Act, based
matters in our auditor’s report unless law or regulation on our audit and on the consideration of the
precludes public disclosure about the matter or when, reports of the other auditors on the separate
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in extremely rare circumstances, we determine that a financial statements/ financial information of
matter should not be communicated in our report the subsidiaries referred to in the Other Matters
because the adverse consequences of doing so would section above we report, to the extent applicable
reasonably be expected to outweigh the public interest that:
benefits of such communication.
a) We have sought and obtained all the information
Other Matters and explanations which to the best of our
(a) We did not audit the financial statements / knowledge and belief were necessary for the
financial information of 7 subsidiaries, whose purposes of our audit of the aforesaid consolidated
Board’s Report
financial statements / financial information reflect financial statements.
total assets of R 1,238.80 crore as at March 31,
b) In our opinion, proper books of account as required
2019, total revenues of R 797.41 crore and net
by law relating to preparation of the aforesaid
cash outflows amounting to R 13.33 crore for
consolidated financial statements have been kept
the year ended on that date, as considered in the
so far as it appears from our examination of those
consolidated financial statements. These financial
books and the reports of the other auditors.
statements / financial information have been
audited by other auditors whose reports have c) The Consolidated Balance Sheet, the Consolidated
been furnished to us by the Management and our Statement of Profit and Loss including Other
Corporate Governance
opinion on the consolidated financial statements, Comprehensive Income, the Consolidated
in so far as it relates to the amounts and disclosures Statement of Cash Flows and the Consolidated
included in respect of these subsidiaries, and our Statement of Changes in Equity dealt with by this
report in terms of subsection (3) of Section 143 Report are in agreement with the relevant books of
of the Act, in so far as it relates to the aforesaid account maintained for the purpose of preparation
subsidiaries is based solely on the reports of the of the consolidated financial statements.
other auditors.
d) In our opinion, the aforesaid consolidated
Our opinion on the consolidated financial financial statements comply with the Ind AS
statements above and our report on Other Legal specified under Section 133 of the Act.
and Regulatory Requirements below, is not
e) On the basis of the written representations received
modified in respect of the above matters with
Financials
from the directors of the Parent as on March 31,
respect to our reliance on the work done and the
2019 taken on record by the Board of Directors
reports of the other auditors.
of the Company and the reports of the statutory
(b) The comparative financial statements/ information auditors of its subsidiary companies, none of the
for the year ended March 31, 2018 in respect of 7 directors of the Group companies, is disqualified
subsidiaries and the related transition date opening as on March 31, 2019 from being appointed as a
balance sheet as at April 01, 2017 prepared in director in terms of Section 164 (2) of the Act.
accordance with the Ind AS and included in these
For DELOITTE HASKINS & SELLS LLP For B. K. KHARE & CO.
Chartered Accountants Chartered Accountants
(Firm’s Registration No. 117366W/W-100018) (Firm’s Registration No. 105102W)
About Us
3 of Section 143 of the Companies Act, 2013 (“the controls over financial reporting included obtaining
Act”) an understanding of internal financial controls over
In conjunction with our audit of the consolidated Ind financial reporting, assessing the risk that a material
AS financial statements of the Company as of and for weakness exists, and testing and evaluating the design
the year ended March 31, 2019, we have audited the and operating effectiveness of internal control based
internal financial controls over financial reporting of L&T on the assessed risk. The procedures selected depend
Finance Holdings Limited (hereinafter referred to as (the on the auditor’s judgement, including the assessment
“Parent”) and its subsidiary companies, as of that date. of the risks of material misstatement of the financial
Management’s Responsibility for Internal Financial statements, whether due to fraud or error.
Controls We believe that the audit evidence we have obtained
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The respective Board of Directors of the Parent, and the audit evidence obtained by the other auditors
its subsidiary companies, which are companies of the subsidiary companies, which are companies
incorporated in India, are responsible for establishing incorporated in India, in terms of their reports referred
and maintaining internal financial controls based on to in the Other Matters paragraph below, is sufficient
the internal control over financial reporting criteria and appropriate to provide a basis for our audit opinion
established by the respective Companies considering on the internal financial controls system over financial
the essential components of internal control stated reporting of the Parent and its subsidiary companies,
in the Guidance Note on Audit of Internal Financial which are companies incorporated in India.
Board’s Report
Controls Over Financial Reporting issued by the Institute
Meaning of Internal Financial Controls Over
of Chartered Accountants of India (ICAI)”. These
Financial Reporting
responsibilities include the design, implementation and
maintenance of adequate internal financial controls that A company’s internal financial control over financial
were operating effectively for ensuring the orderly and reporting is a process designed to provide reasonable
efficient conduct of its business, including adherence to assurance regarding the reliability of financial reporting
the respective company’s policies, the safeguarding of and the preparation of financial statements for external
its assets, the prevention and detection of frauds and purposes in accordance with generally accepted
errors, the accuracy and completeness of the accounting accounting principles. A company’s internal financial
Corporate Governance
records, and the timely preparation of reliable financial control over financial reporting includes those policies
information, as required under the Companies Act, and procedures that (1) pertain to the maintenance of
2013. records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets
Auditor’s Responsibility of the company; (2) provide reasonable assurance
Our responsibility is to express an opinion on the that transactions are recorded as necessary to permit
internal financial controls over financial reporting of the preparation of financial statements in accordance
Parent, its subsidiary companies, which are companies with generally accepted accounting principles, and
incorporated in India, based on our audit. We conducted that receipts and expenditures of the company are
our audit in accordance with the Guidance Note on being made only in accordance with authorisations of
Audit of Internal Financial Controls Over Financial management and directors of the company; and (3)
Reporting (the “Guidance Note”) issued by the Institute provide reasonable assurance regarding prevention or
of Chartered Accountants of India and the Standards timely detection of unauthorised acquisition, use, or
Financials
on Auditing, prescribed under Section 143(10) of the disposition of the company’s assets that could have a
Companies Act, 2013, to the extent applicable to an material effect on the financial statements.
audit of internal financial controls. Those Standards and
Inherent Limitations of Internal Financial Controls
the Guidance Note require that we comply with ethical
Over Financial Reporting
requirements and plan and perform the audit to obtain
reasonable assurance about whether adequate internal Because of the inherent limitations of internal financial
financial controls over financial reporting was established controls over financial reporting, including the possibility
and maintained and if such controls operated effectively of collusion or improper management override of
controls, material misstatements due to error or fraud
For DELOITTE HASKINS & SELLS LLP For B. K. KHARE & CO.
Chartered Accountants Chartered Accountants
(Firm’s Registration No. 117366W/W-100018) (Firm’s Registration No. 105102W)
Annexure I
Sr.
Components Key Audit Matter Auditor’s Response
No.
L&T Infrastructure Provision for Expected Credit Loss: Audit procedure performed:
Company Finance
The Components exercises significant • We gained understanding of the
Limited;
judgement using subjective Component’s key credit processes
L&T Finance Limited assumptions over both when and how comprising granting, booking,
and L&T Housing much to record as loan impairment, monitoring and provisioning and
Finance Limited and estimation of the amount of the tested the operating effectiveness of
impairment provision for loans and key controls over these processes;
advances. Because loans form a major
• We read the Component’s Ind AS
portion of the Component’s assets,
109 based impairment provisioning
and due to the significance of the
policy and compared it with the
judgments used in classifying these
requirements of Ind AS 109;
loans into various stages stipulated in
Ind AS 109 and determining related • We obtained an understanding of the
provision requirements, this audit area Component’s internal rating models
is considered a key audit risk. for loans and advances and read the
rating validation report prepared by
the Component to gain comfort that
the discrimination and calibration of
the rating model is appropriate;
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gain comfort on data integrity;
• We checked consistency of various
inputs and assumptions used by
the Component’s management to
determine impairment provisions;
• We checked the appropriateness of
the Component’s determination of
significant increase in credit risk and
the resultant basis for classification
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of exposures into various stages;
• We checked and understood the
key data sources and assumptions
for data used in the Expected Credit
Loss (ECL) models (the Models) used
by the Component to determine
impairment provisions;
• For forward looking assumptions used
Board’s Report
by the Component’s management
in its ECL calculations, we held
discussions with management and
corroborated the assumptions using
publicly available information;
• For a sample of exposures, we
checked the appropriateness
of the Component’s staging,
Corporate Governance
appropriateness of determining
Exposure at Default, including the
consideration of prepayments and
repayments in the cash flows and the
resultant arithmetical calculations;
• For Probability of Default (PD) used
in the ECL calculations we checked
the Through the Cycle (TTC)
PDs calculation and checked the
appropriateness of conversion of the
TTC PDs to point in time (PIT) PDs;
Financials
• We checked the calculation of the
Loss Given Default (LGD) used by the
Component in the ECL calculations,
including the appropriateness of the
use of collateral and the resultant
arithmetical calculations;
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and production support did not have
access to change applications, the
operating system or databases in
the production environment. Testing
of automated controls and interface
testing was carried out.
L&T Infra Debt Fund Revenue recognition on loans and Audit procedures performed:
Limited and advances: Our audit procedures included considering
L&T Infrastructure Revenue recognition is considered to the appropriateness of Component’s
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be a significant audit risk as it is a key revenue recognition accounting policies
Finance Company driver of return to investors and there is and assessing compliance with the policies
Limited a risk that there could be misstatement in terms of the applicable accounting
or omission of amounts recorded in the standards.
system. As regards to the Interest income:
There is an inherent risk around the Performed test of controls, assisted by
accuracy of the revenue recorded given our IT specialists wherever required, over
the complexity of the IT system and revenue recognition with specific focus on
impact of the terms of loan/debenture whether an interest income is recorded as
Board’s Report
agreements to the revenue recognition. per EIR model over the contract term on a
Revenue mainly comprises of interest straight-line basis or other applicable basis
income on term loans & debentures & as per the terms of the contract.
financial advisory fee income forming We have performed tests of details, on a
part of other operating income. sample basis, to review the case contracts
• Interest income: Interest income is entered into, with the customers to assess
recognised as per Effective Interest whether interest income recorded is as per
Rate (EIR) model for the purpose of the contract terms.
determining revenue recognition in Reviewed the completeness of interest
Corporate Governance
accordance with the requirements of income recorded during the year by
Ind AS 109. The calculation includes comparing the income as appearing in
all fees and points paid or received component’s loan management system
between parties to the contract that with that of accounts.
are an integral part of the effective
interest rate. We also performed detailed substantive
analytical procedures for select periods
While recognising an Interest income as and gained more understanding on any
per Effective Interest Rate (EIR) model variations / corroboration with the results
in accordance with the requirements of drawn as per the process.
Ind AS 109, the significant judgements
have been applied for inclusion/ As regards to the Fee based income:
exclusion of certain components from We have performed tests of details, on
EIR methodology and also recognising a sample basis, to review the underlying Financials
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instruments, Subsidiaries/associates,
they are as per the Component’s policy
unquoted instruments including
invoked equity shares of some and are also in line with applicable
delinquent borrowers, and subscription accounting standards / regulations.
to Securities Receipts (SRs) issued We also reviewed the related control &
by Asset Reconstruction Companies substantive procedures.
(ARCs) etc.
• Test of detail: Review of Investment
As per the policy adopted by the specific information provided
Component, investments have been including underlying working/
fair valued as at the reporting date. reports/ methodology/ assumptions
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Considering that these investments are provided by the Component for each
unquoted and illiquid, the assessment type of investment.
of fair valuation is subjective and
requires number of significant estimates • We obtained an understanding of
and complex judgments to be made by management’s processes and controls
management. The exit value will be for determining the fair valuation of
determined by the market at the time unquoted investments. This included
of realisation and therefore despite the discussing with management the
valuation policy adopted and judgments
Board’s Report
valuation governance structure and
made by management, the final sales
protocols around their oversight
value may differ materially from the
valuation at the yearend date. There of the valuation process and
is the risk that inaccurate judgments corroborating our understanding by
could be made in the assessment of fair applying independent assessments
value wherever possible.
• Wherever feasible, we formed
an independent range for the
key assumptions used in the
Corporate Governance
valuation of a sample of unquoted
investments, with reference to
the relevant industry and market
valuation considerations and
critically challenged appropriateness
of significant management
assumptions/estimates.
Financials
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(I) Trade payables
(i) total outstanding dues of micro enterprises and – – –
small enterprises
(ii) total outstanding dues of creditors other than 120.05 168.43 90.51
micro enterprises and small enterprises
(II) Other payables
(i) total outstanding dues of micro enterprises and – – –
small enterprises
(ii) total outstanding dues of creditors other than 16.12 16.62 11.37
micro enterprises and small enterprises
(c) Debt securities 13 51,268.31 40,996.13 34,977.92
MD&A
(d) Borrowings (other than debt securities) 14 35,785.15 29,853.50 23,545.02
(e) Subordinated liabilities 15 4,453.52 4,398.65 4,562.26
(f) Other financial liabilities 16 569.22 520.17 581.63
92,212.37 75,953.60 63,775.37
2 Non-Financial Liabilities
(a) Current tax liabilities (net) 33.51 30.03 9.42
(b) Provisions 17 42.04 27.57 26.89
(c) Deferred tax liabilities (net) 5.19 4.56 2.39
(d) Other non-financial liabilities 18 91.13 131.00 106.18
Board’s Report
171.87 193.16 144.88
3 EQUITY
(a) Equity share capital 19 1,998.81 1,995.68 1,755.72
(b) Other equity 20 11,449.79 9,411.06 5,217.80
Equity attributable to owners of the company 13,448.60 11,406.74 6,973.52
Corporate Governance
See accompanying notes forming part of the financial statements 2 to 54
In terms of our report attached In terms of our report attached For and on behalf of the Board of Directors of
For DELOITTE HASKINS & SELLS LLP For B. K. KHARE & CO. L&T Finance Holdings Limited
Chartered Accountants Chartered Accountants
Sanjiv V. Pilgaonkar
Padmini Khare Kaicker S. V. Haribhakti Dinanath Dubhashi Financials
Partner
Partner Non-Executive Chairman Managing Director &
Membership no. 044784 (DIN: 00007347) Chief Executive Officer
(DIN: 03545900)
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(a) Remeasurements of the defined benefit plans (net of (1.50) (0.94)
tax)
(b) Exchange differences in translating the financial (0.23) –
statements of foreign operations, net
B Items that will be reclassified to profit or loss
(a) Change in fair value of debt instruments measured (0.68) (4.02)
at fair value through other comprehensive income
(net of tax)
(b) The effective portion of gains and loss on hedging – (0.03)
MD&A
instruments in a cash flow hedge
Other comprehensive income for the year
attributable to:
Owners of the company (2.41) (4.99)
Non-controlling interest – –
XIII Total comprehensive income (XI+XII) 2,229.62 1,273.36
Total comprehensive income for the year attributable to:
Board’s Report
Owners of the company 2,223.89 1,249.69
Non-controlling interest 5.73 23.67
XIV Earnings per equity share 41
Basic (R ) 11.15 6.88
Diluted (R ) 11.10 6.81
Significant accounting policies 1
See accompanying notes to the financial statements 2 to 54
Corporate Governance
In terms of our report attached In terms of our report attached For and on behalf of the Board of Directors of
For DELOITTE HASKINS & SELLS LLP For B. K. KHARE & CO. L&T Finance Holdings Limited
Chartered Accountants Chartered Accountants
Sanjiv V. Pilgaonkar
Padmini Khare Kaicker S. V. Haribhakti Dinanath Dubhashi
Partner
Partner Non-Executive Chairman Managing Director &
Membership no. 044784 (DIN: 00007347) Chief Executive Officer
(DIN: 03545900)
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Balance as at April 01, 2017 – 4.07 0.03 5,217.80 251.91 5,469.71
Profit for the year (a) – – – 1,254.68 23.67 1,278.35
Other comprehensive income, net of tax (b) – (4.02) (0.03) (4.99) (4.99)
Total comprehensive income for the year – (4.02) (0.03) 1,249.69 23.67 1,273.36
(c)=(a)+(b)
Issue of equity shares – – – 3,155.25 – 3,155.25
Share issue expenses – – – (21.01) – (21.01)
Employee share options (net) – – – 31.80 – 31.80
Transfer to general reserve – – – - – -
Transfer to reserve u/s 45-IC of Reserve Bank of India – – – – – –
Act, 1934
MD&A
Transfer to reserve u/s 36(1)(viii) of Income tax Act – – – – – –
Transfer to reserve u/s 29C of National Housing Bank – – – – – –
Act, 1987
Transfer to debenture redemption reserve – – – – – –
Dividend paid for previous year – – – (145.74) – (145.74)
Additional tax on dividend paid for the previous year (76.73) – (76.73)
Net gain/(loss) on transaction with – – – – (52.10) (52.10)
non-controlling interest
Balance as at March 31, 2018 – 0.05 – 9,411.06 223.48 9,634.54
Profit for the year (a) – – – 2,226.30 5.73 2,232.03
Board’s Report
Other comprehensive income, net of tax (b) (0.23) (0.68) – (2.41) – (2.41)
Total comprehensive income for the year (0.23) (0.68) – 2,223.89 5.73 2,229.62
(c)=(a)+(b)
Issue of equity shares – – – 28.14 – 28.14
Share issue expenses – – – (1.29) – (1.29)
Employee share options (net) – – – 58.37 – 58.37
Transfer to general reserve – – – – – –
Transfer to reserve u/s 45-IC of Reserve Bank of India – – – – – –
Act, 1934
Transfer to reserve u/s 36(1)(viii) of Income tax Act, 1961 – – – – – –
Corporate Governance
Transfer to reserve u/s 29C of National Housing Bank – – – – – –
Act, 1987
Transfer to debenture redemption reserve – – – – – –
Dividend paid for previous year – – – (199.71) – (199.71)
Additional tax on dividend paid for the previous year – – – (70.67) – (70.67)
Net gain/(loss) on transaction with – – – – (6.95) (6.95)
non-controlling interest
Balance as at March 31, 2019 (0.23) (0.63) – 11,449.79 222.26 11,672.05
Significant accounting policies 1
See accompanying notes forming part of the 2 to 54
financial statements
In terms of our report attached In terms of our report attached For and on behalf of the Board of Directors of
For DELOITTE HASKINS & SELLS LLP For B. K. KHARE & CO. L&T Finance Holdings Limited
Chartered Accountants Chartered Accountants Financials
Sanjiv V. Pilgaonkar
Padmini Khare Kaicker S. V. Haribhakti Dinanath Dubhashi
Partner
Partner Non-Executive Chairman Managing Director &
Membership no. 044784 (DIN: 00007347) Chief Executive Officer
(DIN: 03545900)
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Add: Inflow from financing activities
Proceeds from issue of share capital including security premium on 21.50 3,385.97
account of employee stock options
Proceeds from issue of preference share 250.00 –
Proceeds from borrowings 43,173.22 48,492.11
Less: Outflow from financing activities
Payment to non-controlling interests (6.95) (52.10)
Share issue expenses (1.29) (21.01)
Dividend paid (including dividend distribution tax) (270.38) (222.47)
MD&A
Repayment of borrowing (26,907.92) (36,725.71)
Redemption of preference shares (250.00) (179.00)
Net cash generated from/(used in) financing activities (C) 16,008.19 14,677.79
Net increase/(decrease) in cash and cash equivalents (A+B+C) 777.33 586.89
Cash and cash equivalents as at beginning of the year 1,049.39 462.50
Exchange difference on translation of foreign currency cash and cash (0.07) –
equivalents
Cash and cash equivalents as at end of the year 1,826.65 1,049.39
Board’s Report
Notes:
1. Purchase of property, plant and equipment represents additions to
property, plant and equipment and other intangible assets adjusted
for movement of (a) capital-work-in-progress for property, plant and
equipment and (b) intangible assets under development during the
year.
2. Net cash used in operating activity is determined after adjusting the
following:
Interest received 11,051.55 8,561.40
Corporate Governance
Interest paid 6,848.01 4,751.14
In terms of our report attached In terms of our report attached For and on behalf of the Board of Directors of
For DELOITTE HASKINS & SELLS LLP For B. K. KHARE & CO. L&T Finance Holdings Limited
Chartered Accountants Chartered Accountants
Financials
Sanjiv V. Pilgaonkar
Padmini Khare Kaicker S. V. Haribhakti Dinanath Dubhashi
Partner
Partner Non-Executive Chairman Managing Director &
Membership no. 044784 (DIN: 00007347) Chief Executive Officer
(DIN: 03545900)
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interests having a deficit balance.
under acquisition method of accounting.
(iv) Where necessary, adjustments are made to Acquisition related costs are recognised in profit or
the financial statements of subsidiaries to loss as incurred. The acquiree’s identifiable assets,
bring their accounting policies into line with liabilities and contingent liabilities that meet the
the Group’s accounting policies. The financial condition for recognition are recognised at their
statements of all entities used for the purpose fair values at the acquisition date except deferred
of consolidation are drawn up to same tax assets or liabilities, and assets or liabilities
reporting date as that of the Parent Company. related to employee benefit arrangements, which
(v) All intragroup assets and liabilities, equity, are recognised and measured in accordance with
income, expenses, unrealised profits/losses Ind AS 12- Income taxes and Ind AS 19- Employee
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and cash flows relating to transactions benefits, respectively.
between the members of the Group are Goodwill is measured as the excess of the sum
eliminated on consolidation. of the consideration transferred, the amount of
(vi) The consolidated financial statements of the non-controlling interest in the aquiree, and the
Group combines financial statements of the fair value of acquirer’s previously held equity
Parent Company and its subsidiaries line- instrument in the aquiree (if any) over the net of
by-line by adding together the like items of acquisition date fair value of identifiable assets
assets, liabilities, income and expenses. acquired and liabilities assumed. Where the fair
Board’s Report
value of identifiable assets and liabilities exceed
(vii) Non-controlling interest represents that part the cost of acquisition, after reassessing the fair
of the total comprehensive income and net values of the net assets and contingent liabilities,
assets of subsidiaries attributable to interests the excess is recognised as capital reserve.
which are not owned, directly or indirectly, by
the Parent Company. The interest of non-controlling shareholders is
initially measured either at fair value or at the
1.5. Investments in associates: non-controlling interest’s proportionate share of
An Associate is an entity over which the Group the acquiree’s identifiable net assets. The choice
of measurement basis is made on an acquisition-
Corporate Governance
has significant influence. Significant influence
is the power to participate in the financial and by-acquisition basis.
operating policy decisions of the investee, but is
1.7. Goodwill:
not control or joint control over those policies.
Goodwill on consolidation as on the date of
The results and assets and liabilities of associates transition represents the excess of cost of
are incorporated in these consolidated financial acquisition at each point of time of making the
statements using equity method of accounting. investment in the subsidiary over the Group’s share
Under the equity method, an investment in in the net worth of a subsidiary. For this purpose,
associate is initially recognised in the consolidated the Group’s share of net worth is determined on the
balance sheet at cost and adjusted thereafter to basis of the latest financial statements, prior to the
recognise the Group’s share of profit or loss and acquisition, after making necessary adjustments
other comprehensive income of the associate. for material events between the date of such Financials
Distributions received from an associate reduce financial statements and the date of respective
the carrying amount of the investment. When the acquisition. Capital reserve on consolidation
Group’s share of losses of an associate exceeds represents excess of the Group’s share in the net
the Group’s interest in that associate, the Group worth of a subsidiary over the cost of acquisition
discontinues recognising its share of further losses. at each point of time of making the investment in
Additional losses are recognised only to the extent the subsidiary. Goodwill arising on consolidation is
that the Group has incurred legal or constructive not amortised, however, it is tested for impairment
obligations or made payments on behalf of the annually. In the event of cessation of operations of
associate.
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Portfolio management fees are recognised (other than freehold land)) less their residual values
on accrual basis in accordance with Portfolio over their useful lives specified in Schedule II to the
Management Agreement entered into with Companies Act, 2013, or in case of assets where the
respective clients over the period of the useful life was determined by technical evaluation,
agreement in terms of which the services are over the useful life so determined. Depreciation
rendered. method is reviewed at each financial year end to
(v) Income from financial instruments at reflect expected pattern of consumption of the
FVTPL: future economic benefits embodied in the asset.
The estimated useful life and residual values are
Income from financial instruments at FVTPL also reviewed at each financial year end with the
MD&A
includes all gains and losses from changes in effect of any change in the estimates of useful life/
the fair value of financial assets and financial residual value is accounted on prospective basis.
liabilities at FVTPL except those that are held
Depreciation for additions to/deductions from,
for trading.
owned assets is calculated pro rata to the period
(vi) Other operational revenue: of use. Depreciation charge for impaired assets
is adjusted in future periods in such a manner
Other operational revenue represents income that the revised carrying amount of the asset is
earned from the activities incidental to the allocated over its remaining useful life.
business and is recognised when the right to
Board’s Report
receive the income is established as per the Assets held under finance leases are depreciated
terms of the contract. over the shorter of lease term and their useful
life on the same basis as owned assets. However,
1.9. Property, plant and equipment (PPE): when there is no reasonable certainty that the
PPE is recognised when it is probable that future Group shall obtain ownership of the assets at the
economic benefits associated with the item will end of the lease term, such assets are depreciated
flow to the Group and the cost of the item can be based on the useful life prescribed under Schedule
measured reliably. PPE is stated at original cost net II to the Companies Act, 2013 or based on the
of tax/duty credits availed, if any, less accumulated useful life adopted by the Group for similar assets.
Corporate Governance
depreciation and cumulative impairment, if
any. Cost includes all direct cost related to the An item of property, plant and equipment is
acquisition of PPE and, for qualifying assets, derecognised upon disposal or when no future
borrowing costs capitalised in accordance with the economic benefits are expected to arise from
Group’s accounting policy. the continued use of the asset. Any gain or loss
arising on the disposal or retirement of an item
For transition to Ind AS, the Group has elected to of property, plant and equipment is recognised in
adopt as deemed cost, the carrying value of PPE profit or loss.
measured as per Previous GAAP less accumulated
depreciation and cumulative impairment on 1.10. Investment property:
the transition date of April 01, 2017. In respect Investment properties are properties (including
of revalued assets, the value as determined by those under construction) held to earn rentals and/
valuers as reduced by accumulated depreciation or capital appreciation are classified as investment
Financials
and cumulative impairment is taken as cost on property and are measured and reported at cost,
transition date. including transaction costs.
Land and buildings held for use are stated in the For transition to Ind AS, the group has elected
consolidated balance sheet at cost less accumulated to adopt as deemed cost, the carrying value
depreciation and accumulated impairment losses. of investment property as per Previous GAAP
Freehold land is not depreciated. less accumulated depreciation and cumulative
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does not exceed the carrying amount that would
have been determined had no impairment loss is gains and losses, the return on plan assets
recognised for the asset (or cash generating unit) (excluding amounts included in net interest
in prior years. A reversal of an impairment loss on the net defined benefit liability or asset)
(other than impairment loss allocated to goodwill) and any change in the effect of asset
is recognised immediately in the Statement of ceiling (if applicable) is recognised in other
Profit and Loss. comprehensive income and is reflected in
retained earnings and the same is not eligible
1.13. Employee benefits: to be reclassified to profit or loss.
(i) Short term employee benefits:
Defined benefit costs comprising current
Employee benefits falling due wholly within
MD&A
service cost, past service cost and gains or
twelve months of rendering the service are losses on settlements are recognised in the
classified as short term employee benefits Statement of Profit and Loss as employee
and are expensed in the period in which the benefit expenses. Interest cost implicit in
employee renders the related service. Liabilities defined benefit employee cost is recognised
recognised in respect of short-term employee in the Statement of Profit and Loss under
benefits are measured at the undiscounted finance cost. Gains or losses on settlement
amount of the benefits expected to be paid in of any defined benefit plan are recognised
exchange for the related service. when the settlement occurs. Past service cost
Board’s Report
is recognised as expense at the earlier of the
(ii) Post-employment benefits: plan amendment or curtailment and when
(a) Defined contribution plans: The Group’s the Group recognises related restructuring
superannuation scheme, state governed costs or termination benefits.
provident fund scheme, employee state In case of funded plans, the fair value of
insurance scheme and employee pension the plan assets is reduced from the gross
scheme are defined contribution plans. obligation under the defined benefit plans to
The contribution paid/payable under the recognise the obligation on a net basis.
schemes is recognised during the period
Corporate Governance
in which the employee renders the related (iii) Long term employee benefits:
service. The obligation recognised in respect of long
(b) Defined benefit plans: The employees’ term benefits such as long term compensated
gratuity fund schemes and employee absences is measured at present value of
provident fund schemes managed by estimated future cash flows expected to
board of trustees established by the be made by the Group and is recognised in
Group, the post-retirement medical care a similar manner as in the case of defined
plan and the Parent Company pension benefit plans vide (ii) (b) above.
plan represent defined benefit plans. The
(iv) Termination benefits:
present value of the obligation under
defined benefit plans is determined based Termination benefits such as compensation
on actuarial valuation using the Projected under employee separation schemes are
Financials
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and the contractual terms of instrument designated as measured at FVTOCI, the
give rise on specified dates to cash flows cumulative gain/loss previously recognised
that are solely payments of principal in OCI is not subsequently reclassified to
and interest on the principal amount profit or loss but transferred within equity.
outstanding.
Debt instruments that are subsequently
The Group has more than one business measured at amortised cost or at FVTOCI
model for managing its financial are subject to impairment.
instruments which reflect how the Group
(d) Financial assets at fair value through
manages its financial assets in order to
profit or loss (FVTPL)
generate cash flows. The Group’s business
MD&A
models determine whether cash flows will Financial assets are measured at fair value
result from collecting contractual cash through profit or loss unless it is measured
flows, selling financial assets or both. at amortised cost or at fair value through
other comprehensive income on initial
The Group considers all relevant
recognition. The transaction costs directly
information available when making the
attributable to the acquisition of financial
business model assessment. However
assets and liabilities at fair value through
this assessment is not performed on the
profit or loss are immediately recognised
basis of scenarios that the Group does
in profit or loss.
Board’s Report
not reasonably expect to occur, such
as so-called ‘worst case’ or ‘stress case’ (e) De-recognition
scenarios. The Group takes into account
all relevant evidence available such as: A financial asset (or, where applicable, a
part of a financial asset or part of a Group
• how the performance of the business of similar financial assets) is primarily de-
model and the financial assets held recognised when:
within that business model are
• The rights to receive cash flows from
evaluated and reported to the entity’s
the asset have expired, or
Corporate Governance
key management personnel;
• The Group has transferred its rights
• the risks that affect the performance to receive cash flows from the asset
of the business model (and the or has assumed an obligation to pay
financial assets held within that the received cash flows in full without
business model) and, in particular, material delay to a third party under a
the way in which those risks are ‘pass-through’ arrangement; and
managed; and
• either (a) the Group has transferred
• how managers of the business are substantially all the risks and rewards
compensated (e.g. whether the of the asset, or (b) the Group has
compensation is based on the fair neither transferred nor retained
value of the assets managed or on substantially all the risks and rewards
the contractual cash flows collected).
Financials
of the asset, but has transferred
The Group reassess its business models control of the asset.
each reporting period to determine The transferred asset and the associated
whether the business models have liability are measured on a basis that
changed since the preceding period. For reflects the rights and obligations that the
the current and prior reporting period the Group has retained.
Group has not identified a change in its
business models.
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remaining maturity at the current reporting date • the borrower is unlikely to pay its credit
when the financial instrument was first recognised. obligations to the Group in full.
In making this assessment, the Group considers
both quantitative and qualitative information that The definition of default is appropriately tailored
is reasonable and supportable, including historical to reflect different characteristics of different types
experience and forward-looking information that of assets.
is available without undue cost or effort, based on When assessing if the borrower is unlikely to pay
the Group’s historical experience and expert credit its credit obligation, the Group takes into account
assessment. both qualitative and quantitative indicators. The
Given that a significant increase in credit risk since information assessed depends on the type of
MD&A
initial recognition is a relative measure, a given the asset, for example in corporate lending a
change, in absolute terms, in the Probability of qualitative indicator used is the admittance of
Default will be more significant for a financial bankruptcy petition by National Company Law
instrument with a lower initial PD than compared Tribunal, which is not relevant for retail lending.
to a financial instrument with a higher PD. Quantitative indicators, such as overdue status
and non-payment on another obligation of the
As a back-stop when loan asset not being a same counterparty are key inputs in this analysis.
corporate loans becomes 30 days past due, the The Group uses a variety of sources of information
Group considers that a significant increase in to assess default which are either developed
Board’s Report
credit risk has occurred and the asset is in stage 2 internally or obtained from external sources. The
of the impairment model, i.e. the loss allowance definition of default is applied consistently to all
is measured as the lifetime ECL in respect of all financial instruments unless information becomes
retail assets. In respect of the corporate loan available that demonstrates that another default
assets, shifting to Stage 2 has been rebutted definition is more appropriate for a particular
using historical evidence from own portfolio to a financial instrument.
threshold of 60 days past due, which is reviewed
annually. With the exception of POCI financial assets
(which are considered separately below), ECLs are
Purchased or originated credit-impaired required to be measured through a loss allowance
Corporate Governance
(POCI) financial assets at an amount equal to:
POCI financial assets are treated differently because • 12-month ECL, i.e. lifetime ECL that result
the asset is credit-impaired at initial recognition. from those default events on the financial
For these assets, the Group recognises all changes instrument that are possible within 12 months
in lifetime ECL since initial recognition as a loss after the reporting date, (referred to as Stage
allowance with any changes recognised in profit or 1); or
loss. A favourable change for such assets creates
an impairment gain. • full lifetime ECL, i.e. lifetime ECL that result
from all possible default events over the life of
Definition of default the financial instrument, (referred to as Stage
Critical to the determination of ECL is the 2 and Stage 3).
definition of default. The definition of default
Financials
A loss allowance for full lifetime ECL is required
is used in measuring the amount of ECL and in
for a financial instrument if the credit risk on that
the determination of whether the loss allowance
financial instrument has increased significantly
is based on 12-month or lifetime ECL, as default
since initial recognition (and consequently to credit
is a component of the probability of default (PD)
impaired financial assets). For all other financial
which affects both the measurement of ECLs and
instruments, ECLs are measured at an amount
the identification of a significant increase in credit
equal to the 12-month ECL.
risk.
• for financial guarantee contracts, the ECL is the • Change in currency or change of counterparty,
difference between the expected payments to • The extent of change in interest rates,
reimburse the holder of the guaranteed debt maturity, covenants.
instrument less any amounts that the Group
expects to receive from the holder, the debtor If these do not clearly indicate a substantial
modification, then;
or any other party.
The Group measures ECL on an individual basis, (a) In the case where the financial asset is
or on a collective basis for portfolios of loans that derecognised the loss allowance for ECL is
share similar economic risk characteristics. remeasured at the date of derecognition to
determine the net carrying amount of the
1.18 Modification and derecognition of financial asset at that date. The difference between
assets this revised carrying amount and the fair value
A modification of a financial asset occurs when of the new financial asset with the new terms
the contractual terms governing the cash flows will lead to a gain or loss on derecognition.
of a financial asset are renegotiated or otherwise The new financial asset will have a loss
modified between initial recognition and maturity allowance measured based on 12-month
of the financial asset. A modification affects the ECL except in the rare occasions where the
amount and/or timing of the contractual cash new loan is considered to be originated-credit
flows either immediately or at a future date.
impaired. This applies only in the case where
In addition, the introduction or adjustment
the fair value of the new loan is recognised
of existing covenants of an existing loan may
constitute a modification even if these new or at a significant discount to its revised par
adjusted covenants do not yet affect the cash amount because there remains a high risk of
flows immediately but may affect the cash flows default which has not been reduced by the
depending on whether the covenant is or is not modification. The Group monitors credit risk
met (e.g. a change to the increase in the interest of modified financial assets by evaluating
rate that arises when covenants are breached). qualitative and quantitative information, such
as if the borrower is in past due status under
The Group renegotiates loans to customers in the new terms.
financial difficulty to maximise collection and
minimise the risk of default. A loan forbearance (b) When the contractual terms of a financial
is granted in cases where although the borrower asset are modified and the modification
made all reasonable efforts to pay under the does not result in derecognition, the Group
original contractual terms, there is a high risk of determines if the financial asset’s credit
default or default has already happened and the risk has increased significantly since initial
borrower is expected to be able to meet the revised recognition by comparing:
terms. The revised terms in most of the cases
include an extension of the maturity of the loan, • the remaining lifetime PD estimated
changes to the timing of the cash flows of the loan based on data at initial recognition and
(principal and interest repayment), reduction in the the original contractual terms; with
amount of cash flows due (principal and interest • the remaining lifetime PD at the reporting
forgiveness) and amendments to covenants. date based on the modified terms.
When a financial asset is modified the Group For financial assets modified, where modification
assesses whether this modification results in did not result in derecognition, the estimate
derecognition. In accordance with the Group’s of PD reflects the Group’s ability to collect the
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credit risk remains significantly higher than the transfer. The difference between the carrying
what was expected at initial recognition the loss amount allocated to the part that is no longer
allowance will continue to be measured at an recognised and the sum of the consideration
amount equal to lifetime ECL. The loss allowance received for the part no longer recognised and any
on forborne loans will generally only be measured cumulative gain/loss allocated to it that had been
based on 12-month ECL when there is evidence recognised in OCI is recognised in profit or loss. A
of the borrower’s improved repayment behaviour cumulative gain/loss that had been recognised in
following modification leading to a reversal of the OCI is allocated between the part that continues
previous significant increase in credit risk. to be recognised and the part that is no longer
recognised on the basis of the relative fair values
Where a modification does not lead to
of those parts. This does not apply for equity
MD&A
derecognition the Group calculates the
investments designated as measured at FVTOCI,
modification gain/loss comparing the gross
as the cumulative gain/loss previously recognised
carrying amount before and after the modification
in OCI is not subsequently reclassified to profit or
(excluding the ECL allowance). Then the Group
loss.
measures ECL for the modified asset, where the
expected cash flows arising from the modified 1.19 Presentation of allowance for ECL in the
financial asset are included in calculating the Balance Sheet
expected cash shortfalls from the original asset. Loss allowances for ECL are presented in the
statement of financial position as follows:
Board’s Report
The Group derecognises a financial asset only
when the contractual rights to the asset’s cash • for financial assets measured at amortised
flows expire (including expiry arising from a cost: as a deduction from the gross carrying
modification with substantially different terms), or
amount of the assets;
when the financial asset and substantially all the
risks and rewards of ownership of the asset are • for debt instruments measured at FVTOCI: no
transferred to another entity. If the Group neither loss allowance is recognised in Balance Sheet
transfers nor retains substantially all the risks and as the carrying amount is at fair value.
rewards of ownership and continues to control
the transferred asset, the Group recognises its 1.20 Derivative financial instruments :
Corporate Governance
retained interest in the asset and an associated The Group enters into a derivative financial
liability for amounts it may have to pay. If the instruments which are held to manage its exposure
Group retains substantially all the risks and rewards to interest rate risk; credit risk; and foreign
of ownership of a transferred financial asset, the exchange rate risk. Derivative held include foreign
Group continues to recognise the financial asset exchange forward contracts, cross currency and
and also recognises a collateralised borrowing for interest rate swaps.
the proceeds received. Derivatives are initially recognised at fair value at
On derecognition of a financial asset in its entirety, the date a derivative contract is entered into and
the difference between the asset’s carrying amount are subsequently remeasured to their fair value at
and the sum of the consideration received and each balance sheet date. The resulting gain/loss
receivable and the cumulative gain/loss that had is recognised in profit or loss immediately unless
been recognised in OCI and accumulated in equity the derivative is designated and effective as a
Financials
is recognised in profit or loss, with the exception hedging instrument, in which event the timing
of equity investment designated as measured at of the recognition in profit or loss depends on
FVTOCI, where the cumulative gain/loss previously the nature of the hedge relationship. The Group
recognised in OCI is not subsequently reclassified designates certain derivatives as either hedges of
to profit or loss. the fair value of recognised assets or liabilities or
On derecognition of a financial asset other than in firm commitments (fair value hedges), hedges of
its entirety (e.g. when the Group retains an option highly probable forecast transactions or hedges of
to repurchase part of a transferred asset), the foreign currency risk of firm commitments (cash
About Us
Rupees as follows: relate to minimum alternate tax are recognised
to the extent it is probable of such unutilised tax
A. assets and liabilities for each Balance credits will get realised.
Sheet presented are translated at the
closing rate at the date of that Balance The measurement of deferred tax liabilities and
Sheet; assets reflects the tax consequences that would
follow from the manner in which the Group
B. income and expenses for each income expects, at the end of reporting period, to recover
statement are translated at average or settle the carrying amount of its assets and
exchange rates; and liabilities.
C. all resulting exchange differences are Transaction or event which is recognised outside
MD&A
recognised in other comprehensive profit or loss, either in other comprehensive
income and accumulated in equity as income or in equity, is recorded along with the tax
foreign currency translation reserve for as applicable.
subsequent reclassification to profit or loss
on disposal of such foreign operations. 1.28 Provisions, contingent liabilities and
1.27 Taxation: contingent assets:
Current Tax Provisions are recognised only when:
Tax on income for the current period is determined (i) an Group entity has a present obligation (legal
Board’s Report
on the basis of taxable income (or on the basis or constructive) as a result of a past event; and
of book profits wherever minimum alternate
tax is applicable) and tax credits computed in (ii) it is probable that an outflow of resources
accordance with the provisions of the Income Tax embodying economic benefits will be required
Act 1961, and based on the expected outcome of to settle the obligation; and
assessments/appeals. (iii) a reliable estimate can be made of the amount
of the obligation.
Deferred Tax
Deferred tax is recognised on temporary differences Provision is measured using the cash flows
Corporate Governance
between the carrying amounts of assets and estimated to settle the present obligation and
liabilities in the Group’s financial statements and when the effect of time value of money is material,
the corresponding tax bases used in computation the carrying amount of the provision is the
of taxable profit and quantified using the tax rates present value of those cash flows. Reimbursement
and laws enacted or substantively enacted as on expected in respect of expenditure required to
the Balance Sheet date. settle a provision is recognised only when it is
virtually certain that the reimbursement will be
Deferred tax assets are generally recognised for all received.
taxable temporary differences to the extent that
is probable that taxable profits will be available Contingent liability is disclosed in case of:
against which those deductible temporary
(i) a present obligation arising from past events,
differences can be utilised. The carrying amount
when it is not probable that an outflow
of deferred tax assets is reviewed at the end of Financials
each reporting period and reduced to the extent of resources will be required to settle the
that it is no longer probable that sufficient taxable obligation; and
profits will be available to allow all or part of the (ii) a present obligation arising from past events,
asset to be recovered. when no reliable estimate is possible.
Deferred tax assets relating to unabsorbed Contingent assets are disclosed where an inflow
depreciation/business losses/losses under the head of economic benefits is probable. Provisions,
“capital gains” are recognised and carried forward contingent liabilities and contingent assets are
to the extent of available taxable temporary reviewed at each Balance Sheet date.
About Us
items of assets or liabilities which are not
the Previous GAAP.
permitted to be recognised by Ind AS, reclassifying
items from Previous GAAP to Ind AS as required, 1.36 Changes in Accounting Standard and recent
and applying Ind AS to measure the recognised accounting pronouncements:
assets and liabilities. The exemptions availed by
On March 30, 2019, the Ministry of Corporate
the Group are as follows:
Affairs issued the Companies (Indian Accounting
(i) The Group has adopted the carrying value Standards) (Amendments) Rules, 2019, notifying
determined in accordance with Previous GAAP Ind AS 116 on Leases. Ind AS 116 would
for all of its property plant and equipment and replace the existing leases standard Ind AS
investment property as deemed cost of such 17. The standard sets out the principles for the
MD&A
assets at the transition date. recognition, measurement, presentation and
disclosures for both parties to a contract, i.e.
(ii) Ind AS 102 “Share-based Payment” has not the lessee and the lessor. Ind AS 116 introduces
been applied to equity instruments in share- a single lease accounting model and requires
based payment transactions that vested a lessee to recognise assets and liabilities for all
before April 01, 2017. leases with a term of more than 12 months, unless
(iii) The Group has applied the derecognition the underlying asset is of low value. Currently
requirements of financial assets and financial for operating lease, rentals are charged to the
statement of profit and loss. The Group is currently
Board’s Report
liabilities prospectively for transactions
occurring on or after April 01, 2017. evaluating the implication of Ind AS 116 on the
financial statements.
(iv) The Group has determined the classification
of debt instruments in terms of whether they The Companies (Indian Accounting Standards)
meet the amortised cost criteria or the FVTOCI Amendment Rules, 2019 notified amendments
criteria based on the facts and circumstances to the following accounting standards. The
that existed as of the transition date. amendments would be effective from April 1,
2019
(v) The Group has applied the impairment
requirements of Ind AS 109 retrospectively;
Corporate Governance
a. Ind AS 12- Income taxes — Appendix C on
however, as permitted by Ind AS 101, it has uncertainty over income tax treatments and
used reasonable and supportable information accounting for dividend distribution tax
that is available without undue cost or effort
to determine the credit risk at the date that b. Ind AS 19- Employee benefits
financial instruments were initially recognised
in order to compare it with the credit risk at c. Ind AS 23- Borrowing costs
the transition date. d. Ind AS 28- investment in associates and joint
Further, as permitted by Ind AS 101, the Group ventures
has not undertaken an exhaustive search for
e. Ind AS 103 and Ind AS 111- Business
information when determining, at the date
combinations and joint arrangements
of transition to Ind ASs, whether there have
been significant increases in credit risk since f. Ind AS 109- Financial instruments
Financials
initial recognition.
The Group is in the process of evaluating the
(vi) The Group has elected not to apply Ind AS impact of such amendments.
103 Business Combinations retrospectively
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(a) Receivables considered good - Secured 0.30 0.15 4.88
(b) Receivables considered good - Unsecured 104.00 126.29 73.96
(c) Receivables - credit impaired 8.84 1.68 1.60
(d) Impairment loss allowance (6.77) (1.68) (1.60)
106.37 126.44 77.84
Other receivables
(a) Receivables considered good - Unsecured 6.27 0.70 0.99
(b) Receivables from related parties 4.36 2.63 0.18
MD&A
(Refer note 39)
10.63 3.33 1.17
Total 117.00 129.77 79.01
6 Loans
R in crore
Board’s Report
As at As at As at
Particulars
March 31, 2019 March 31, 2018 April 01, 2017
(A)
(i) At Amortised Cost
- Term loans 64,170.87 56,687.76 48,269.04
- Debentures 6,686.70 6,652.84 5,511.48
- Loans repayable on demand 326.64 166.21 202.41
Corporate Governance
- Bills purchased and bills discounted 295.60 2,051.75 2,668.25
- Leasing 72.61 91.41 74.05
Total gross loans at amortised cost 71,552.42 65,649.97 56,725.23
- Less: Impairment loss allowance (4,624.23) (5,392.95) (4,316.91)
Subtotal (i) 66,928.19 60,257.02 52,408.32
(ii) At Fair Value Through Profit or Loss:
- Term loans 23,196.94 14,875.75 7,441.46
- Debentures 1,216.24 2,005.48 471.41
- Loans repayable on demand 110.78 – 6.68 Financials
About Us
Value Value Value
(A) Investments in fully
paid equity shares
(i) Associate (Unquoted)
(At cost)
Feedback infra private limited – – – – – – 10 37,90,000 43.41
(ii) Quoted
(a) Investments carried
at fair value through
profit or loss
Hindusthan national glass and 2 4,12,808 3.40 2 1,47,765 1.57 – – –
MD&A
industries limited
Monnet ispat and energy 10 5,94,412 1.66 10 18,01,253 2.72 10 18,01,253 6.13
limited
Bhushan steel limited 2 3,67,119 1.08 2 2,12,471 0.86 2 10,23,392 5.87
KSK energy ventures limited 10 1,06,88,253 0.96 10 1,06,88,253 9.23 – – –
3i infotech limited 10 24,26,383 0.93 10 24,26,383 0.85 10 24,26,383 1.23
Amara raja batteries limited 1 2,728 0.20 1 3,293 0.26 – – –
Unity infra project 2 6,94,370 0.05 2 6,94,370 0.29 2 6,94,370 0.54
Board’s Report
Gol offshore limited 10 1,13,44,315 – 10 1,13,44,315 11.46 10 1,13,44,315 18.57
Diamond power infrastructure 10 28,89,921 – 10 28,89,921 2.15 10 28,89,921 11.45
limited
Shiv vani oil gas and energy 10 14,96,658 – 10 14,96,658 0.33 10 14,96,658 0.34
limited
Usher agro limited 10 3,35,344 – 10 3,35,344 0.13 – – –
Jaihind projects limited 10 24,797 – 10 24,797 0.01 10 1,50,000 0.09
Jaypee infratech limited – – – – – – 10 37,85,221 3.97
SVOGL oil gas and 10 19,40,514 – 10 19,40,514 – 10 19,40,514 0.49
Corporate Governance
exploration services limited
Integrated digital info services 10 3,83,334 – 10 3,83,334 – 10 3,83,334 –
limited
Elque polyesters limited 10 1,94,300 – 10 1,94,300 – 10 1,94,300 –
Monnet industries limited 10 5,640 – 10 5,640 – 10 5,640 –
Monnet project developers 10 11,280 – 10 11,280 – 10 11,280 –
limited
Glodyne technoserve limited 6 3,19,262 – 6 3,19,262 – 6 3,19,262 –
MIC electronics limited 2 53,84,616 – 2 53,84,616 – – – –
8.28 29.86 48.68
(iii) Unquoted
(a) Investments carried Financials
at fair value through
profit or loss
Soma tollways private limited 10 1,16,16,491 329.10 10 64,13,216 329.10 10 64,13,216 329.10
Bhoruka power corporation 10 5,87,850 134.14 10 5,87,850 134.09 10 5,87,850 124.52
limited
Ardom telecom private 10 11,35,136 9.49 10 11,35,136 42.17 10 11,35,136 43.66
limited
Grameen capital india private 10 21,26,000 2.13 10 21,26,000 2.13 10 21,26,000 2.13
limited
About Us
(C) Investments in debt
securities
(a) Investments carried
at fair value through
profit or loss
Bhoruka power corporation 1,00,000 32,500 510.10 1,00,000 32,500 510.06 1,00,000 32,500 513.96
limited
Tikona infinet limited 2,840 5,79,772 149.58 2,840 5,79,772 164.66 2,840 5,79,772 170.54
Regen infrastructure 10,00,000 728 72.82 10,00,000 764 76.40 – – –
RVK enterprise private limited 1,00,000 6,000 71.14 1,00,000 6,000 72.09 – – –
Soma enterprises limited 10 8,07,12,081 38.56 10 8,07,12,081 56.41 – – –
MD&A
NSL sugars limited 100 21,32,310 14.74 100 21,32,310 16.24 – – –
NSL renewable power private 20,000 4,811 9.27 – – – – – –
limited
Indian overseas bank – – – 10,00,000 850.00 86.25 10,00,000 850 86.25
KMC infratech road holdings – – – – – – – – 149.71
limited
Mission holdings private – – – – – – 1,00,000 5,500 113.18
limited
Board’s Report
866.21 982.11 1,033.64
(b) Investment carried
at fair value through
other comprehensive
income
State bank of india 10,00,000 4,100 418.65 10,00,000 4,100 426.12 – – –
The south indian bank limited 1,00,000 38,759 407.19 1,00,000 40,000 412.91 – – –
ECL finance limited 1,000 30,00,000 323.47 – – – – – –
Dewan housing finance 1,000 27,50,000 286.62 – – – – – –
corporation limited
Corporate Governance
Dewan housing finance 10,00,000 2,746 272.26 10,00,000 2,500 266.26 10,00,000 290 35.25
corporation limited
Power finance corporation 10,00,000 1,213 163.19 – – – – – –
limited
ECL finance limited 10,00,000 900 96.49 – – – – – –
Union bank of india 10,00,000 780 77.92 10,00,000 800 79.94 – – –
U.P. power corporation 10,00,000 522 52.89 10,00,000 522 52.79 10,00,000 2,940 294.34
limited
Axis bank 10,00,000 500 50.83 10,00,000 500 50.96 – – –
Cholamandlam ms general 10,00,000 418 43.91 10,00,000 428 44.10 – – –
insurance company limited
Tata AIG general insurance 10,00,000 310 31.50 10,00,000 379 38.00 10,00,000 1,530 153.39 Financials
company limited
Kotak mahindra bank limited 5 5,00,00,000 27.59 – – – – – –
Power finance corporation 1,000 1,00,000 12.89 – – – – – –
limited
Indian overseas bank – – – 10,00,000 3,399.00 344.97 10,00,000 3,399 345.15
Corporation bank limited – – – 10,00,000 500 51.13 – – –
UCO bank – – – 10,00,000 400 42.67 – – –
Allahabad bank – – – 10,00,000 311 32.21 – – –
Bank of baroda – – – 10,00,000 150 15.09 – – –
About Us
L&T gilt fund - Direct plan- 10 1,42,010 0.69 10 1,42,010 0.64 10 1,42,010 0.62
Growth
L&T equity fund - Direct plan- 10 79,561 0.68 10 79,561 0.66 10 79,561 0.59
Growth
L&T ultra short term fund - 10 2,17,696 0.68 10 2,17,696 0.63 10 2,17,696 0.59
Direct plan- Growth
L&T short term bond fund- 10 3,67,947 0.68 10 3,67,947 0.63 10 3,67,947 0.59
Direct plan- Growth
L&T triple ace bond fund- 10 1,35,208 0.65 10 1,35,208 0.61 10 1,35,208 0.58
Direct plan- Growth
L&T cash fund direct plan - 1,000 4,375 0.65 1,000 4,375 0.61 1,000 4,375 0.57
MD&A
Growth
L&T conservative hybrid fund- 10 1,78,522 0.65 10 1,78,522 0.61 10 1,78,522 0.58
Direct plan- Growth
L&T dynamic equity fund - 10 2,35,213 0.61 10 2,35,213 0.56 10 2,35,213 0.53
Direct plan- Growth
L&T focused equity fund- 10 5,00,000 0.54 – – – – – –
Direct plan- Growth
L&T equity savings fund- 10 2,76,932 0.52 10 2,76,932 0.49 10 2,76,932 0.46
Direct plan- Growth
Board’s Report
L&T tax saver fund – – – 10 1,14,239 0.42 10 1,14,239 0.37
L&T floating rate fund- Direct – – – – – – 10 12,36,63,286 200.29
plan- Growth
UTI money market fund – – – – – – 1,000 7,43,282 135.04
Reliance liquid fund – – – – – – 1,000 3,41,530 135.04
Kotak liquid scheme plan - – – – – – – 1,000 2,73,580.55 90.03
Growth
L&T liquid fund - Direct plan- – – – – – – 100 68,04,028 68.14
Growth
Corporate Governance
Reliance liquid fund - Treasury – – – – – – 1,000 1,26,066 50.00
plan- Direct plan- Growth
Axis liquid fund- Direct plan- – – – – – – 1,000 83,208 15.00
Growth
LIC liquid fund- Direct plan- – – – – – – 1,000 50,878 15.00
Growth
ICICI prudential liquid - Direct – – – – – – 1,000 4,34,852 13.43
- Daily dividend
BNP paribas overnight fund - – – – – – – 1,000 40,030 10.00
Direct plan- Growth
Sundaram money fund- Direct – – – – – – 10 29,16,583 10.00
plan- Growth
2,064.33 537.92 1,782.40 Financials
About Us
(b) Investment carried
at fair value through
other comprehensive
income
Indinfravit Trust 100 1,00,000 0.98 – – – – – –
(H) Investment in pass
through certificates
(a) Investment carried
at fair value through
other comprehensive
income
MD&A
Smith IFMR Capital 4.00 1,20,96,782 3.85 4.00 1,20,96,782 4.84 4.20 1,20,96,782 5.33
Goldstein IFMR Capital 43.00 8,57,170 2.91 43.00 8,57,170 3.69 44.80 8,57,170 4.04
Syme IFMR Capital 1.00 1,42,10,515 1.42 1.00 1,42,10,515 1.42 1.04 1,42,10,515 1.56
Moses IFMR Capital 1.00 22,50,000 0.23 1.00 22,50,000 0.23 1.06 22,50,000 0.25
IFMR Capital Mosec Azeroth – – – 0.12 59,86,64,559 6.95 0.49 59,86,64,559 31.96
Napoleon IFMR Capital – – – 1.00 5,21,18,415 5.21 1.04 5,21,18,415 5.71
Zlatan IFMR Capital 2016 – – – – – – 0.68 1,23,39,58,721 83.76
Fubelt IFMR Capital – – – – – – 1.04 8,08,78,031 8.86
Board’s Report
Martell IFMR Capital – – – – – – 2.04 3,55,04,403 7.63
Zion IFMR Capital – – – – – – 3.12 1,92,37,467 6.30
Oracle IFMR Capital – – – – – – 202.00 2,61,793 5.55
Sentinel IFMR capital – – – – – – 19.69 8,87,538 1.83
Frey IFMR Capital – – – – – – 1.03 1,66,74,322 1.81
Mjolnir IFMR Capital – – – – – – 2.08 73,30,422 1.60
Libertas IFMR Capital – – – – – – 1.02 35,19,752 0.38
8.41 22.34 166.57
(I) Investment in security
Corporate Governance
receipts
(a) Investments carried
at fair value through
profit or loss
JM Financial (JMFARC) Trust 1,000.00 26,21,651 195.70 1,000.00 26,21,651 258.17 – – –
Phoenix Trust FY19-6 903.00 12,49,500 112.83 – – – – – –
EARC Trust - SC 258 Trust 1,000.00 25,83,490 108.45 1,000.00 25,83,490 257.23 1,000.00 25,83,490 258.35
Suraksha ARC - 024 Trust 1,000.00 7,85,400 78.54 1,000.00 7,85,400 78.54 – – –
Suraksha ARC - 020 Trust 873.26 8,67,000 75.71 995.49 8,67,000 86.31 – – –
EARC Trust - SC 105 Trust 1,000.00 11,90,000 63.90 1,000.00 11,90,000 116.18 1,000.00 11,90,000 116.18
JMFARC LTF June 2017 Trust 748.14 4,80,849 35.89 984.76 4,80,849 47.35 – – –
Suraksha ARC - 024 Trust 1,000.00 3,01,775 30.18 1,000.00 3,01,775 30.18 – – – Financials
Phoenix Trust FY 14-9 1,000.00 11,08,935 27.72 1,000.00 11,08,935 41.59 1,000.00 11,08,935 55.45
EARC Trust SC - 258 - Series I 932.90 6,46,510 27.14 995.66 6,46,510 64.37 1,000.00 6,46,510 64.65
JMFARC LTF June 2017 Trust 748.14 2,97,500 22.21 984.76 2,97,500 29.30 – – –
Suraksha ARC - 020 Trust 999.55 1,26,310 9.15 – – – – – –
(Series - II)
Phoenix ARF Scheme 14 1,000.00 34,882 2.62 1,000.00 34,882 2.96 1,000.00 34,882 3.49
EARC Trust - SC 132 Trust 1,000.00 8,500 0.77 1,000.00 8,500 0.85 1,000.00 8,500 0.85
Phoenix ARF Scheme 6 1,000.00 9,843 0.25 1,000.00 9,843 0.49 1,000.00 9,843 0.98
About Us
Gross carrying amount
Opening gross carrying amount 403.01 405.51 415.18
Add: Additions during the year 0.84 0.53 15.78
Less: Classified as assets held for sale – (3.02) (21.79)
Less: Deductions during the year – – (3.66)
Less: Reclassified from CWIP to other Advances (24.78) – –
Closing gross carrying amount 379.07 403.01 405.51
Accumulated depreciation and impairment
MD&A
Opening accumulated depreciation 7.90 4.47 2.26
Add: Depreciation and impairment 3.51 3.54 3.69
Less: Classified as assets held for sale – (0.11) (1.24)
Less: Deductions during the year – – (0.24)
Closing accumulated depreciation 11.41 7.90 4.47
Net carrying amount 367.66 395.11 401.04
Board’s Report
Amount recognised in profit or loss for investment properties R in crore
As at As at
Particulars
March 31, 2019 March 31, 2018
Rental Income 42.81 41.01
Other charges recovery 16.63 15.90
Less: Direct operating expenses from property that generated rental 41.83 38.33
Corporate Governance
income
Profit from investment properties before depreciation and 17.61 18.57
impairment
Less: Depreciation and impairment 3.51 3.54
Profit from investment properties 14.10 15.04
Financials
About Us
Land :
Freehold 0.03 – – 0.03 – – – – 0.03 0.03
Buildings : – –
Owned : 26.11 – 25.73 0.38 – 0.50 0.49 0.01 0.37 26.11
Leasehold 1.09 0.44 0.21 1.32 0.15 0.38 0.04 0.48 0.85 0.94
Improvements
Leasehold renovation :
Owned 12.01 0.62 0.10 12.53 – 4.37 0.04 4.33 8.20 12.01
Leased out – – – – – – – – – –
Electrical & Installation :
MD&A
Owned 13.59 2.59 – 16.18 3.00 2.44 – 5.44 10.74 10.59
Leased out – – – – – – – – – –
Plant and equipment :
Owned 0.39 0.05 – 0.44 0.01 0.03 – 0.04 0.40 0.38
Leased out 32.56 – 6.75 25.81 – 5.96 0.90 5.06 20.75 32.56
Computers :
Owned 14.27 10.08 2.92 21.43 0.55 8.05 1.65 6.95 14.48 13.72
Leased out 1.49 – 0.75 0.74 – 0.55 – 0.55 0.19 1.49
Board’s Report
Furniture and Fixtures :
Owned 11.88 1.20 0.41 12.67 0.67 2.87 0.12 3.42 9.25 11.21
Leased out 7.95 – – 7.95 – 2.08 – 2.08 5.87 7.95
Office Equipments :
Owned 10.23 0.54 0.13 10.64 1.69 2.83 0.06 4.46 6.18 8.54
Leased out 0.45 – – 0.45 – 0.31 – 0.31 0.14 0.45
Vehicles :
Owned 0.00 2.80 0.00 2.80 – 0.45 – 0.45 2.35 –
Corporate Governance
Leased out 58.91 4.25 41.51 21.65 – 8.20 3.82 4.38 17.27 58.91
190.96 22.57 78.51 135.02 6.07 39.02 7.12 37.97 97.05 184.89
Add: C
apital work-in-progress 0.14 0.27
97.19 185.16
38.85 11.76
As at As at As at
Particulars
March 31, 2019 March 31, 2018 April 01, 2017
About Us
(A)
At amortised Cost
(a) Term Loans
(i) From banks 15,591.29 12,558.23 9,454.09
(ii) From banks-FCNR 107.32 101.16 129.70
(iii) From financial institutions 2,227.13 1,475.78 –
(b) Loan from related parties (Refer note 39) 3.25 6.59 7.60
MD&A
(c) Loan repayable on demand
(i) From banks 15,456.28 15,248.00 13,491.90
(d) External commercial borrowings – – 32.68
(e) Loan from parties other than bank – 463.74 429.05
(f) Corporate bond repo 780.18 – –
(g) Collateralized borrowing and lending 1,619.70 – –
obligation
Board’s Report
Total 35,785.15 29,853.50 23,545.02
(B)
(a) Borrowings in India
(i) At amortised cost 35,785.15 29,853.50 23,545.02
(ii) At fair value through profit or loss – – –
Subtotal (i)+(ii) 35,785.15 29,853.50 23,545.02
Corporate Governance
(b) Borrowings outside India
(i) At amortised cost – – –
(ii) At fair value through profit or loss – – –
Subtotal (i)+(ii) – – –
Total (a)+(b) 35,785.15 29,853.50 23,545.02
Financials
About Us
Compensated absences 28.62 20.24 19.07
Super annuation fund 0.82 0.82 0.71
Gratuity (Refer note 37) 12.34 6.24 6.87
(b) Others
Other provisions 0.26 0.27 0.24
Total 42.04 27.57 26.89
18 Other non-financial liabilities R in crore
MD&A
As at As at As at
Particulars
March 31, 2019 March 31, 2018 April 01, 2017
Revenue received in advance 1.15 2.42 21.94
Statutory dues payable 27.81 72.14 45.30
Dividend distribution tax payable 61.80 56.13 38.55
Other liabilities 0.37 0.31 0.39
Total 91.13 131.00 106.18
Board’s Report
Corporate Governance
Financials
About Us
Citigroup Global Markets – – – – 10,04,21,992 5.72%
Mauritius Private Limited
(VI) Details of shares reserved to be issued under ESOP
As at March 31, 2019 As at March 31, 2018 As at April 01, 2017
Particulars
No. of Shares (R in crore) No. of Shares (R in crore) No. of Shares (R in crore)
Equity Shares of R 10 each 4,65,86,600 46.59 3,42,94,925 34.29 2,66,11,795 26.61
4,65,86,600 46.59 3,42,94,925 34.29 2,66,11,795 26.61
(VII) Capital Management
MD&A
1 The objective of the Group’s Capital Management is to maximise shareholder value, safeguard business
continuity and support the growth of its Group. The Group determines the capital requirement based on
annual operating plans and long-term and other strategic investment plans. The funding requirements are
met through loans and operating cash flows generated.
2 During the year ended March 31, 2019, the Company paid the final dividend of R 1 per equity share for
the year ended March 31, 2018 amounting to R 199.70 crore.
3 On April 28, 2019, the Board of Directors has recommended the final dividend of R 1 per equity share for
Board’s Report
the year ended March 31, 2019 subject to approval from shareholders. On approval, the total dividend
payment based on number of shares outstanding as at March 31, 2019 is expected to be R 199.88 crore.
(VIII) Employee stock option scheme
1 The Company has formulated Employee Stock Option Schemes 2010 (ESOP Scheme-2010) and 2013
(ESOP Scheme 2013), The grant of options to the employees under the stock option scheme is on the
basis of their performance and other eligibility criteria. The options allotted under scheme 2010 are vested
over a period of 4 years in ratio of 15%, 20%, 30% and 35% respectively from the date of grant, subject
to the discretion of the management and fulfillment of certain conditions. The options granted under
Corporate Governance
scheme 2013 are vested in a graded manner over a period of four years with 0%, 33%, 33% and 34%
of grants vesting each year, commencing from the end of 24 month from the date of grant.
2 Options allotted under scheme 2010 can be exercised anytime within a period of 7 years from the date
of grant and would be settled by way of equity. The option granted under scheme 2013 can be exercised
anytime within a period of 8 years from the date of grant. Management has discretion to modify the
exercise period.
3 The option granted under scheme 2010 is at exercise price of R 44.20. The option granted under scheme
2013 was at market price which was the last closing price on National stock exchange preceding the
dates of grant respectively.
4 During the year ended March 31, 2019, 385,800 and 27,49,600 options were allotted under scheme
2010 and 2013 respectively.
Financials
About Us
Debenture redemption reserve3 455.59 422.45 424.30
Capital reserve on 492.36 492.36 492.36
consolidation
Reserve u/s 36 (1)(viii) of 701.50 587.15 501.53
Income tax Act 19614
Reserve u/s 45-IC of Reserve 1,696.67 1,401.35 1,224.69
Bank of India Act, 19345
Reserve u/s 29C of National 27.43 15.56 14.90
Housing Bank Act 19876
Employee stock option 121.94 63.63 32.06
MD&A
outstanding account7
Retained earnings 2,771.41 1,300.94 580.68
Money received against share – – 118.07
warrants
Other comprehensive income
-Foreign currency (0.23) – –
translation reserve
Board’s Report
-Fair value changes of (0.63) 0.05 4.07
financial instrument
measured at fair
value through other
comprehensive income
-Effective portion of cash – – 0.03
flow hedge
Total 11,449.79 9,411.06 5,217.80
Corporate Governance
1. Securities premium account: The amount received in excess of face value of the equity shares is
recognised in Securities Premium Account. In case of equity-settled share based payment transactions,
the difference between fair value on grant date and nominal value of share is accounted as securities
premium account. The account is utilised in accordance with the provisions of the Companies Act 2013.
2. General reserve: The Companies (Transfer of Profits to Reserves) Rules, 1975 read with Section 205(2A)
of the Companies Act, 1956, prohibited declaration of dividend for any financial year out of profits of
the company for that year except after the transfer of a specified percentage of the profits not exceeding
10%, to its reserves. Amounts were transferred to General Reserve to comply with these provisions. The
Companies Act, 2013, does not mandate such a transfer.
3. Debenture redemption reserve: As the Subsidiaries has issued redeemable non-convertible debentures,
Financials
it has created Debenture Redemption Reserve out of its profits available for payment of dividend in
accordance with the provisions of section 71(4) of the Companies Act, 2013 to be utilised for the
redemption of debentures.
4. Reserve u/s 36(1)(viii) of Income Tax Act, 1961: In respect of any special reserve created and maintained
by a specified entity, an amount not exceeding twenty percent of the profits derived from eligible business
computed under the head “Profits and gains of business or profession” (before making any deduction
under this clause) carried to such reserve account.
About Us
Consultancy and financial advisory fee 457.58 440.27
Other financial activities 200.94 164.14
Total 1,277.11 1,219.92
MD&A
value through profit or loss
(i) On trading portfolio
- Investments 69.32 80.77
- Loans (14.30) 2.93
(ii) On non-trading portfolio
- Investments 0.64 1.88
Total 55.66 85.58
Board’s Report
(B) Fair value changes:
- Realised 71.48 83.01
- Unrealised (15.82) 2.57
Total 55.66 85.58
Corporate Governance
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Income from cross sale 307.91 33.31
Interest on income tax refund – 1.82
Net gain on derecognition of property, plant and equipment 0.16 0.92
Other income 3.73 17.48
Total 311.80 53.53
27 Finance costs R in crore
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Financials
About Us
Loans 700.88 1,418.16
Total 700.88 1,418.16
MD&A
Contribution to gratuity fund (Refer note 37) 6.52 5.05
Share based payments to employees (Refer note 19) 68.16 41.01
Staff welfare expenses 43.33 22.09
Total 824.73 408.70
33 Depreciation, amortisation and impairment R in crore
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Board’s Report
Depreciation 34.46 42.55
Amortisation 15.16 9.38
Total 49.62 51.93
34 Other expenses R in crore
Year ended Year ended
Particulars
March 31, 2019 March 31, 2018
Rent 45.61 43.82
Corporate Governance
Rates and taxes 6.48 4.06
Repairs and maintenance 66.88 58.21
Communication expenses 12.90 14.72
Director’s sitting fees 1.39 1.59
Non executive directors remuneration 2.98 3.28
Auditor’s fees and expenses
Statutory audit fees 1.23 1.22
Limited review fees 0.66 0.64
Tax audit fees 0.17 0.17
Certification fees 0.56 0.78
Financials
About Us
interest (%) (%) interest (%) (%) interest (%) (%)
Subsidiaries
1 L&T Finance Limited India 100% 100% 100% 100% 100% 100%
2 L&T Infrastructure India 100% 100% 100% 100% 100% 100%
Finance Company
Limited
3 L&T Housing India 100% 100% 100% 100% 100% 100%
Finance Limited
4 L&T Infra Debt Fund India 100% 100% 100% 100% 100% 100%
Limited
MD&A
5 L&T Investment India 100% 100% 100% 100% 100% 100%
Management
Limited
6 L&T Capital India 100% 100% 100% 100% 100% 100%
Markets Limited *
7 L&T Financial India 100% 100% 100% 100% 100% 100%
Consultants Limited
8 L&T Infra India 100% 100% 100% 100% 100% 100%
Board’s Report
Investment Partners
Advisory Private
Limited
9 L&T Infra India 100% 100% 100% 100% 100% 100%
Investment Partners
Trustee Private
Limited
10 L&T Mutual Fund India 100% 100% 100% 100% 100% 100%
Trustee Limited
Corporate Governance
11 Mudit Cements India 100% 100% 100% 100% 100% 100%
Private Limited
12 L&T Access India – – – – 100% 100%
Distribution Services
Limited *
13 L&T Infra India 54.93% 54.93% 54.93% 54.93% 54.86% 54.86%
Investment Partners
14 L&T Capital UAE 100% 100% – – – –
Markets (Middle
East) Limited $
Associate
1 Feedback infra India – – – – 23.16% 23.16%
private limited #
Financials
* Pursuant to order of National Company Law Tribunal, Mumbai Bench (“NCLT”) dated October 18, 2017, the scheme of amalgamation for merger of
L&T Access Distribution Services Limited (a wholly owned subsidiary of L&T Finance Holdings Limited) with L&T Capital Markets Limited is effected from
November 10, 2017 with appointed date being April 01, 2017.
# With effect from March 14, 2018, Feedback Infra Private Limited ceased to be an associate of the Group.
$ During the current year L&T Capital Markets (Middle East) Limited, a wholly owned subsidiary of L&T Finance Holdings Ltd was incorporated
w.e.f. July 01,2018
(b) The amounts recognised in the Statement of Profit and Loss: R in crore
Gratuity Plan
Particulars As at As at
March 31, 2019 March 31, 2018
1 Current service cost 6.52 5.05
2 Interest cost (Net of interest income on plan asset) 0.26 0.30
3 Actuarial losses/(gains) - others 2.09 0.94
4 Actuarial losses/(gains) - difference between actuarial (0.03) –
return on plan assets and interest income
Total 8.84 6.29
i Amount included in “employee benefits expenses” 6.52 5.05
ii Amount included in as part of “finance cost’ 0.26 0.30
iii Amount included as part of “Other Comprehensive 2.06 0.94
income”
Total 8.84 6.29
Gratuity Plan
About Us
Particulars As at As at As at
March 31, 2019 March 31, 2018 April 01, 2017
Opening balance of the present value of 19.57 17.40 18.65
defined benefit obligation
Add : Current Service Cost 6.52 5.05 5.14
Add : Interest Cost 1.37 1.21 1.68
Add : Actuarial losses/(gains)
i) Actuarial (gains)/losses arising from 0.58 2.66 1.43
changes in financial assumptions
MD&A
ii) Actuarial (gains)/losses arising from – (0.80) –
changes in demographic assumptions
ii) Actuarial (gains)/losses arising from 1.82 (1.22) (1.83)
changes in experience adjustments
Less : Benefits paid (3.18) (4.73) (16.23)
Add : Liability assumed/(settled) (0.01) 0.00 8.56
Closing balance of the present value of 26.67 19.57 17.40
defined benefit obligation
Board’s Report
(d) Changes in the fair value of plan assets representing reconciliation of the opening and closing
balances:
R in crore
Gratuity Plan
Particulars As at As at As at
March 31, 2019 March 31, 2018 April 01, 2017
Opening balance of the fair value of the 14.35 10.78 12.86
Corporate Governance
plan assets
Add : interest income of plan assets 1.13 0.91 1.08
Add : Actuarial gains 0.03 – 0.24
Add : Contribution by the employer 2.52 7.39 7.24
Less : Benefits paid (3.18) (4.73) (16.23)
Add: Assets acquired/(settled) – – 5.59
Closing balance of plan assets 14.85 14.35 10.78
(e) Movement in asset ceiling: R in crore
Gratuity Plan
Particulars As at As at As at Financials
March 31, 2019 March 31, 2018 April 01, 2017
Opening value of asset ceiling 0.30 – –
Interest on opening balance of asset ceiling 0.02 – –
Remeasurement due to changes in surplus/ (0.31) 0.30 –
deficit
Closing value of asset ceiling 0.01 0.30 –
Gratuity Plan
Particulars Effect of 1% increase Effect of 1% decrease
2018-19 2017-18 2018-19 2017-18
1 Impact of change in discount rate (1.62) (1.24) 1.80 1.38
2 Impact of change in salary 1.75 1.35 (1.61) (1.24)
escalation rate
About Us
a. The amounts recognised in Balance Sheet: R in crore
Provident Fund Plan
Particulars As at As at As at
31 March 2019 31 March 2018 1 April 2017
A) Present value of defined benefit
obligations
- Wholly funded 15.72 24.07 –
- Wholly unfunded – – –
MD&A
15.72 24.07 –
Assets accquired on acquistion – – 51.52
Less: Fair value of plan assets (15.82) (24.27) (51.83)
Amount to be recognised as liability or (0.10) (0.20) (0.31)
(assets)
B) Amount reflected in Balance sheet
Board’s Report
Liabilities – – –
Assets (0.10) (0.20) (0.31)
Net liability/(assets) (0.10) (0.20) (0.31)
Corporate Governance
Particulars As at As at
March 31, 2019 April 01, 2017
Current service cost – –
Interest cost 1.67 2.75
Expected return on plan assets (1.67) (2.75)
Actuarial losses/(gain) 0.10 (2.56)
Actuarial losses/(gain) not recognised in books (limit in para (0.10) 2.56
64(b) of IndAS 19)
Total – – Financials
Amount included in “Employee benefits expenses” – –
Amount included in as part of “Finance cost’ – –
Amount included as part of “Other Comprehensive income” – –
Total – –
About Us
Average Historic Yield on the Investment 8.78% 8.82% 8.80%
Portfolio
Discount Rate for the remaining term to 7.65% 7.80% 7.12%
maturity of the Investment Portfolio
Future Derived Return on Assets 8.03% 8.27% 8.88%
Guaranteed Rate of Return 8.65% 8.55% 8.65%
(i) Discount rate:
The discount rate is based on the prevailing market yields of Indian government securities as at the
MD&A
valuation date for the estimated term of the obligations.
(ii) Average Historic Yield on the Investment Portfolio:
The average rate of return earned on the investment portfolio of provident fund in the previous three
years.
(iii) Expected Investment Return:
Expected investment return is determined by adding the yield spread to the discount rate for a term
of the obligation, where yield spread is the difference between the average historic yield on the
Board’s Report
investment portfolio & discount rate for the remaining term to maturity of the investment portfolio
(iv) Guaranteed Rate of Return:
The latest interest rate declared by the Regional Provident Fund Commissioner to its own subscribers.
(g) Characteristics of defined benefit plans
(i) Gratuity Plan
The Group operates gratuity plan through a trust wherein every employee is entitled to the benefit
equivalent to fifteen days salary last drawn for each completed year of service. The same is payable
Corporate Governance
on termination of service, or retirement, whichever is earlier. The benefit vests after five years of
continuous service. The Company’s scheme is more favorable compared to the obligation under the
Payment of Gratuity Act, 1972.
(ii) Provident Fund Plan
One of the subsidiary’s provident fund scheme are defined contribution plan for its employees and
for a certain categories of employees made to a trust viz. The Larsen & Toubro Officers & Supervisory
Staff Provident Fund constituted by the ultimate parent company, which is permitted under The
employee’s Provident Funds and Miscellaneous Provisions Act, 1952. The Contribution by the
employer and employee together with interest accumulated there on are payable to the employee at
the time of separation from company or retirement whichever is earlier. The benefit vets immediately
on rendering of services by the employee.
Financials
Sr. As at As at As at
Particulars
No. March 31, 2019 March 31, 2018 April 01, 2017
III Segment assets
About Us
(a) Rural business 25,517.39 16,527.68 10,087.30
(b) Housing business 27,575.72 19,785.70 13,013.40
(c) Wholesale business 48,173.25 46,180.28 41,766.08
(d) Defocused business 628.20 1,187.35 2,533.30
(e) Others 11,650.33 10,784.20 7,948.14
Sub Total 1,13,544.89 94,465.21 75,348.22
(f) Less: Inter segment assets (9,909.91) (9,128.00) (6,135.68)
Segment assets 1,03,634.98 85,337.21 69,212.54
(g) Unallocated 2,420.12 2,439.77 1,933.14
Total assets 1,06,055.10 87,776.98 71,145.68
MD&A
IV Segment liabilities*
(a) Rural business 22,181.29 14,342.06 8,959.81
(b) Housing business 24,321.31 17,583.87 11,784.98
(c) Wholesale business 43,447.79 42,444.11 38,927.76
(d) Defocused business 548.24 1,030.33 2,250.15
(e) Others 2,800.57 2,131.82 2,786.48
Sub Total 93,299.20 77,532.19 64,709.18
Board’s Report
(f) Less: Inter segment liabilities (731.40) (1,196.54) (548.83)
Segment liabilities 92,567.80 76,335.65 64,160.35
(g) Unallocated 38.70 34.59 11.81
Total liabilities 92,606.50 76,370.24 64,172.16
* Includes non-controlling interest
Corporate Governance
(c) Revenue contributed by any single customer in any of the operating segments, whether
reportable or otherwise, does not exceed ten percent of the group’s total revenue.
39 Disclosure pursuant to Ind AS 24 “ Related Party Disclosures”
(a) List of Related Parties (with whom transactions were carried out during current or previous year)
Particulars Relationship
1 Larsen & Toubro Limited Holding Company
2 L&T Infotech Limited Fellow Subsidiary Companies
3 L&T Capital Company Limited Fellow Subsidiary Companies
4 L&T Sargent & Lundy Limited Fellow Subsidiary Companies Financials
5 Larsen & Toubro Electromech LLC Fellow Subsidiary Companies
6 L&T ENC Hydrocarbon Limited Fellow Subsidiary Companies
7 L&T-MHPS Boilers Private Limited Fellow Subsidiary Companies
About Us
L&T Infotech Limited – 0.20
12 Purchase of property, plant and equipment from
L&T Infotech Limited – 0.12
L&T Capital Company Limited – 0.00
13 Inter corporate deposits borrowed from
L&T Capital Company Limited 5.97 8.37
Larsen & Tourbo Limited 3,000.00 –
14 Inter corporate deposits repaid (including interest) to
L&T Capital Company Limited 9.67 10.02
MD&A
Larsen & Tourbo Limited 3,034.52 –
15 Subscription to equity shares by
Larsen & Toubro Limited – 2,000.00
* Transactions shown above are excluding of GST, if any.
*** Amount less than R 1 lakh
Board’s Report
2018-19 2017-18
Name of Key Management Personnel Short-Term Short-Term
employee employee
benefits benefits
Mr. Dinanath Dubhashi 5.63 8.21
Mr. S. V. Haribhakti 0.61 0.61
Mr. Y.M Deosthalee - 0.08
Corporate Governance
Mr. Prabhakar B. 0.13 0.24
Mr. B.V.Bhargava - 0.07
Dr. (Mrs) Rajani R. Gupte 0.47 0.45
Mr. Harsh Mariwala 0.17 0.27
Mr. P. V. Bhide 0.48 0.42
Mr. Thomas Mathew T. 0.51 0.52
Ms. Nishi Vasudeva 0.47 0.12
Ms. Vaishali Kasture 0.03 0.07
Mr. Pavninder Singh 0.08 0.20 Financials
Mr. Amit Chandra - 0.03
**Key Management Remuneration excludes provision for gratuity, pension and compensated absences, since it is provided
on actuarial basis for the Company as a whole.
As at As at As at
Particulars
31 March, 2019 31 March, 2018 1 April, 2017
Not later than 1 year 5.79 12.44 34.04
Later than 1 year and not later than 5 years 1.50 18.87 40.07
Later than 5 years – 1.45 1.45
Total 7.29 32.76 75.56
About Us
R in crore
MD&A
Later than 5 years – 0.01 – – – –
Gross investment in 80.18 113.18 78.67 67.09 90.63 63.53
lease
Less: Unearned (13.09) (22.55) (15.14) – – –
finance income
Present value of 67.09 90.63 63.53 67.09 90.63 63.53
minimum lease
payment receivable
Board’s Report
41 Basic and Diluted Earnings per share [EPS] computed in accordance with Indian Accounting
Standard (Ind AS) 33 “Earnings per Share’’:
For the year For the year
Particulars ended ended
March 31, 2019 March 31, 2018
Basic
Profit after tax (R crore) A 2,226.30 1,254.68
Corporate Governance
Weighted average number of equity shares outstanding B 1,99,71,65,629 1,82,44,19,741
Basic earning per share A/B 11.15 6.88
Diluted
Profit after tax (R crore) A 2,226.30 1,254.68
Weighted average number of equity shares outstanding B 1,99,71,65,629 1,82,44,19,741
Add: Weighted average number of potential equity C 77,03,279 1,76,13,844
shares on account of employee stock options
Weighted average number of shares outstanding for D=B+C 2,00,48,68,908 1,84,20,33,585
diluted EPS
Diluted earning per share (before and after extraordinary A/D 11.10 6.81
Financials
items) (R)
Face value of shares (R) 10.00 10.00
About Us
(a) Profit before tax 3,051.98 1,445.76
(b) Corporate tax rate as per Income tax Act, 1961 34.94% 34.61%
(c) Tax on accounting profit (c)=(a)*(b) 1,066.49 500.35
(d) (i) Tax on Income exempt from tax :
(A) Deduction of special reserve u/s 36(1)(viii) of the (39.96) (29.93)
Income Tax Act, 1961
(B) Exempt income (46.01) (47.93)
(ii) Tax on Income which are taxed at different rates (4.44) (14.92)
MD&A
(iii) Tax on expense not tax deductible :
(A) Corporate social responsibility (CSR) expenses 2.04 1.82
(B) Provision for dimunition of investments 54.38 (10.61)
(C) Other disallowances (Including section 14A) 51.00 48.88
(iv) Impact of consolidation adjustments (247.83) (257.19)
(v) Utilisation of brought forward losses in current year on (44.37) (17.32)
which DTA not recognised in earlier years
Board’s Report
(vi) Tax effect of losses/timing differences of current year on 15.65 2.03
which no deferred tax benefit is recognised
(vii) Effect of previously recognised tax losses and tax offsets – (5.73)
on which deferred tax benefit is recognised
(viii) Effect on deferred tax due to change in Income tax rate – (9.99)
(ix) Effect of tax for prior years – 11.98
(x) Tax effect on various other Items 13.00 (3.21)
Total effect of tax adjustments [(i) to (x)] (246.54) (332.11)
Corporate Governance
(e) Tax expense recognised during the year (e)=(c)-(d) 819.95 168.24
(f) Effective tax Rate (f)=(e)/(a) 26.87% 11.64%
(c) (i) Unused tax losses and unused tax credits for which no deferred tax asset is recognised in
Balance sheet
As at March 31, 2019 As at March 31, 2018 As at April 01, 2017
Particulars
R in crore Expiry year R in crore Expiry year R in crore Expiry year
Tax losses (Business
loss and unabsorbed
depreciation)
- Amount of losses 34.71 AY2021-28 82.73 AY2020-27 138.66 AY2019-26 Financials
having expiry
- Amount of losses 293.26 346.87 351.91
having no expiry
Tax losses (Capital 38.58 AY2027-28
loss)
Total 366.55 429.60 495.57
Deferred Deferred
Charge/(credit) Charge/(credit)
tax assets/ Recognised tax assets/
to Statement to Other
Particulars (liabilities) as through (liabilities) as
of Profit and comprehensive
at April 01, Balance Sheet at March 31,
About Us
Loss income
2017 2018
Deferred tax assets:
Expected credit loss provision 1,476.58 401.24 – – 1,877.81
on Loans
Amortisation of fee income 37.32 (2.53) – – 34.79
Unabsorbed depreciation 12.02 – – – 12.02
Unused tax losses 57.12 (16.81) – – 40.31
Unutilised MAT credit 58.54 12.17 – – 70.70
MD&A
Other items giving rise to 20.77 13.12 – 2.12 36.01
temporary differences
Deferred tax assets: 1,662.33 407.19 – 2.12 2,071.64
Offsetting of deferred tax (179.36) – – – (225.24)
assets with deferred tax
liabilities
Net deferred tax assets: 1,482.97 407.19 – 2.12 1,846.40
Board’s Report
R in crore
Corporate Governance
book base and tax base
of property, plant &
equipement, investment
property and intangible
assets
Interest income recognised (105.18) (50.85) – – (156.03)
on stage 3 loans
Unamortised borrowing cost (8.86) 3.23 (3.08) – (8.70)
Other items giving rise to (12.04) (22.51) – – (34.54)
temporary differences
Deferred tax liabilities (181.75) (44.97) (3.08) – (229.80) Financials
As at As at As at
Particulars
March 31, 2019 March 31, 2018 April 01, 2017
Variable rate borrowings 30,363.70 27,871.74 23,229.02
Fixed rate borrowings 58,985.47 45,111.15 38,139.87
Total borrowings* 89,349.17 72,982.89 61,368.89
*Excluding interest accrued and amortisation
About Us
Particulars average % of total average % of total average % of total
Balance Balance Balance
interest borrowing interest borrowing interest borrowing
rate rate rate
Variable rate 8.54% 30,363.70 33.98% 8.44% 27,871.74 38.19% 9.51% 23,229.02 37.85%
borrowings
Net exposure to 8.54% 30,363.70 33.98% 8.44% 27,871.74 38.19% 9.51% 23,229.02 37.85%
cash flow interest
rate risk
(c) Sensitivity :
Profit or loss is sensitive to higher/lower interest expense from borrowings as a result of changes in interest
MD&A
rates. Other components of equity change as a result of an increase/decrease in the fair value of the cash flow
hedges related to borrowings.
R in crore
Board’s Report
2019 2018 2019 2018
Interest rates – increase by 25 basis (37.43) (45.91) (37.43) (45.91)
points *
Interest rates – decrease by 25 basis 37.43 45.91 37.43 45.91
points*
* Impact on P/L upto 1 year, holding all other variables constant
45 Disclosure pursuant to Ind AS 1 and Ind AS 107 “Maturity analysis of assets and liabilities”
Corporate Governance
R in crore
As at March 31, 2019 As at March 31, 2018 As at April 01, 2017
Sr.
Particulars Within 12 After 12 Within 12 After 12 Within 12 After 12
No Total Total Total
months months months months months months
ASSETS:
(1) Financial assets
(a) Cash and cash equivalents 1,826.65 – 1,826.65 1,049.39 – 1,049.39 462.50 – 462.50
(b) Bank balance other than (a) above 17.82 29.68 47.50 15.29 43.85 59.14 141.07 22.52 163.59
(c) Derivative financial instruments 7.20 – 7.20 – – – 0.03 – 0.03
(d) Receivables
(I) Trade receivables 106.37 – 106.37 126.44 – 126.44 77.84 – 77.84 Financials
(II) Other receivables 10.63 – 10.63 2.91 0.42 3.33 0.75 0.42 1.17
(e) Loans 42,371.37 48,953.26 91,324.63 32,095.57 44,992.77 77,088.34 21,440.95 38,867.74 60,308.69
(f) Investments 4,944.84 3,695.97 8,640.81 2,892.55 2,408.94 5,301.49 4,495.05 2,070.85 6,565.90
(g) Other financial assets 106.83 19.46 126.29 6.21 67.45 73.66 12.50 53.18 65.68
(2) Non-financial assets
(a) Current tax asset (net) – 642.97 642.97 – 593.37 593.37 – 450.17 450.17
(b) Deferred tax assets (net) – 1,777.15 1,777.15 – 1,846.40 1,846.40 – 1,482.97 1,482.97
About Us
• Capital risk
Credit risk
Credit risk is the risk of suffering financial loss, should any of the Group’s customers or counterparties fail to
fulfil their contractual obligations to the Group.
Credit risk arises mainly from wholesale and retail loans and advances and loan commitments arising from
such lending activities; but could also arise from credit enhancement provided, such as financial guarantees
and letters of credit. The Group is also exposed to other credit risks arising from investments in debt securities
and exposures arising from its trading activities (“Trading Exposures”) as well as settlement balances with
market counterparties.
MD&A
Credit risk is the single largest risk for the Group’s business. Management therefore carefully manages its
exposure to credit risk. A centralised risk management function oversees the risk management framework,
which periodically presents an overview of credit risk of portfolio to the Risk Management Committee.
Credit-worthiness is checked and documented prior to signing any contracts, based on market information.
Management endeavours to improve its underwriting standards to reduce the credit risk the Group is exposed
to from time to time. Internal credit rating is used as an important tool to manage exposures of the “Wholesale”
segment. Ratings provides a consistent and common scale for measurement of components of credit risk of a
Board’s Report
loan asset including the Probability of Default (PD) across products and sectors. Credit rating model takes into
account critical success parameters relevant for each industry, competitive forces within the industry as well as
regulatory issues while capturing financial parameters, management strengths, project parameters etc. of the
borrower. These ratings are reviewed at least once annually.
Loans and advances (including loan commitments and guarantees)
The estimation of credit exposure for risk management purposes is complex, as the exposure varies with
changes in market conditions, expected cash flows and the passage of time. The assessment of credit risk of
a portfolio of assets entails further estimations as to the likelihood of defaults occurring and of the associated
Corporate Governance
loss ratios. The Group measures credit risk for each class of loan assets using inputs such as Probability of
Default (“PD”) and Loss Given Default (“LGD”). This is similar to the approach used for the purposes of
measuring Expected Credit Loss (“ECL”) under Ind AS 109.
Wholesale and retail portfolios are managed separately to reflect the differing nature of the assets; wholesale
balances tend to be larger and are managed on an individual basis, while retail balances are greater in number
but lesser in value and are, therefore, managed in aggregated segments.
Wholesale (Infrastructure Finance and Structured Corporate Finance) and Housing (Real Estate)
The Group uses internal credit risk grading (17 levels for loans which are not credit impaired and 1 level for
loans considered to be credit impaired) that reflect its assessment of the PD of individual counterparties in
respect of its “Wholesale” segment. The Group use internal rating models tailored to the various categories of Financials
counterparties. Borrower and loan specific information collected at the time of application (such as turnover
and industry type for wholesale exposures) and judgement based on market intelligence on the sector or the
specific borrower is used in assigning the rating. The Group’s own internal ratings were benchmarked against
the last published cumulative default rates for 1 year and 3 year periods as published annually by CRISIL for
Stage 1 and Stage 2 loan assets.
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For wholesale business, the PD was determined based on the internal credit rating assigned to the borrower
as explained above. The EAD is determined and the LGD estimated, at the borrower level. Updated or new
information/credit assessments for credit risk evaluation are incorporated on an ongoing basis. In addition,
information about the creditworthiness of the borrower is updated every year from sources such as financial
statements. This will determine the updated internal credit rating and PD. The internal ratings based PD has
been benchmarked to the Cumulative Default Rates for 1 year and 3 year periods as published annually by
CRISIL.
The Exposure at Default (“EAD”) is measured at the amortised cost as at the reporting date, after considering
repayments of principal and interest received in advance and expected drawdowns on committed facilities.
MD&A
The Group, in determining its Loss Given Default (“LGD”) estimates, for Stage 3 loan assets as of the reporting
date, has used cash flow estimates based on inputs provided by assigned business managers and external
corroborating information including amounts realised on resolution of cases referred to the National Company
Law Tribunal (“NCLT”) under the Insolvency and Bankruptcy Code, 2016.
The Group has carried out a historical analysis of loss experience for all closed and live defaulted (Stage 3)
borrowers over the previous 4 years.
Retail (Farm Equipment Finance, Two-Wheeler Loans, Micro Loans and Others) and Housing (Home
Board’s Report
Loans and Loans Against Property)
Retail lending credit quality is determined on a collective basis based on a 12-month point in time (“PIT”)
probability weighted PD.
A centralised impairment model summarises the historical payment behaviour of the borrowers within a retail
portfolio which data is used to build the PD estimates. For estimating PD, information on the month-on-book
(vintage) and the days-past-due form key differentiating characteristics. The weighted average is determined
(using count of customers as the weight) from quarterly snapshots.
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For credit impaired loan assets LGD is computed based on actual history of loss (on settlement/repossession
and disposal of security/ enforcement action) from the same historical quarterly snapshots. The loss divided
by the principal outstanding at the time of default is the loss ratio for a credit impaired loan asset in a
specific snapshot. The weighted average of loss ratios (using the principal outstanding in respect of such credit
impaired loan assets in the corresponding snapshot as the weight) was used to determine the LGD ratio for
credit impaired loan assets.
By applying the LGD ratio to the EAD for the credit impaired loan asset portfolio, the ECL for Stage 3 loan
assets was determined.
The EAD adjustment factor was used, along with the respective PD factors to arrive at the ECL for Stage 2 and
Stage 1 loan assets. Financials
Exposure at Default (EAD)
EAD is the amortised cost as at the period end, after considering repayments of principal and interest received
in advance.
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and equipment in some cases. However, collateral securing each individual loan may not be adequate in
relation to the value of the loan. If the customer fails to pay, the Group would, as applicable, liquidate
collateral and/or set off accounts. For most products, the Group obtains direct debit instructions or post-
dated cheques from the customer. It is a criminal offence in India to issue a bad cheque.
(ii) Housing loans, other than unsecured insurance loans aggregating R 10,386.95 crore (March 31, 2018:
R 9,306.38; March 31, 2017: R 8,368.82) are generally secured by a charge on the asset financed (loans
against property and home loans). If the customer fails to pay, the Group would, as applicable, liquidate
collateral and/or set off accounts. For most products, the Group obtains direct debit instructions or post-
dated cheques from the customer. It is a criminal offence in India to issue a bad cheque.
MD&A
(iii) Wholesale loans are secured with current assets as well as immovable property and property, plant and
equipment in some cases. However, collateral securing each individual loan may not be adequate in
relation to the value of the loan. If the customer fails to pay, the Group would, as applicable, liquidate
collateral and/or set off accounts. For most products, the Group obtains direct debit instructions or post-
dated cheques from the customer. It is a criminal offence in India to issue a bad cheque.
Of the unmitigated on balance sheet exposure, a significant portion relates to cash held with banks, settlement
balances, and debt securities issued by governments all of which are considered to be lower risk.
Besides growth in the loan assets portfolio, increases in trading portfolio assets and financial assets at fair
Board’s Report
value through the Statement of Profit and Loss have also contributed to the increase in the Group’s net
exposure to credit risk. Investments in debt instruments are predominantly investment grade.
Where collateral has been obtained in the event of default, the Group does not, ordinarily, use such assets for
its own operations and they are usually sold and off set against the outstanding loan assets.
The Group has invoked pledge of equity shares in the following companies, pledged with the Group as
collateral by the borrowers and these shares are being held by the Group as bailee. As and when the shares
are sold, the proceeds would be adjusted against the overdue portion of the loan then remaining outstanding.
Corporate Governance
No. of shares held as bailee
Sr.
Name of Company As at As at As at
No.
March 31, 2019 March 31, 2018 April 01, 2017
1 Saumya mining limited 5,13,012 5,13,012 5,13,012
2 SEW vizag coal terminal private limited 7,03,833 7,03,833 7,03,833
3 Bhushan steel limited 71,89,089 71,89,089 71,89,089
4 Sterling international enterprises limited 2,17,309 2,17,309 2,17,309
5 Tulip telecom limited 14,01,762 14,01,762 14,01,762
6 Punj lloyd limited 5 5 5
7 Golden tobacco limited 10,000 10,000 10,000
8 Gujurat highway corporation limited 70,000 70,000 70,000
Financials
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No. FVTPL FVTOCI Total FVTPL FVTOCI Total FVTPL FVTOCI Total
cost cost cost
Financial assets
1 Cash and cash – – 1,826.65 1,826.65 – – 1,049.39 1,049.39 – – 462.50 462.50
equivalents
2 Bank balance other – – 47.50 47.50 – – 59.14 59.14 – – 163.59 163.59
than (1) above
3 Derivative financial 7.20 – – 7.20 – – – – 0.03 – – 0.03
instruments
4 Receivables
Trade receivables – – 106.37 106.37 – – 126.44 126.44 – – 77.84 77.84
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Other receivable – – 10.63 10.63 – – 3.33 3.33 – – 1.17 1.17
5 Loans 24,396.44 – 66,928.19 91,324.63 16,831.32 – 60,257.02 77,088.34 7,900.37 – 52,408.32 60,308.69
6 Investments – – –
Equity 485.14 – – 485.14 686.28 – – 686.28 724.22 – 43.41 767.63
instruments
(including
investment in
share application
money)
Board’s Report
Preference share 99.80 – – 99.80 69.66 – – 69.66 75.45 – – 75.45
Mutual funds 2,064.33 – – 2,064.33 537.92 – – 537.92 1,782.40 – – 1,782.40
Debentures 866.21 2,265.40 – 3,131.61 982.11 1,857.15 – 2,839.26 1,033.64 1,875.55 – 2,909.19
Security receipt 791.07 – – 791.07 1,016.89 – – 1,016.89 504.94 – – 504.94
Units of fund 188.79 0.98 – 189.77 128.64 – – 128.64 113.32 – – 113.32
Government 0.51 37.62 1,832.55 1,870.68 0.50 – – 0.50 0.51 245.89 – 246.40
securities
Pass through – 8.41 – 8.41 – 22.34 – 22.34 – 166.57 – 166.57
certificates
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7 Other financial – – 126.29 126.29 – – 73.66 73.66 – – 65.68 65.68
assets
Total financial 28,899.49 2,312.41 70,878.18 1,02,090.08 20,253.32 1,879.49 61,568.98 83,701.79 12,134.88 2,288.01 53,222.51 67,645.40
assets
Financial liabilities
1 Derivative financial – – – – 0.10 – – 0.10 6.66 – – 6.66
instruments
2 Trade payables – – 120.05 120.05 – – 168.43 168.43 – – 90.51 90.51
3 Other payables – – 16.12 16.12 – – 16.62 16.62 – – 11.37 11.37
4 Debt securities – – 51,268.31 51,268.31 – – 40,996.13 40,996.13 – – 34,977.92 34,977.92
5 Borrowings (Other – – 35,785.15 35,785.15 – – 29,853.50 29,853.50 – – 23,545.02 23,545.02
than debt securities) Financials
6 Subordinated – – 4,453.52 4,453.52 – – 4,398.65 4,398.65 – – 4,562.26 4,562.26
liabilities
7 Other financial – – 569.22 569.22 – – 520.17 520.17 – – 581.63 581.63
liabilities
Total financial – – 92,212.37 92,212.37 0.10 – 75,953.50 75,953.60 6.66 – 63,768.71 63,775.37
liabilities
(b) Fair value hierarchy of financial assets and financial liabilities at fair value:
R in crore
As at March 31, 2019 As at March 31, 2018 As at April 01, 2017
Particulars
Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total
Financial assets:
1 Investments at FVTPL:
Equity shares 8.28 – 476.86 485.14 29.86 – 656.42 686.28 48.68 – 675.54 724.22
(Including share
application money)
Preference shares – – 99.80 99.80 – – 69.66 69.66 – – 75.45 75.45
Mutual fund 2,064.33 – – 2,064.33 537.92 – – 537.92 1,782.40 – – 1,782.40
Government – 0.51 – 0.51 – 0.50 – 0.50 – 0.51 – 0.51
securities
Debentures – – 866.21 866.21 – 86.25 895.86 982.11 – 86.25 947.39 1,033.64
Security receipt – – 791.07 791.07 – – 1,016.89 1,016.89 – – 504.94 504.94
Units of fund – – 188.79 188.79 – – 128.64 128.64 – – 113.32 113.32
2 Derivative financial – 7.20 – 7.20 – – – – – 0.03 – 0.03
instruments
3 Loans – – 24,396.44 24,396.44 – – 16,831.32 16,831.32 – – 7,900.37 7,900.37
4 Investments at
FVTOCI:
Debentures – 2,265.40 – 2,265.40 – 1,857.15 – 1,857.15 – 1,875.55 – 1,875.55
Government – 37.62 – 37.62 – – – – – 245.89 – 245.89
securities
Pass through – – 8.41 8.41 – – 22.34 22.34 – – 166.57 166.57
certificates
Units of fund – 0.98 – 0.98 – – – – – – – –
Total financial assets 2,072.61 2,311.71 26,827.58 31,211.90 567.78 1,943.90 19,621.13 22,132.81 1,831.08 2,208.23 10,383.58 14,422.89
Financial liabilities:
1 Derivative financial – – – – – 0.10 – 0.10 – 6.66 – 6.66
instruments
Total financial – – – – – 0.10 – 0.10 – 6.66 – 6.66
liabilities
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Balance as at April 01, 675.54 75.45 947.39 166.57 504.94 113.32 7,900.37 10,383.58
2017
Addition during the year 141.45 – 244.40 – 533.84 25.15 13,337.55 14,282.39
Disposal during the year (166.61) – (263.69) (144.23) (5.55) (8.48) (4,406.60) (4,995.16)
Gain/(Loss) recognised in 6.04 (5.79) (32.24) – (16.34) (1.35) – (49.68)
Profit and Loss
Balance as at March 31, 656.42 69.66 895.86 22.34 1,016.89 128.64 16,831.32 19,621.13
2018
Addition during the year 565.76 – 11.19 – 125.46 67.01 14,248.11 15,017.53
MD&A
Disposal during the year (550.00) – (19.38) (13.93) (116.44) (7.04) (6,682.99) (7,389.78)
Gain/(Loss) recognised in (195.32) 30.14 (21.46) – (234.84) 0.18 – (421.30)
Profit and Loss
Balance as at March 31, 476.86 99.80 866.21 8.41 791.07 188.79 24,396.44 26,827.58
2019
Unrealised gains/(losses)
recognised in profit and
loss related to assets and
liabilities held at the end
Board’s Report
of the reporting period
As at March 31, 2018 (30.40) (4.38) 91.36 – (71.79) (2.11) – (17.32)
As at March 31, 2019 (132.48) (2.13) 68.95 – (300.66) – – (366.31)
(d) Sensitivity disclosure for level 3 fair value measurements:
R in crore
Fair value as at Impact of change in rates on Total Comprehensive Income statement
As at March As at March As at April 31 March 31 March 31 March 31 March 31 March 31 March
Particulars Sensitivity
31, 2019 31, 2018 01, 2017 2019 2019 2018 2018 2017 2017
Corporate Governance
Favourable Unfavourable Favourable Unfavourable Favourable Unfavourable
Equity share 476.86 656.42 675.54 5.00% 23.84 (23.84) 32.82 (32.82) 33.77 (33.77)
Preference share 99.80 69.66 75.45 5.00% 4.99 (4.99) 3.48 (3.48) 3.77 (3.77)
Debt instruments 866.21 895.86 947.39 0.25% 2.17 (2.17) 2.24 (2.24) 2.37 (2.37)
Pass through certificates 8.41 22.34 166.57 0.25% 0.02 (0.02) 0.06 (0.06) 0.42 (0.42)
Security receipts 791.07 1,016.89 504.94 5.00% 37.54 (37.54) 48.83 (48.83) 25.25 (25.25)
Units of fund 188.79 128.64 113.32 5.00% 9.44 (9.44) 6.43 (6.43) 5.67 (5.67)
Loans 24,396.44 16,831.32 7,900.37 0.25% 60.18 (60.18) 40.37 (40.37) 19.75 (19.75)
Total 26,827.58 19,621.13 10,383.58 138.18 (138.18) 134.23 (134.23) 91.00 (91.00)
Financials
(f) Fair value of financial assets and financial liabilities measured at amortised cost:
(R in crore)
As at March 31, 2019 As at March 31, 2018 As at April 01, 2017
Particulars Carrying Carrying Carrying
Fair value Fair value Fair value
amount amount amount
Financial assets:
Loans* 66,928.19 66,928.19 60,257.02 60,257.02 52,408.32 52,408.32
Investment in 1,832.55 1,899.07 - - - -
government securities
Total 68,760.74 68,827.26 60,257.02 60,257.02 52,408.32 52,408.32
Financial liabilities:
Debt securities 51,268.31 51,538.43 40,996.13 41,300.08 34,977.92 35,473.49
Borrowings 35,785.15 35,785.52 29,853.50 29,779.26 23,545.02 23,733.38
Subordinated Liabilities 4,453.52 4,444.28 4,398.65 4,432.48 4,562.26 4,709.19
Total 91,506.98 91,768.23 75,248.28 75,511.82 63,085.20 63,916.06
*In the absence of an observable market for these loan assets, the fair values have been determined from the
perspective of the group after considering changes in performance and risk indicators (including delinquencies
and interest rates)
The carrying amounts of cash & cash equivalents, bank balance, trade receivables,other receivables,other
financial assets,trade payables,other payables and other financial liabilities are considered to be the same as
their fair values, due to their short-term nature.
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Financial assets:
Loans - - 66,928.19 66,928.19 Discounted cash flow approach
Government securities - 1,899.07 - 1,899.07 Discounted cash flow approach
Total - 1,899.07 66,928.19 68,827.26
Financial liabilities:
Debt securities - - 51,538.43 51,538.43 Discounted cash flow approach
Borrowings (other than - - 35,785.52 35,785.52 Discounted cash flow approach
debt securities)
MD&A
Subordinated Liabilities - - 4,444.28 4,444.28 Discounted cash flow approach
Total - - 91,768.23 91,768.23
(R in crore)
Valuation technique for
As at March 31, 2018 Level 1 Level 2 Level 3 Total
level 3 items
Financial assets:
Loans - - 60,257.02 60,257.02 Discounted cash flow approach
Board’s Report
Total - - 60,257.02 60,257.02
Financial liabilities:
Debt securities - - 41,300.08 41,300.08 Discounted cash flow approach
Borrowings (other than - - 29,779.26 29,779.26 Discounted cash flow approach
debt securities)
Subordinated Liabilities - - 4,432.48 4,432.48 Discounted cash flow approach
Total - - 75,511.82 75,511.82
(R in crore)
Corporate Governance
Valuation technique for
As at April 01, 2017 Level 1 Level 2 Level 3 Total
level 3 items
Financial assets:
Loans - - 52,408.32 52,408.32 Discounted cash flow approach
Total - - 52,408.32 52,408.32
Financial liabilities:
Debt securities - - 35,473.49 35,473.49 Discounted cash flow approach
Borrowings (other than - - 23,733.38 23,733.38 Discounted cash flow approach
debt securities)
Subordinated Liabilities - - 4,709.19 4,709.19 Discounted cash flow approach
Total - - 63,916.06 63,916.06 Financials
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New assets originated or purchased 32,549.59 607.42 135.78 33,292.79
Amount written off – (25.95) (469.52) (495.47)
Transfers to Stage 1 746.70 (445.59) (301.11) –
Transfers to Stage 2 (1,689.91) 1,955.62 (265.71) –
Transfers to Stage 3 (639.88) (445.35) 1,085.23 –
Net recovery (21,568.79) (897.60) (1,406.19) (23,872.58)
Gross carrying amount as at March 54,946.76 3,093.75 7,609.46 65,649.97
31, 2018
MD&A
New assets originated or purchased 30,473.10 378.00 182.98 31,034.08
Amount written off – (26.97) (1,507.52) (1,534.49)
Transfers to Stage 1 443.54 (407.49) (36.06) –
Transfers to Stage 2 (770.52) 788.55 (18.03) –
Transfers to Stage 3 (600.78) (243.62) 844.40 –
Net recovery (22,039.77) (754.10) (803.26) (23,597.14)
Gross carrying amount as at March 62,452.33 2,828.11 6,271.98 71,552.42
31, 2019
Board’s Report
Corporate Governance
Financials
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Borrowings (other than debt 29,853.50 5,992.28 60.63 35,785.15
securities)
Subordinated liabilities 4,398.65 45.00 (9.87) 4,453.52
Total 75,248.27 16,265.31 6.60 91,506.98
R in crore
Particulars April 01, 2017 Cash flows Others March 31, 2018
Debt securities 34,977.92 5,526.40 (491.81) 40,996.13
MD&A
Borrowings (other than debt 23,545.02 6,254.41 (54.07) 29,853.50
securities)
Subordinated liabilities 4,562.26 (193.41) (29.80) 4,398.65
Total 63,085.19 11,587.40 (575.68) 75,248.27
51 Disclosure persuant to IndAS 101 “First time adoption of Ind AS”
The Group has prepared opening balance sheet as per Ind AS as at April 01, 2017 (transition date) by
recognising all assets and liabilities whose recognition is required by Ind AS, derecognising items of assets or
Board’s Report
liabilities which are not permitted to be recognised by Ind AS, reclassifying items from Previous GAAP to Ind
AS as required, and applying Ind AS to measure the recognised assets and liabilities. The exemptions availed
by the Group are as follows:
(i) The Group has adopted the carrying value determined in accordance with Previous GAAP for all of its
property plant and equipment and investment property as deemed cost of such assets at the transition
date.
(ii) Ind AS 102 “Share-based Payment” has not been applied to equity instruments in share-based payment
transactions that vested before April 01, 2017.
Corporate Governance
(iii) The Group has applied the derecognition requirements of financial assets and financial liabilities
prospectively for transactions occurring on or after April 01, 2017.
(iv) The Group has determined the classification of debt instruments in terms of whether they meet the
amortised cost criteria or the FVTOCI criteria based on the facts and circumstances that existed as of the
transition date.
(v) The Group has applied the impairment requirements of Ind AS 109 retrospectively; however, as permitted
by Ind AS 101, it has used reasonable and supportable information that is available without undue cost or
effort to determine the credit risk at the date that financial instruments were initially recognised in order
to compare it with the credit risk at the transition date.
Further, as permitted by Ind AS 101, the Group has not undertaken an exhaustive search for information
Financials
when determining, at the date of transition to Ind ASs, whether there have been significant increases in
credit risk since initial recognition,
(vi) The Group has elected not to apply Ind AS 103 Business Combinations retrospectively to past business
combinations that occurred before the transition date.
(vii) The estimates as at April 01, 2017 and at March 31, 2018 are consistent with those made for the same
dates in accordance with the Previous GAAP.
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liability
(h) Derecognition of deferred tax liability on special 32.62 21.02
reserve
(i) Others 0.24 (0.68)
(j) Deferred taxes i 756.70 660.71
Equity as per Ind AS 11,406.74 6,973.52
(iii) Statement of reconciliation of cash flow statement under Ind AS and cash flow statement
reported under Previous GAAP
R in crore
MD&A
Previous
Particulars Adjustments Ind AS
GAAP
Net cash used in operating activities (A) (15,590.85) (48.86) (15,639.71)
Net cash (used in)/generated from by investing 1,548.80 - 1548.80
activities (B)
Net cash generated from financing activities (C) 14,636.74 41.05 14,677.79
Net increase in cash and cash equivalents 594.69 (7.80) 586.89
Board’s Report
(A+B+C)
Cash and cash equivalents at beginning of the year 453.31 9.19 462.50
Cash and cash equivalents at the end of the year 1,048.00 1.39 1,049.39
Notes to reconciliations between Previous GAAP and Ind AS
a Processing fee: Under Previous GAAP, Processing fees charged to corporate loan was recognised as revenue
in the period of accrual while under Ind AS, such processing fees are included in the initial recognition
amount of financial assets and recognised as interest income using the effective interest method.
Corporate Governance
b Fair valuation of employee stock options plan : ESOP charge is accounted using fair value method. The
portion of ESOP charge recoverable from the group companies is accordingly measured and recognised
at fair value. Under Previous GAAP ESOP charge was calculated based on intrinsic value method.
c Valuation of Investments: All Investments except investments in associate companies have been fair valued
in accordance with Ind AS 109. Investments in debt securities are fair valued through OCI and reclassified
to profit or loss on their sale. Other investments are fair valued through profit or loss. Under Previous
GAAP, the current investments were carried at cost net of diminution in their value as at the Balance Sheet
date. The long term investments were carried at cost net of permanent diminution, if any.
d Provision as per expected credit loss model: The allowance for credit losses on loan assets is based on
“expected credit loss” model as per Ind AS 109. Under the Previous GAAP, the provision was made based
on the requirement of the RBI and NHB Master Directions.
Financials
e Borrowing cost : Under Ind AS 23 borrowing cost is calculated using the effective rate interest method
as described under Ind AS 109. Under the Previous GAAP, borrowing cost was computed by applying
the coupon rate to the principal amount for the period. Borrowings are recognised at fair value at the
inception and subsequently at amortised cost with interest expenses is calculated using the effective rate
interest method.
Place : Mumbai
Date : April 28, 2019
Notice is hereby given that the Eleventh Annual General 5. Re-appointment of Mr. P. V. Bhide as an Independent
Meeting (“AGM”) of the Members of L&T Finance Holdings Director of the Company:
Limited will be held on Monday, July 29, 2019 at 3:00 p.m. at To consider and, if thought fit, to pass the following
Swatantryaveer Savarkar Rashtriya Smarak, 252 Swatantryaveer resolution as a SPECIAL RESOLUTION:
Savarkar Marg, Shivaji Park, Dadar, Mumbai – 400 028, to “RESOLVED THAT pursuant to the provisions of
transact the following business: Sections 149, 152 and any other applicable provisions
Ordinary Business: of the Companies Act, 2013 (“Act”) and rules made
1. To consider and adopt the audited standalone financial thereunder read with Schedule IV and the Securities
statements of the Company together with the report and Exchange Board of India (Listing Obligations and
of the Board of Directors and the Auditors thereon for Disclosure Requirements) Regulations, 2015 (including
the financial year ended March 31, 2019 and audited any amendment(s), statutory modification(s) or
consolidated financial statements of the Company re-enactment(s) thereof for the time being in force) and
together with the report of the Auditors thereon for the based on the recommendation of the Nomination and
financial year ended March 31, 2019. Remuneration Committee of the Company and approval
of the Board of Directors, Mr. P. V. Bhide (DIN: 03304262)
2. To declare dividend on Equity Shares. who was appointed as an Independent Director of the
3. To appoint a director in place of Mr. R. Shankar Raman Company for a term up to March 31, 2019 by the members
(DIN: 00019798), who retires by rotation, and being of the Company and is eligible for being re-appointed
eligible, offers himself for re-appointment. as an independent director, and in respect of whom the
Company has received a notice in writing from a Member
Special Business: under Section 160 of the Act proposing his candidature
4. Re-appointment of Mr. S. V. Haribhakti as an for the office of a director be and is hereby re-appointed
Independent Director of the Company: as an Independent Director of the Company for a term
To consider and, if thought fit, to pass the following of 5 years with effect from April 1, 2019 to March 31,
resolution as a SPECIAL RESOLUTION: 2024.”
“RESOLVED THAT pursuant to the provisions of Sections 6. Issuance of Cumulative Compulsorily Redeemable
149, 152 and any other applicable provisions of the Non-Convertible Preference Shares by way of public
Companies Act, 2013 (“Act”) and rules made thereunder offer or on a private placement basis:
read with Schedule IV and the Securities and Exchange Board To consider and, if thought fit, to pass the following
of India (Listing Obligations and Disclosure Requirements) resolution as a SPECIAL RESOLUTION:
Regulations, 2015 (including any amendment(s), statutory “RESOLVED THAT pursuant to the provisions of Sections
modification(s) or re-enactment(s) thereof for the time 23, 40, 42, 55, 62 and any other applicable provisions
being in force) and based on the recommendation of the of the Companies Act, 2013 (“the Act”), the Companies
Nomination and Remuneration Committee of the Company (Prospectus and Allotment of Securities) Rules, 2014 and
and approval of the Board of Directors, Mr. S. V. Haribhakti the Companies (Share Capital and Debentures) Rules, 2014
(DIN: 00007347) who was appointed as an Independent (including any amendment(s), statutory modification(s)
Director of the Company for a term up to March 31, 2019 or re-enactment(s) thereof) and in accordance with
by the members of the Company and is eligible for being the provisions of the Securities and Exchange Board of
re-appointed as an independent director and in respect of India (Issue and Listing of Non-Convertible Redeemable
whom the Company has received a notice in writing from Preference Shares) Regulations, 2013, the Securities and
a Member under Section 160 of the Act proposing his Exchange Board of India (Listing Obligations and Disclosure
candidature for the office of a director, be and is hereby Requirements) Regulations, 2015, the Rules, Regulations,
re-appointed as an Independent Director of the Company Guidelines and Circulars issued by the Reserve Bank of
for a term of 5 years with effect from April 1, 2019 to March India, as amended from time to time, the Memorandum
31, 2024.” and Articles of Association of the Company, any other
applicable laws for the time being in force and subject to
Apurva Rathod
Company Secretary
ACS - A18314
Date: April 28, 2019
Place: Mumbai
E-mail ID : .............................................................................................................................................................................
I/We, being the Member(s) of .......................................... shares of the above named company, hereby appoint:
Address : .................................................................................................................................................................................................
Address : .................................................................................................................................................................................................
Address : .................................................................................................................................................................................................
Note:
This form of proxy in order to be effective should be duly completed and deposited at the registered office of the Company, not less
than 48 hours before the commencement of the AGM.
In
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L&T Finance Holdings Limited
Regd. Office: Brindavan, Plot No. 177, C.S.T. Road, Kalina, Santacruz (East), Mumbai – 400 098, Maharashtra, India
CIN: L67120MH2008PLC181833; E-mail: igrc@ltfs.com; Website: www.ltfs.com
Phone: +91 22 6212 5000; Fax: +91 22 6212 5553
ATTENDANCE SLIP
ELEVENTH ANNUAL GENERAL MEETING - MONDAY, JULY 29, 2019 AT 3.00 P.M.
.....................................................................................................
.....................................................................................................
I certify that I am a registered Member/Proxy for the registered Member of the Company.
I hereby record my presence at the Eleventh Annual General Meeting of the Company at Swatantryaveer Savarkar Rashtriya Smarak,
252 Swatantryaveer Savarkar Marg, Shivaji Park, Dadar, Mumbai – 400 028 on Monday, July 29, 2019 at 3.00 p.m.
P.T.O.
Route Map to the AGM Venue
BSE Limited
Corporate Relations Department,
1st Floor, New Trading Ring,
P. J. Towers, Dalal Street,
Mumbai - 400 001.
Sub: Submission of the Sustainability Report for the financial year 2018-19
Please find enclosed the Sustainability Report (which is referred to in the Annual Report) of
the Company for the financial year 2018-19.
Further, the aforesaid Sustainability Report has also been uploaded on the website of the
Company at https://www.ltfs.com/investors.html
Thanking you,
Yours faithfully,
Apurva Rathod
Company Secretary and Compliance Officer
Encl: As above
CREATING VALUE,
Together
06 Sustainability Highlights
08 Organisational Profile
22 Corporate Governance
38 Financial Capital
50 Human Capital
60 Intellectual Capital
80 Natural Capital
92 Glossary
Dear Stakeholder, “ Our culture of 'Ownership'
and 'Results not Reasons'
has enabled achieve
The concept of the Triple Bottom Line was first enunciated through the “Retailisation” of our lending business. 100% alignment. This will
in 1994. It advocated that the performance of a business be
measured by its impact on the People, Planet and Profits.
It is a time-tested principle that an empowered woman is
able to transform her family's fortune. I am happy to report
help build continuity and
“
Since then there has been much progress in taking this idea that through our significant rural presence, we have helped value for perpetuity.
forward. The Millennium Development Goals promulgated over 59 Lakh women micro loan customers become
in 2000 by the United Nations gave way to the more micro-entrepreneurs, thereby positively impacting their
globally participative Sustainable Development Goals in families. We have also enabled over 3 Lakh farmers to
2015, rallying the world towards a future which will not be improve their livelihoods through tractor financing.
betrayed by the way we live in our present. Similarly, our two-wheeler loans have added impetus to the
mobility and economic aspirations of customers across the
improve its RoE from 9.78% in FY2015-16 to 17.92% in
It is against this backdrop and with great pleasure, we country.
FY2018-19. Our adherence to the highest standards of
present to you our first Sustainability Report. Elaborating on
Corporate Governance is what lies at the heart of the
our journey for FY2018-19 and in tune with the Triple In urban India, we have financed over 30,000 customers
success of our businesses. As a part of the L&T family, trust
Bottom Line concept, the theme of the report is 'Creating enabling them to purchase their own homes and
and integrity are paramount to us. This is further enhanced
Value, Together'. We are aligned to the principle of growing transformed landscapes in six cities. We have helped over
by a governance structure that incorporates stringent
while making the world stronger, more empowered and 30 Lakh mutual fund investors to move towards attaining
measures laid down by an independent, gender-agnostic
sustainable. their financial goals.
Board to ensure ethical and accountable business practices.
We believe in taking responsible decisions in the present day
That any business should create value for its shareholders is The role of a financier is that of a catalyst. We believe that
to avoid being in a vulnerable position in the future.
a given. But unless it also creates value for the community at while making purchase decisions, the borrowers should not
large, the value creation for its shareholders will, at best, be be burdened with the dynamics of getting a loan. Towards
We are creating a young and vibrant organisation, providing
short term. this end 'Digitisation' is an important step. We use digital
aspirational roles and responsibilities to our employees.
platforms and data analytics to be adaptable, inclusive and
LTFH's culture of 'Ownership' and 'Results not Reasons' has
Three years ago, we launched an organisation-wide nimble, identify the right set of customers and enhance our
enabled us to achieve 100% alignment. This will help build
DI N A N AT H D U B H A S H I transformation that hinged on identifying the 'Right outreach to new customer segments. Our goal is to
continuity and value for perpetuity.
Managing Director & CEO Businesses' to emphasise on. De-focusing from a multitude emerge as the most preferred financial partner for our
L&T Finance Holdings
of products, the aim was to develop and design a customers, a key tenet of which is being the fastest to
Our commitment to the community is as important to us as
sustainable business model which would allow the meet their needs.
our commitment to achieve the targeted RoE value. Our
organisation to win in the market and achieve long-term,
Corporate Social Responsibility initiatives are designed to
top quartile Return on Equity (RoE) for its shareholders. India has set itself a goal of producing about 160
“
address specifically identified needs of the communities that
In tune with the gigawatts of solar and wind power by the year 2022. It is
we operate in. Our efforts are focused on creating
Though the ensuing transition has been challenging, our belief that to tackle global warming, there is a need to
Triple Bottom Line concept, sustainable rural livelihoods through digital financial
I believe we have emerged successful. How this is creating accelerate the shift to cleaner and greener energy
inclusion and literacy, as well as integrated water resource
the theme of the report is value for our shareholders will, of course, be dealt with in resources. Therefore, green finance is a key business
management. Approximately 2 Lakh rural households have
far more depth in our Annual Report for the year. For the priority for us and consequently our Wholesale Finance
'Creating Value, Together'. purposes of this report, let me focus on the larger impact of business has focused on investing in renewable energy and
benefited from our CSR contributions as on 31st March,
2019.
We are aligned to the our business transformation. is the largest financier to the sector.
principle of growing while “ Each of our business verticals is addressing a key need of the During the reporting year, we have financed 7,746 MW of
We believe that this is just a beginning in the journey of
'Creating Value, Together'. Going forward, we will continue
making the world stronger, India growth story. Our three main lending businesses - solar and wind energy projects across the country. Most of
to invest in ecosystems that enable our customers reach
Rural, Housing and Wholesale Finance - address clearly these are fully operational, saving 13.9 million tonnes of
empowered and sustainable. defined economic needs of our transforming nation. Our carbon emissions a year. In recognition of this
their goals, while increasing our own sustainability efforts in
accordance with the principles of the United Nations Global
asset management businesses not only help create long - achievement, the Renewable Energy Investment and
Compact.
term wealth for our customers, but also help channel Finance Forum awarded us the 'Best Renewable Energy
savings into productive investments for the growth of the Financier of the Year 2017' for both the Solar and Wind
economy. Sectors. Thank you.
Dinanath Dubhashi
We believe that there is tremendous value to be created The Right Business segments are further supported by the Managing Director & CEO
across rural India, which is transforming at a rapid pace, Right Structure and Right People - helping the organisation L&T Finance Holdings Ltd.
02 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 03
LTFH: DELIVERING VALUE
About the report Delivering assurance to all stakeholders
Introduction
Sustainability has always been an integral part of the Larsen & Toubro (L&T) Group's legacy, paving the path for our endeavour to
contribute to an inclusive future. Our internal re-engineering over the past three years has made us more focused and confident in
committing ourselves to build a better tomorrow and create value for all our stakeholders.
SHAREHOLDERS
Value creation as a journey is a well-synchronised exercise that has taken into consideration the aspirations and sensitivities of our Cycle-resilient business model
stakeholders. This report conveys how we are 'Creating Value, Together' through various diversified business lines that we operate with steady growth
in. This report also highlights our sustainability initiatives and business models that are not silos but co-exist and seamlessly blend Delivering top quartile RoE consistently
into each other's realms.
This is our first Sustainability Report and covers the reporting period of FY2018-19 i.e. 1st April 2018 to 31st March 2019. The
information disclosed is aligned to the Global Reporting Initiative's (GRI) Standards for sustainability reporting, and is in
accordance with the Core option. LTFH has applied the principles for defining report content and quality, as prescribed by the GRI C U STO M E R S
Standards while developing this report.
Dependable delivery of quality products and services
In an effort to compile information that is accurate, complete and well-balanced, the content of each chapter has been developed Responsible lending backed by data analytics
around the material topics identified and prioritised. The process followed for stakeholder engagement and materiality assessment
has been detailed in the sections ahead. Moreover, the information presented in the report has been mapped to relevant
Sustainable Development Goals (SDGs).
E M P LOY E E S
Scope and Boundary Creating a workplace built on clarity,transparency and fairness
This report covers the overall environmental, social and economic performance of our organisation including subsidiaries spanning
Linking rewards to performances against transparent goal-setting
across our corporate office headquartered in Mumbai, 230 branches and 1,224 micro loan meeting centers.
All the qualitative and quantitative disclosures provided have been collated by individual business units and validated by our
internal stakeholders including executive and senior management members.
S O C I E TY
Precautionary Principle Businesses mapped to key economic, environmental
The precautionary principle adopted by our organisation has been expressed for all the material topics in terms of the internal
and employment needs of the country
controls implemented. Management systems are in place for mitigating risk and effectively monitoring our economic, CSR efforts targeted towards capacity building in rural India
environmental and social performance periodically.
04 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 05
S U S T A I N A B I L I T Y H I G H L I G H T S F O R F Y 2 0 1 8 - 1 9
E CO N O M I C
SOCIAL
Key business segments are aligned to the needs
of the nation
06 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 07
Organisational
Profile
08 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 09
Our Organisation at a Glance Types of Businesses
L&T Finance Holdings Ltd (LTFH) is one of India's most valued and fastest-growing Non-Banking Financial Companies (NBFCs).
We offer a diverse range of financial products and services in rural, housing and wholesale sectors. We also offer investment
LENDING BUSINESSES
management and wealth-management services. We are a part of the Larsen & Toubro Group, one of the country's largest
conglomerates, which has business interests in engineering, construction, financial services and technology.
Rural Finance
Headquartered in Mumbai, the company caters to the business requirements of its growing customer base through
a nationwide network of:
230 branches 1,224 meeting centers Farm Equipment Two-Wheeler Micro Loans
Finance Finance
Housing Finance
Values
Vision Ambition
Home loans Loan against Real Estate
To be an admired Pride Property Finance
and inspirational Discipline
financial institution, Integrity
creating sustainable
value for all our
stakeholders.
Wholesale Finance NON-LENDING
BUSINESSES
Our commitment is to be an organisation which :
Infrastructure Structured Infra Debt
Sustainably delivers
1 top quartile RoE
Finance Corporate Finance Fund
2
Has a clear right
to win in each of the
businesses
Investment
Management
LTFH 2.0 Grows fearlessly with a
3 strong balance sheet
and robust systems
10 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 11
Our Business Strategy Right Businesses working to further simplify our corporate structure. This has
led to the optimal utilisation of capital and management
bandwidth.
In 2008, we were incorporated as a holding organisation for L&T's financial services businesses and in 2011, we became a publicly Profitable growth was the key focus of the selected
businesses. Through much thought and introspection, we
listed company. Our organisation is registered with the RBI as a non-banking financial company - core investment company
decided that the three main pillars of our growth should
Right People
(“NBFC-CIC”)
be - lending, investment management and wealth Our company's focus is on building a strong and
In April 2016, our senior management launched a four-year strategy roadmap in order to maximise shareholder returns. management. We believe that we have the right blend of sustainable institution by developing an engaged, skilled
The single-most important metric chosen by our company to deliver this was Return on Equity (RoE). products to help us achieve the desired level of profitability. and productive workforce. The organisation structure went
through a complete overhaul to deliver higher productivity,
speed and efficiency. Clear roles and responsibilities were
Right Structure defined in accordance with the new strategy.
Transform Focus Our focus on achieving the right structure was
Our company transformed from being spread across multiple To achieve this transformation, our company focused on an two-pronged:
businesses to building distinctive positions in select ideal balance of Right Businesses, Right Structure &
businesses. The strategic choice was clear-concentrate on Right People. Optimising the allocation of capital: We allocated Deliver
what we are good at and completely exit non-core more capital towards high RoE-generating businesses.
The strategy of divesting non-core businesses helped the Our company built a strong execution engine to convert this
businesses. This simplicity and clarity of strategic intent has
company to unlock invested capital. We have also strategy to action. Specific “Centres of Excellence” (CoE)
been the hallmark of our transformational journey.
established a strong sell-down desk to optimise capital were launched under the leadership of chosen middle
allocation and balance our portfolio risk. management executives to deliver on every aspect of the
strategy. Clear planning, strong execution and transparent
Consolidating multiple legal entities: We have merged measurement has led to these CoEs delivering on their
four of our subsidiaries in the past three years and are objectives.
Ability to Industry
Attractiveness
Extract Value
AWARDS
Investment Awards are a public recognition of our efforts. During the reporting period, we were conferred with several awards for
Prioritisation various aspects of our businesses, which include:
LTFH
Profitability
Businesses Structure People Infrastructure Fund Deal of the Year Best Audit Committee Forbes India's Super 50 Companies 2018
12 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 13
Our Sustainable
Business Model
14 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 15
Overview Construction - Housing Finance and
India has emerged as one of the fastest-growing countries the Wholesale business segment focusing on supporting the
Real Estate Sector : A harbinger for growth
in the world with a nominal GDP of $2.7 trillion and a Infrastructure sector. Our asset-management propositions
growth rate of 7% during FY 2018-19. The country's through investment and wealth-management businesses, The construction sector is the second-largest employer in resulting in market consolidation and improved consumer
economic growth is dependent on three primary sectors i.e. help tap and channel the savings potential of the country. India. As per the economic survey of 2017-18, this sector is confidence. This is expected to create a long-term positive
the Agriculture and Allied sector, the Industry sector and slated to employ approximately 67 million people by 2022. impact on the prospects of the housing finance industry.
the Services sector. Our presence in these sectors not only helps the Growth in the construction sector has a multiplier effect
organisation align its business goals with national priorities, on the overall economic activity, thus, generating increased Through our real estate financing business, we provide
We believe that our company's long term sustainable but also creates long term value for its stakeholders. We demand across various related sectors such as cement and wide-ranging solutions to address funding requirements of
growth hinges on aligning with sectors that are the growth believe that shared value for all our stakeholders can only be steel. developers. Our main focus is on prominent developers with
engines of the Indian economy and actively contribute to created through holistic and self-sustaining business models. strong execution skills and performance track record. Our
the GDP. This philosophy is embodied in the core business Also, our diversified portfolio across business segments, The construction sector broadly consists of real estate, parent, L&T's, knowledge repository is an important enabler
model of LTFH's lending and non-lending businesses. geographical regions and customer groups has allowed us infrastructure construction and industrial construction. In in our evaluation of prospects and projects.
Our lending proposition in the Rural business contributes to to achieve a high level of adaptability thereby insulating Real Estate, the Residential/Housing sector has an 80%
the Agriculture and Allied sector while Housing business has against uncertainties and cyclical market dynamics. contribution and is being increasingly financed by NBFCs Our consistent engagement with real estate developers and
products serving the need of the Construction sector, with and Housing Finance Companies (HFCs). timely delivery of customised financing solutions has helped
us become a preferred financier. This has translated in us
Over the years, macro-economic regulations like becoming a trusted partner for their customers who seek
demonetisation, GST implementation and the introduction home loans. Our presence in this segment extends to
Mapping LTFH’S growth to GDP growth of the Real Estate Regulation and Development Act, 2016 prominent urban locations. Additionally, we have developed
(RERA), have caused temporary slowdown in sectoral a strong marketing and distribution network with an
Agricultural and Allied Sector - Driving rural development growth. At the same time, these measures have provided
that much-required accountability and transparency,
impetus on direct origination.
India is predominantly a rural economy with two-thirds of them by ushering financial inclusion and literacy. Our
its population living in rural areas. This sector comprises of portfolio mirrors the allied sector development, whereby
70% of the workforce and contributes 46% to the national ~ 24% of micro loan customers are engaged in the Infrastructure Sector
income, thereby making economic development a key occupation related to animal husbandry acting as an
government prerogative. The 'core agricultural' activities effective mitigant to the inherent cyclicality of agriculture. The infrastructure sector is one of the most important Government has established a long term roadmap for
include crop production while 'allied activities' include dairy, growth engines for the Indian economy. India has an development. Within the Infrastructure sector, we focus on
Farmer’s income is a key catalyst affecting the core investment requirement of $777.73 Billion for infrastructure renewable energy, operating roads and power transmission
poultry, horticulture, fisheries and aquaculture.
agricultural sector. The Government of India too has development by 2022. Through various policy initiatives, the for the growth of our business.
The growth rates of the core agricultural and allied sectors emphasised the need for increasing farmer’s income and
share a symbiotic relationship and contribute to the increase doubling it by 2022. This can be facilitated through a
in household income at the grassroots level. combination of the following means: increasing agricultural
It may be noted that the compounded annual growth rate
output, increasing minimum support price (MSP) and
developing rural infrastructure. Tractors and allied farm
Renewable Energy - A Green financing initiative
(CAGR) of 'allied activities' during the past decade is 5.4%
mechanisation act as an important medium towards We recognize that there is a need to meet the burgeoning We have emerged as a leading financier in the renewable
as compared to 1.9% in 'core agriculture'. As a result, the
achieving these policy objectives. We at LTFH have identified power requirements of an emerging economy like India energy space through a combination of our strong
share of 'allied activities' in agriculture Gross Value Added
this to provide livelihood financing. With this, we strive to and understand the importance of the role played by underwriting abilities, sell-down capabilities and group
(GVA) has increased from 34% to 41% during this period.
become a significant partner in the farmers' journey to renewable energy sources (e.g. wind and solar) to meet synergies. Our impact through financing of green projects
Understanding this complex and inter-linked growth
prosperity. the demand of 862 GW by 2030. goes beyond our actual book. Through regular sell-down,
pattern, we have strived to enhance our presence in both
the agricultural and allied sectors. It is interesting to note that over the years, tractor usage has we have built an ecosystem comprising leading banks and
Over the years, viability around renewable project
also expanded to non-agricultural activities. With this, the financial institutions, thereby giving them an opportunity to
Our micro loans offering, which caters to the allied sectors, implementation has received a boost due to reduced input
correlation between demand for tractors and the monsoon take part in the Green Energy initiative.
is availed through a Joint Liability Group (JLG) format, costs and favourable government policies, thereby
has weakened considerably. In line with this change, we mitigating land acquisition and evacuation risks.
thereby fostering micro-entrepreneurship and self-
have calibrated the direction of our Farm Equipment Finance
sufficiency amongst rural women. It also contributes to their
business by using deep data analytics to identify potential
financial wealth by providing a key source of income to
areas.
16 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 17
Mutual Funds - A vital savings aggregator and financier
During the past decade, the Indian mutual fund industry in Mutual Funds. Multiple educational programmes are also
witnessed an average growth rate of 12.5% which is more being targeted towards investors in Tier-2 and Tier-3 cities.
than double the rate of growth reported by the developed Depending on the demographic segment, we customize
countries. The Assets Under Management (AUM) of the our communication methods and mediums. Our efforts are
domestic mutual fund industry is 11% of India's GDP aimed at enabling and further strengthening the digital
compared to the world average of 62%, which underscores literacy and financial-inclusion initiatives of the
its huge potential for growth. Government of India.
Through our asset-management businesses, we tap into the Over the past few years, there has been an increased
savings potential of the country by providing investment participation by retail investors in the Indian equity markets
avenues and channelizing them into productive financial through the Systematic Investment Plan (SIP) route. Our
instruments. Through our investor-education initiatives, we share in SIPs have witnessed a robust growth from 1.8% in
reach out to a diverse set of individuals helping them FY2014-15 to 5.5% in FY2018-19.
understand the risk and benefits of long-term investments
Our participation in sectors that exhibit long-term growth contributes towards making our business model sustainable whilst accruing
benefits such as income generation, employment generation, financial inclusion, livelihood generation and energy security. P R O D U C T S
18 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 19
Our Businesses: Creating Value, Together
INCOME
GENERATION
RURAL
AGRICULTURE FINANCE
EMPLOYMENT
AND ALLIED GENERATION
Book - 25,577
LIVELIHOOD SHAREHOLDERS
GENERATION
NATIONAL
HOUSING FOOD SECURITY
FINANCE
WHOLESALE
FINANCE
AAUM - 70,994
INFRASTRUCTURE
HOUSEHOLD SAVING DEVELOPMENT
20 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 21
Corporate
Governance
22 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 23
Corporate governance is a significant pillar for the existence foundation of ethics, transparency and accountability by
and sustainable growth of any organisation. Our corporate each and every employee at LTFH. Board Composition
governance structure is built on the prescribed regulatory
framework. It is firmly rooted in our core values of Pride, Most importantly, we are aware that being a part of India's The composition of our Board represents an optimal mix True to the spirit of gender diversity, our Board has two
Integrity, Discipline and Ambition. These values guide our leading conglomerate, L&T, we are responsible to uphold of professionalism, diversity, knowledge and experience. women independent Directors as against one, as
decision-making at all times, helping us to shape our work and protect the brand's legacy and reputation. Our Board comprises of eminent personalities from stipulated under the law. Of the total strength of 9
culture and brand reputation. This is duly supported by a diverse fields as stated below: directors, over 50% of the Board comprises independent
directors.
Entrepreneurs / Professionals
Private Sector / Public Sector
Our Board of Directors plays an important role in In addition to the Board-nominated committees in
promoting organisational values and ensuring that an accordance with the regulatory framework, we have
appropriate governance structure is in place, to support formed a senior management body, the Group Executive
our operations and protect stakeholders' interests. The Committee (GEC), to oversee key strategic and operational
Name of Director Designation
Board's responsibilities are discharged through various initiatives. The GEC, comprising the Managing Director & Mr. S. V. Haribhakti Non - Executive Chairman (Independent Director)
committees, some of which have been constituted CEO, Chief Executives (CE) of the five business verticals and
voluntarily, to ensure that all facets of the organisation's heads of key departments, ensures that the organisation Mr. Dinanath Dubhashi Managing Director & CEO
structure are governed to the utmost standards. achieves its stated goals within the governance
Mr. R. Shankar Raman Non-Executive Director
framework.
At LTFH, the Chairman of the Board is an independent
Mr. P. V. Bhide Independent Director
Director and his roles and responsibilities are distinct from
those of the Managing Director & CEO. Mr. Thomas Mathew T. Independent Director
Kailash Kulkarni Sunil Prabhune Virender Pankaj Srikanth JR Manoj Shenoy Sachinn Joshi Raju Dodti S. Anantharaman
CE - Investment CE - Rural Finance CE - Wholesale & CE - Housing CE - Wealth Group Chief CE - Special Chief Risk Officer
Management & & Group Head - Group Head - Sell Finance & Group Management & Financial Officer Situations Group & & Head - Internal
Group Head - Digital, IT and Down Head - Central Group Head - CSR Group Head - Legal Audit
Marketing Analytics Operations & Compliance
24 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 25
Committees of the Board Policies and frameworks
The key committees of the Board constituted to help in effective discharge of Board responsibilities, include: Our policies and frameworks guide our actions which in turn enable us to create value across various forms of capital viz. Financial,
Intellectual, Human, Social & Relationship and Natural.
Financial reporting, IT framework, cyber Creation of Risk-Appetite Statement Early Warning Signal Mechanism
Audit Committee internal audit, IT Strategy Committee
security arrangements
risk management Setting up of Risk Limits and Hotspots Establishment of Liquidity Buffers
for handling Black Swan Events
Risk Dashboards
Nomination & Appointment, remuneration,
Remuneration Committee performance evaluation
The Board of Directors through the Risk Management Committee has an oversight over the Risk Management Framework.
Corporate Social
CSR policy and initiatives
Responsibility Committee
Code of Conduct (CoC)
Our Code of Conduct is applicable to employees and and avoiding conflict of interest. Additionally, we also have
Stakeholders Redressal of stakeholder's
Relationship Committee grievances Directors and emphasises on ethics, fair employment an independent CoC for our non-executive directors
practices, creating a safe and healthy working focusing on upholding professional competence and
environment, anti-money laundering, whistle-blower policy, avoiding any conflict of interest.
Risk management framework,
Risk Management early warning signals,
Committee risk appetite statements,
cyber security
Vigil Mechanism Policy
LTFH had a Risk Management Committee on a voluntary basis from 2012 till March 31, 2018 The vigil mechanism policy empowers Directors and employees to raise actual or suspected violations. The implementation of the
policy is monitored through an internal committee - Whistleblower Investigation Committee. It addresses all concerns raised on
questionable practices. The policy covers the following:
Governing Sustainability Practices
The responsibility of governing sustainability rests with the Board of Directors. However, specific activities have been delegated to Applicability guidelines in
1 Vigil mechanism 2
terms of acts of wrongdoings
committees as deemed appropriate. The Sustainability Committee is responsible for formulating and executing the sustainability
strategy, which is reviewed and discussed with senior management, periodically. Meetings and records
3 Ombudsman 4
The chairperson of the Whistle Blower Investigation Committee is the Chief Ethics Officer who is responsible for receiving, validating,
investigating and reporting to the Audit Committee.
26 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 27
Anti-corruption policy Macro Prudential Provisioning
Unanticipated event risks are a part and parcel of any organisation's journey. Key action lies in preparing for and building reserves
A policy on anti-corruption to address and effectuate our commitment to comply with the law, rules and regulations related to
during phases of unhindered growth, which can then be depended upon if and when market conditions remain unfavorable. This
our businesses has been adopted. The purpose of this policy is to help our employees identify and avoid situations that could
helps in breaking “procyclicality” and increases resilience during economic downturns. After the implementation of IndAS in the
potentially violate anti-bribery and anti-corruption laws or creates any appearance of impropriety.
first quarter of FY 2019, it was towards fulfilling this objective that LTFH initiated a macro prudential provisioning to be amassed
during strong economic performance and to be drawn upon during challenging macro-economic events. This corpus will act as a
contingency for any unanticipated events of unforeseen risks, and is over and above the expected credit losses on GS3 assets and
Employee Welfare Policies standard asset provisions.
These macro prudential provisions will be built over a period of time subject to a cap of 1.25% of the risk weighted assets. The
We have well-defined policies and procedures in place to prevent any kind of discrimination. Our policies are gender neutral,
quantum of creation or drawdown of these provisions in a quarter is decided by a committee of Chief Risk Officer, Chief Financial
inclusive of every employee except where gender-specific policy intervention is required - for example, we have a separate section
Officer, Chief Executive of respective businesses as well as the Managing Director & CEO and is presented to the Audit Committee
called ‘Women Friendly Working Norms' which include, a separate child-care policy, part-time working and leave of absence to
along with the quarterly financial results.
take care of personal exigencies in addition to the regular maternity benefits stipulated. The extended maternity benefits provided
by our organisation, predates the statutory changes. Further, we also offer child care leave to our employees. A 'Policy for
The creation of this provisionary corpus is a symbol of our commitment to build a sustainable business which can deliver long term
Prevention, Prohibition and Redressal of Sexual Harassment at Workplace' is in place to ensure safety and security of our female
value and returns to all stakeholders. At present, there is no regulatory stipulation for NBFCs on “Floating Provisions” from the RBI.
employees.
During the reporting period, there have been no material non-compliances with applicable regulations.
ESOPs
With an aim to synchronise organisational goals with long term employee commitment, ESOPs are used as an important
retention tool. Options under our ESOP scheme are granted at the prevailing market price and not at a discount, vesting over a
period of 4 years.
Additional responsibilities
Senior management has been provided additional responsibilities other than their stated job profile. This gives them an
additional and holistic purview of the organisation.
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Stakeholder Engagement
Frequency of Key Topics Covered
Stakeholder Group Mode of Engagement
We focus on forging strong relationships with our During these interactions, are centered around key topics of Engagement
stakeholders as they directly impact overall business concerns, expectations and opportunities of improvement. A
performance and long-term growth. These relationships are Stakeholder Relationship Committee of the Board assists us •Customer satisfaction •Requirements with respect
based on trust and our ability to deliver. Our key stakeholders in maintaining healthy relationships with stakeholders - surveys to our products
•Regular business and services
include customers, employees, shareholders and investors, especially addressing the grievances put forth by our
interactions •Borrowing profile of
regulatory authorities and community. Being aware of the shareholders. This helps us in prioritising expectations and •Dealer meets and customers
diverse needs of these stakeholders, we actively engage with developing an inclusive and comprehensive sustainability Customers engagement activities Ongoing •Credit worthiness
each group periodically. strategy. •Press releases •Customer data privacy
•Regular media interactions and security
•Ad campaigns •Transparent and fair advice
•Social media •Grievance redressal mechanism
Since this is our first sustainability report, the stakeholder stakeholders was assessed by taking inputs from these
engagement process for the report development was internal stakeholders who are continuously engaging with •Co-creating CSR programmes •Baseline and need assessments
with implementing partners •Region-wise CSR intervention
limited to its internal stakeholders i.e. employees and senior relevant external stakeholder groups and understand their •Capacity building workshops •Business adjacency
management members. However, the viewpoint of external expectations. Community •Local, State and Central level Need Based •Digital Financial Literacy,
Stakeholder workshops •Integrated Water Resource
Management and
Disaster Relief
32 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 33
Materiality Assessment
Compared to our industry peers, we are in a unique phase Our vision for long term growth and focus on top quartile management as well the core Sustainability Task Force Material topics categorised under Tier-1 fall under the
of growth and expansion. Through the execution of our RoE coupled with other strategic objectives have contributed were organised, based on which, 20 potentially material critical (High-High) importance category. The Tier-2 issues
business strategy, we have been steadily making a mark in to the identification and categorisation of relevant material topics were shortlisted for further prioritisation. The are of High - Medium importance respectively. A large
the industry and increasing the market share for each of our issues. A bucket list of material issues was developed based material topics were ranked on a scale of low, medium and portion of the information presented in this report focuses
business segments. on secondary literature survey, peer review and global and high importance by members of the senior management on the critical material topics. However, additional
regional industry trends. Extensive interactions with the which resulted in the prioritisation of the material issues as information has been mapped to some of the topics listed
Managing Director & CEO, other members of the senior depicted in the matrix below. in Tier-2 as well.
HIGH
1
INFLUENCE ON
STAKEHOLDERS
3 2
9
7 4
10
14 6 5
12
16 8
17 13
19 11
20 18 15
HIGH
B U S I N E S S I M P A C T
1 Return on Equity/ Return to shareholders 4 Corporate governance & compliance 7 Human capital 10 Climate change and GHG emissions
HIGH-HIGH 2 Sustainable business model 5 Rural livelihood 8 Upholding brand reputation 11 Providing transparent and fair advice to stakeholders
IMPORTANCE 3 Digital and data analytics 6 Enterprise risk management 9 Maintenance of credit ratings 12 Enhancing access to housing loans
HIGH-MEDIUM 14 Global economy and policy 16 Community initiatives 18 Human rights 20 Waste management
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GRI disclosures and boundaries considered for
each identified material topic are as follows:
Sr. No. Material Topic Material Aspects GRI Indicators Boundary Sr. No. Material Topic Material Aspects GRI Indicators Boundary
1 Return on Equity Economic Performance 201-1 Internal 10 Climate change/ carbon Economic Performance, 201-2, 305-1, 302-1, Internal and
emission Emissions, Energy 302-4, 305-2, 305-3 external
2 Sustainable Business Economic Performance 201-1 Internal and 11 Providing Transparent Marketing and Labelling 417-1 Internal and
Model external and fair advice to external
stakeholders
3 Digital and Data _ Non - GRI Internal and 12 Financial inclusion Indirect Economic Impact 203-2 External
analytics external and literacy
4 Rural Livelihood Indirect Economic Impacts 203-1 Internal and 13 Enhancing access to _ Non - GRI External
external housing loans
8 Upholding Brand and Marketing and Labelling 417-2, 417-3 Internal and
Reputation external
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38 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 L&T FINANCE HOLDINGS LIMITED | Sustainability Report 2018 - 19 39
Our operational highlights have been encapsulated as under:
OVERVIEW OF OUR ECONOMIC PERFORMANCE
Financial capital is the basis for the sustainable existence of As a prudent company, we constantly strategise to raise Top quartile RoE Trajectory
an organisation. It is the medium through which an capital from diverse sources through economical and efficient
organisation transacts and influences stakeholders, thereby means and deploy it across businesses. Over the past three
contributing to economic growth. The robustness of a years, LTFH has focused on increasing the retailisation of its
company's financial capital and its adequacy is essential for financial portfolio towards a more equitable distribution
operational success. between its lending businesses i.e. rural, housing and
wholesale business segments. This book is well funded by a 17.92%
There are mainly two types of capital that an organisation mix of non-convertible debentures (NCDs), other market 15.73%
deploys to generate returns i.e. Equity and Debt. Equity borrowings, funding from banks etc. As a step towards
providers demand the highest level of accountability and further strengthening our Asset Liability Management (ALM), 12.31%
capital efficiency from organisations, due to the inherent we are constantly working on the diversification of our 9.78%
risks. At LTFH, we are cognizant of this and are committed sources of funds and have thus initiated the retailisation of
to efficient capital allocation amongst our businesses. our borrowings as well.
FY18 85,354
FY18 65,932 FY18 18,354
Our commitment towards sustainability has been further sustainability and socio-economic development.
FY16 58,256 FY16 25,945 FY16 9,267
demonstrated by funding from multilateral agencies like IFC. In FY2017-18, IFC invested in the 1st ever green bond
IFC- a sister organisation of the World Bank and member of (under SEBI guidelines) issued in India by L&T Infrastructure
Average Assets
the World Bank Group, is the largest global development Finance (subsidiary of LTFH), proceeds of the same were Under Assets Under
Book Size Service
Management
institution focused exclusively on the private sector in deployed in greenfield solar projects. In FY2018-19, IFC
developing countries. They have invested across our lending invested in L&T Housing Finance (subsidiary of LTFH)
businesses which have a direct linkage on environmental towards the financing of affordable housing.
Book value
Disbursement per share (`) PAT
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PROFILE AND PERFORMANCE OF INDIVIDUAL Two Wheeler Finance
BUSINESS SEGMENTS We entered the two wheeler finance segment in 2012 and have since then expanded the business to 21 states in India.
Our differentiation lies in the effective use of algorithm-based lending decisions and mobile-based solutions. Our close relationship
with 3,000+ two wheeler dealerships has helped us effectively partner and serve our customers.
Rural Finance
The rural finance business comprises of farm equipment finance, two wheeler finance and micro loans.
Micro Loans
Our micro loans business covers 14 states through a network of 1,224 meeting centers across rural India. This business works on
a data analytics-based sourcing and monitoring model which takes into account local demographics and socio-economic factors,
along with both village and borrower-specific credit appraisals.
For FY2018-19, we recorded an overall loan disbursement of ` 19,735 Cr. under the rural finance business segment.
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OUR PRESENCE IN ECONOMICALLY
DISADVANTAGED REGIONS
Competitive Strengths
We provide services in economically disadvantaged regions, helping enhance
the living standards of our customers.
Farm Equipment Finance
Farm Equipment Finance
Differentiated value proposition through best-in-class turnaround time ( TAT)
States Branches Customers to customers and dealers on decisioning and disbursement
Assam 1 385
Jharkhand 3 384
Extensive focus on early bucket collections to maintain
Karnataka 15 28,446
portfolio quality
Madhya Pradesh 32 50,433
Odisha 6 9,440
Tw o W h e e l e r F i n a n c e
Two Wheeler Finance
States Branches Customers Best-in-industry TAT and technology for customer selection
and on-boarding
Assam 4 1,12,826
Bihar 3 35,788
Effective use and implementation of data analytics along
Chhattisgarh 1 3,194 the customer life cycle
Jharkhand 2 29,357
Ability to execute strategy on ground with required scale
Karnataka 3 1,16,019
Odisha 3 89,057
Micro Loans
Micro Loans Deep-market penetration and rural presence across geographies
States Meeting Centers Customers
Risk mitigation through various market and credit checks
Assam 56 3,01,244
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Wholesale Finance
The wholesale finance business comprises infrastructure
finance, structured corporate finance and infra debt fund.
In the infrastructure finance segment, we concentrate on
financing renewable energy, transportation and power
transmission projects. This business segment leverages our
domain expertise and underwriting skills in the infrastructure
sector to provide customised debt financing. It also includes
an Infrastructure Debt Fund (IDF) which exclusively finances
operational infrastructure projects.
For FY2018-19, we recorded a loan disbursement volume of ` 10,439 Cr under this business segment.
42 46 L&T
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FINANCE HOLDINGS
HOLDINGS LIMITED
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Report 2017
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43
Investment Management OUR CREDIT RATINGS
Our Mutual Funds offering comprises over 27 open ended
Competitive Strengths Credit ratings are a validation of our stable and sustainable business model. Our strong credit ratings
schemes which include debt and equity. We have a pan-India prove that we are well equipped to fulfil the financial commitments made to our stakeholders.
Robust performance of the fund's
presence with 65 branches covering 59 cities in India, and
equity schemes
approximately 30,000 distributors. The distribution network
comprises of independent financial advisors, foreign banks,
Indian private and public sector banks, broking companies Strong distributor relationships FY2017 FY2018 FY2019
and national distributors. Our experienced fund managers
and competent research personnel rigorously examine
Short Term Long Term Short Term Long Term Short Term Long Term
investment opportunities keeping in mind prevalent market
conditions.
ICRA A1+ AA+ A1+ AA+ A1+ AAA
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INTENT, EXECUTION, CULTURE Establishing an Agile and Young Workforce
Communicating the Intent of our Management Our result-oriented culture requires a motivated workforce.
Over the years, we have been able to create a blend of
have built over the years. From FY2013-14 to FY2018-19,
the average age in our organisation has reduced from
The intent of our management is clear, to deliver top intent and are communicated clearly throughout the youth and experience that mirrors the evolution of the 37.2 years to 28.4 years.
quartile RoE by profitable growth in our focused areas of organisation. The goal-setting process ensures that industry. Maintaining this balance, has helped us groom
business. The performance measurement metrics for employees have visibility of their goals at the beginning of young talent and simultaneously leverage the expertise we
employees across businesses have been aligned with this the financial year. This brings in clarity on expectations and
ensures effective performance planning.
PRIMARY MONITORING
RESPONSIBILITY MECHANISM
Key initiatives in this direction include
Formulating Weekly GEC Performance
strategy Project SteerCo linked incentives
and guiding
implementation
Productivity Monthly KPI review and rewards Bringing in Young Talent through our Management
Culture as a
Trainee (MT) Programme
competitive advantage, Defining and Financial KPIs Department review Outcome linked The Management Trainee Programme is designed to create This is followed by a three-month induction program in
execution design creating the and project skip level review differentiated
and method mechanics of deliverables rewards a diverse yet culturally aligned talent pool for 'One LTFS'. various businesses across the country, where they learn
implementation
about our customers and work processes, while also being
We recruit management trainees from reputed campuses
accountable to deliver results. The induction programme is
across India and provide them with an intensive induction
rigorous and competitive. Weekly reviews and stretch
Frontline LTFH RoE and Monthly Wealth creation programme. They interact with senior members of our
implementation strengthening Productivity linked to assignments drive each MT to deliver their best and move
and real time ‘Right to Win’ Management shareholder value leadership team, including the Managing Director & CEO
supervision creation-ESOPs up the learning curve quickly.
and the Chief Human Resources Officer (CHRO) to
understand our organisation's priorities, values and
REWARDS & expectations from young talent.
METRICS CONSEQUENCES
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Encouraging internal talent to take up complex Frontline Management
responsibilities through 'Aspire'
‘Aspire' is an internal job opportunity initiative that fulfils the opportunity such as this enables us to attract and retain Our Parichay programme orients new joinees to the Programmes like Varchasva and Lakshya, impact business
aspirations of our young frontline staff. superior performers for frontline roles. Performance, organisation and gives them the necessary know-how acumen and help front line supervisors manage their field
potential and aspiration play a key role in identifying and to move up the learning curve quickly. forces.
This programme is particularly targeted towards our
selecting employees to be promoted.
frontline supervisors from the sales teams and has been
extended to the support functions. A planned growth
Total hours of training received:
Subsequent to the promotion, there are various training interventions that support first-time managers in understanding their
Male
role and responsibilities. For instance, the ‘Varchasva’ training programme helps newly appointed managers to: 2,25,016 Top Senior Middle Junior Frontline
Management Management Management Management Staff
Learn how to manage subordinates Female 96 1,664 10,632 41,912 1,84,240
13,528
Set targets and give feedback
Identify ways to improve business metrics like disbursements & collection efficiency
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Leadership Vitality Programme Experience
Our leadership vitality programme (LVP) accelerates development of internal leaders. Talent is segmented as per Identified employees are given opportunities to lead to provide them new opportunities to grow. We also
employees' performance and their alignment to the 'Skill-Will' matrix. High performers are put through a set of strategically important cross-functional projects. Every role ensure that their rewards are commensurate with their
interventions based on the following anchors: change or role enhancement for them is assessed actively talents and contributions.
TASK
Education
04 03 We have a well-developed and tiered 'Transformational
Leadership Development' programme. The contents of the
development programmes, mentoring sessions and other
functional trainings. The leadership orientation sessions help
programme are specifically tailored to ingrain the culture of build specific attributes such as perspective, power,
the organisation and required leadership capabilities. Some interpersonal orientation and ambition.
WILL of the training programmes provided include management
LOW
HIGH
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Rewards and Recognition Our Workforce Dashboard
Star Awards We employ a large workforce with the requisite
qualifications, skill sets and capabilities to meet our
female ratio of 19:1. About 75% of our overall employee
base consists of frontline staff, largely placed in semi-urban
It is imperative that the top performers exemplify our culture, live our values and draw inspiration from them. To celebrate these value diverse business requirements. The total workforce for and rural areas, comprising a primarily male workforce.
champions, we have created STAR Awards, a recognition programme that celebrates our exemplary employees who have: FY2018-19 was 21,042 with an approximate male to
Below 30 30 to 50
In FY2018-19, of the eligible population of 4,270 employees, 1,229 (876 nominations include nomination for team awards) Male Female
employees were nominated. Of these, 109 employees won awards under various categories, thus, making it a truly aspirational 14,785 650 12,429 3,006
programme and a shining example of excellence.
Employee turnover
Below 30 30 to 50 Above 50
Employee Welfare Male
5,686
Female
319 4,425 1,578 2
Employee Benefits
All full-time employees are offered a wide range of benefits Of the 179 employees, 178 returned to work after the
which include gratuity, insurance (medical, accident and parental leave ended and 143 employees were employed
life ), maternity leave, leave encashment, pension and with us 12 months later.
provident funds. All employees are eligible to participate in
the Matching Grant Scheme (MGS), a wealth-creation Ensuring the safety of our people is a vital part of our
opportunity in which the organisation matches (subject to business operations. We organise periodic training sessions
limits) the investment made by the employee in any of L&T to ensure that there is complete awareness with regard to
Mutual Fund schemes. Employees are also entitled to health and safety practices across the organisation. Regular
parental leave as per our policy. During the reporting mock evacuation drills are also conducted to ensure
period, a total of 42 females and 137 males took parental preparedness in case of fires, earthquakes and other natural
leave. disasters.
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Intellectual
Capital
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Digital and Data Analytics The digital transformation journey that we have embarked upon
will lead to multifold benefits. Some of the steps that have had a
India is in the midst of a digital revolution, which is In response to these developments, we have completely
transforming the country through inclusive growth, creation revamped our information technology architecture. Our
direct positive impact on the RoE are:
of new businesses and job opportunities. The country's approach has always been proactive and we endeavour to
financial sector has expanded in the past five years on the be ahead of the market. We have developed an architecture
back of the digital revolution, with banks and other financial to enhance our 'Right to Win' in all the focused products by
services firms rapidly adopting technology in every aspect of offering the best Turn Around Time (TAT). At LTFH, our aim is
their operations. The realm of digital opportunities runs to inculcate Digital & Analytics into our culture by rewiring
across various aspects of financial services, including the complete business operation in a way that technology
marketing, customer engagement, channels of acquisition, orchestrates all the processes. This digital transformation is Cost of Collection/ Credit Cost
Robust customer differentiation and credit
process re-engineering, cost optimisation, superior risk focused on making business processes robust through the decisioning capabilities using data analytics
management, product development and even completely use of data intelligence. This will help us achieve multi-fold
new business models. improvement in 'Scale', 'Cost Effectiveness' and 'Customer Early warning detection techniques to identify
potential losses and exposures proactively
Experience'.
Cost of servicing
We have undertaken the following initiatives to revamp the entire IT architecture to create a Seamless multichannel proposition for
technology-driven workspace ensuring sustainable growth at a rapid pace. fulfilment of on-demand service requests
Growth
Simplify Data Architecture & Enable Live reporting USP around best-in-market
turnaround time (TAT)
• Leveraging the power of Google Cloud and big query for Data Analytics and
Enterprise Data Warehouse (EDW) Value proposition for higher
customer wallet share
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Leverage Digital and Data Analytics to create Key Case Studies
Long-Term Customer Value Micro Loans
The strict regulations governing the banking industry do not In a country that has a large un-banked population, our Financial inclusion through deep data analytics
allow customers with bad credit scores to avail loans. The organisation has focused on lending responsibly to people
customer may have defaulted previously for some reason, with little or no credit history or who may be under-served by We use our digital transformation and investment in In order to ensure that customers do not exceed their
affecting the credit score and also the possibility of availing a traditional and formal banking channels. Microcredit, focuses technology to foster responsible financial inclusion. While borrowing requirements, there are training programmes
loan in the future. In such cases, we have established on informal, usually women-owned microenterprises, we originate business using mobile phones, we apply that are an inherent component of our pre-disbursal process.
seamless fraud detection and loan disbursements processes to provides shorter-term loans and helps develop strong algorithm-based data analysis for making lending decisions. Additionally, we have put in place 'early warning signals'
new customer segments through its assisted Mobile App relationships between loan officers and borrowers. Significant guided through in-depth data analytics to prevent over-
technology, bringing about 'Anytime Anywhere' banking to its steps have been taken by us in this space to help people We understand that the customers in rural areas have low borrowing.
users. build more stable economic lives. levels of financial awareness and often tend to over-borrow.
OVERALL INDEBTEDNESS
ABOVE ` 80,000/- WHILE
APPRAISING LOAN
RED FLAG
RED FLAG HAVE CUSTOMER INTERVIEW
HAVE CUSTOMER INTERVIEW
We aim to offer value propositions to all our customers across demographics, credit repayment history, credit bureau data
business segments. However, the maximum positive impact and asset selection that assists in evaluation of the credit-
DO NOT LEND DO NOT LEND DO NOT LEND
through technological interventions has been created in the worthiness of a borrower. Our credit decisions for these 2ND CYCLE LOAN
2ND CYCLE LOAN
rural finance segment. With inputs from our historical businesses are therefore largely standardised, template-driven
portfolio trends, we have built analytics-based algorithms and and objective.
evaluation metrics. This includes macro-economic indicators, END RESULT END RESULT
END RESULT PREVENT OVER-BORROWING PREVENT OVER-BORROWING
PREVENT OVER-BORROWING
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Digital Advancement - Case Study - Home Loans (Salaried Loans)
Bringing in Ease and Efficiency
Digital advancement and technology have helped us bring financial services to the doorstep of individual customers.
An assisted smart mobile app catering to customer needs has led to a reduction in TAT for loan sanctioning and disbursement.
Reduced 20 mins Faster Intelligent Workflow
Few more offerings that come along with it are: TAT Sanction On-boarding Management
Increased integration of third-party providers into operations to improve cost efficiency and build capabilities. Automated Same day Aadhaar compatible Seamless Sanction
Bureau & Credit Policies disbursement Digital Sourcing & Disbursement
Transformation from manual, time-consuming, human judgement-based underwriting process using technology advances to
provide instant, real-time approvals.
Training of front-line collectors to represent organisational values and maintain a customer-centric approach. Analytics-Led Sourcing to Counteract Impact of Climate Change
Education of borrowers on their responsibilities. on Agricultural Practices and Rural Economy
Smarter decision-making and ensuring availability of credit for the customers at the best rates at all times. Climate change has hastened the transition of our rural financial models using different variables as inputs to assess
customers towards sustainable farming practices. Our business dynamics in any specific region. We also analyse
strategy is defined by the impact that climate change has data gathered to provide us district-wise inputs on these
on: changing cropping pattern, precipitation patterns, metrics, which are used for loan disbursement and assessing
ground water levels, reservoir levels etc. for each of the collection patterns, credit stress on borrowers and likelihood
Case Study - Two - Wheeler Finance regional markets we want to penetrate. These factors have
been used to formulate our data analytics algorithm. We
of default. This data also helps us identify and focus on areas
for our integrated water resource management programmes
have a dedicated team which analyses data and develops undertaken by the CSR team in rural areas.
Sangam TAT report [Jan’19 - Mar’19]
Information Security
Sanction TAT in minutes Count of logins % of Biz Cumulative biz %
Increasingly, organisations are relying on emerging security protocols such as firewalls and intrusion
technologies for sustainable development. Companies are prevention system to detect and stop cyber threats. We
<1 1,13,374 56% 56% adopting digital transformation to enable a data-driven have also developed separations for internet facing
decision-making process and to enhance their businesses. applications and critical internal applications. The entire IT
<2 81,222 40% 96% However, integration of new technology with existing infrastructure and applications are periodically assessed to
business systems comes with new security challenges. identify potential security threats and immediately remedy
<3 3,428 2% 98% With faster and more efficient technology, the damages them. Critical applications and systems are continuously
caused by a security threat can also be accelerated. For assessed for any suspicious activity.
<4 2,380 1% 99% organisations that collate personal data, such as financial
institutions, it is becoming imperative to enhance focus on Internal policies have been established for the acceptable
>=4 2,255 1% 100% data security, customer privacy and more comprehensive use of corporate systems, confidential data, email, mobile
compliance requirements. As cyber-attacks continue to devices and passwords. Tools such as Data Loss Prevention
TOTAL VOLUME 2,02,659 become more sophisticated and damaging, regulatory (DLP) and Identity and Access Management (IAM) have
bodies have mandated stringent rules and regulations to also been deployed to tackle different threats and
protect customer data. unauthorised access to the systems and networks.
A disaster recovery system has been established for all
As an organisation that is constantly leveraging digital business critical applications.
technology to drive business growth, we have instituted
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Social &
Relationship
Capital
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Our 3-S CSR approach is aligned to the organisation's purpose of using the ideal balance of Right Businesses, Right Structure and
Community Development Right People, to maximise stakeholder value.
In our commitment towards good corporate citizenship, we management) and external (implementation partners,
are determined to create a positive social change. Corporate government authorities and rural communities) stakeholders. A framework of 3S, i.e., Social Impact, Scale and Sustainability are the key elements to implement our CSR projects
Social Responsibility (CSR) attempts to transform the Our CSR committee has devised a group-wide policy that
landscape of our businesses with a focus on creating value outlines the activities to be undertaken by our Company for
for indigent communities that desire a secure future by creating value for communities. Our social responsibility Social Impact Sustainability
creating sustainable livelihoods for them. agenda is aligned with United Nation's global development
agenda of Sustainable Development Goals (SDG) particularly
We consider stakeholder inclusivity as a critical driver for 'No Poverty' (SDG -1), 'Gender equality' (SDG -5), 'Climate 3S Stakeholder
value creation
conceptualising projects. Broadly categorising stakeholders Action' (SDG 13) and 'Partnership for the goals' (SDG 17).
as internal and external, we interact and communicate with The CSR policy transcends individual inclinations to bring Scale
each group, valuing every standpoint and suggestion. Every together all stakeholders into one-fold. They are prioritised
CSR programme is co-created through continuous based on their degree of impact on LTFH and vice versa. This
engagement with internal (employees and senior focussed approach enables us to direct our efforts and
channel our energy to the identified set of programmes.
Assess
need-
Participatory
(Baseline)
Engage Implement
stakeholder monitoring &
evaluation
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Project monitoring Integrated Water Resource PROBLEM STATEMENT
Our CSR Thrust areas villages of Beed, Latur, Osmanabad and Solapur districts by
designing a programme called 'Jalvaibhav'.
Watershed
Management
Community
Ownership
& Sustainability
Convergence
with Government
Schemes
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Digital Financial Inclusion Digital Sakhis
Tamil Nadu
Our efforts are to create livelihood opportunities for helps to percolate the national agenda of creating a The BPC is a unique initiative as it resembles the real-world
farmers and women, and educate them to imbibe the cashless economy by bringing in digital modes of payment process of launching, developing and scaling up a business
nuances of financial literacy. This leads to enhanced into their daily lives. This will be a timely intervention in the venture in a rural ecosystem. 521 rural WEs from the three
absorption of facilities and schemes granted by the current context with numerous catalysts being enabled by districts participated in the competition, out of which 24
Government and other financial institutions. This also the Government towards a Digital India. women were short-listed and awarded at the event. Prizes
worth ` 10.6 lakh were distributed amongst the 24 WEs
which will help them scale up their businesses. The top
The Digital Sakhi programme three winners of the competition were:
Maharashtra
Madhya Pradesh
In light of this, we designed a programme called 'Digital
Sakhi', which focuses on Sustainable Development Goal
(SDG) 5. – Gender Equality. Believing that women, when Certain data points of the BAN study suggested that
empowered with relevant skills can become efficient change Financial Inclusion can only be augmented by livelihood
agents in their community, we created the programme for enhancement of the community. To ensure that the 1st Prize - ` 1,50,000/- Ms. Anuradha Kamble,
the under-resourced communities. learnings imparted to the women entrepreneurs through Taluka- Karmala, Dist- Solapur, Trade - Goatery
up-skilling, leadership and EDP training are being put to 2nd Prize - ` 1,00,000/- Ms. Pratibha Girme,
Under this programme, 100 women, Digital Sakhis, are practice, we organised a Business Plan Competition (BPC) Taluka- Daund, Dist- Pune, Trade - Goatery
identified from the community and trained extensively on in Maharashtra wherein we encouraged all our rural 3rd Prize - ` 75,000/- Ms. Sarika Tope,
digital financial literacy (DFL), leadership and technology. women entrepreneurs (WEs) to apply. Taluka- Kalamb, Dist- Osmanabad, Trade - Dairy
Each of these women are equipped with a mobile tablet
with pre-loaded DFL modules. Leveraging strengths from Problem Statement
within the organisation, the DFL modules were prepared in-
house by a cross-functional team. This helped disseminate
information throughout the community on digital payments
Cash driven Lack of awareness on digital Exclusion of women from
and other relevant government schemes. economy modes of payment financial decision making
Methodology
We have established a rural finance portfolio wherein the Additionally, this programme selects 1,000 women
business directly engages with the rural community. This entrepreneurs practising goat rearing, poultry, dairy and Digital Sakhi Model
enables us to understand the challenges faced by farmers, tailoring and provides training in their respective trades to
women entrepreneurs and the community at large. Baseline yield better produce. These women entrepreneurs are also
and Needs Assessment (BAN), a scientific study, was meticulously trained on enterprise development wherein
conducted to ascertain the socio-economic indicators, the Baseline Mobilisation and Identification of Digital Sakhi Digital Sakhi Digital Sakhi leadership Digital Sakhi training the
they are taught to collaboratively develop market linkages survey outreach Digital Sakhi foundation training refresher training and communications women entrepreneurs on
existing infrastructure and prevalent practices amongst and ascertain higher bargaining rights. Simultaneously, these training digital financial literacy
communities. The findings of this study were compared 1,000 women entrepreneurs are trained to perform their Women Entrepreneur’s Model
with the secondary data sources available in the public business transactions through digital modes by the 100
domain. The results were conclusive that the geographies Digital Sakhis.
fared poorly on human development indicators such as Women Entrepreneurs Up-skilling and trade-wise training Enterprise development
are mobilised to Women Entrepreneurs training to Women Entrepreneurs
education levels, income levels and most importantly This programme began in June 2017 across 30 villages of
women empowerment. Multiple data points suggested that Pune, Osmanabad and Solapur districts of Maharashtra. It K E Y I N D I C A T O R S
most women from the identified geographies lacked any was later scaled up to 32 villages of Dhar and Bharwani
kind of contribution in household financial decision-making, districts of Madhya Pradesh, 20 villages of Villupuram district
Increase in knowledge Increase in the average Increase in the overall Increase in adoption of
despite being actively involved in income-generation of Tamil Nadu and 20 villages of Boudh and Balangir districts levels of the Digital Sakhis on monthly savings of annual revenue of Digital modes of payments
Digital Financial Literacy the Digital Sakhi’s household Women Entrepreneurs in the community
activities. of Odisha in FY2019.
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Impact and outcomes Road Safety 'Boondein'- Employee Volunteering Programme
13.86% increase in knowledge level of Digital
Sakhis (50% to 63.86%) Every year, thousands of lives are lost on the roads Engaging the key stakeholder group i.e. our employees, into create incremental yet impactful changes in the lives of
nationwide. Creating awareness about road safety among the larger structure of the organisation allows for an those in need. Through Boondein, we attempt to create a
11.6% increase in household average monthly
savings of the 100 Digital Sakhis our younger generation has become imperative to reduce interactive and participative environment that is aligned to culture of sharing wherein employees directly work towards
(` 1,848 to ` 2,063) the perils of unsafe driving practices. our work culture. We believe that the effort put in by each social changes by building capacities of the lesser privileged
employee is a 'Boond' (droplet) which has the potential to communities.
36% increase in usage of digital modes of In an attempt to promote safety on roads, LTFH along with
payments in our project villages (27% to 63%) its implementing partners is working towards spreading
awareness on road safety amongst school children and
13.24% increase in annual profits of the women
community members. In addition to this, LTFH has also
entrepreneurs (` 25,548 to ` 28,930)
partnered with the Mumbai Traffic Police to support and
strengthen the existing road traffic management and
facilitate seamless traffic control. Also, youth traffic wardens
are being supported under this programme, which is leading
Disaster Relief to additional employment generation.
Recently, Kerala suffered from one of the most frightful Impact and Outcomes
floods in its history and our employees volunteered to 768 employee volunteers
support the relief programme. A group of our employees 2,200+ hours contributed towards CSR activities
worked tirelessly to ensure that relief packets were provided
Reaching out to 20,000+ beneficiaries
to the affected people.
During the reporting period, we spent a total of ` 13.38 Cr. on our CSR initiatives.
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OVERALL CSR HIGHLIGHTS Communicating Progress to Stakeholders
Communication plays a significant role in articulating our rural women, in adopting digital finance and offers tangible
Outreach to Created a cadre of Up-skilled
long-term commitment to the communities which are solutions to facilitate more women into the world of digital
2,00,000+ 400 3,500+ identified for CSR interventions. We ensure that a finance. The event was conducted at TERI School of
community members Digital Sakhis across Women Entrepreneurs momentum is created within the organisation through Advanced Studies, New Delhi and was inaugurated by
and their households Maharashtra, Madhya Pradesh, regular communication on the achievements, milestones Mr. Suresh Prabhu, Honorable Minister of Commerce &
Tamil Nadu and Odisha and impact created through the CSR programmes. An Civil Aviation through a video message. The white paper
active internal employee portal named 'MyLTFS' is also was released at the Digital Financial Inclusion Round Table,
used to ensure that all facets of our CSR activities are organised by us in the presence of Mr. Prasanta Kumar
communicated across the organisation. This fosters a sense Swain, Jt Secretary, Ministry of Agriculture, Mr. Manoj
Enhanced incomes of Relief and Rehabilitation Breast Cancer screening for of ownership among the employees and motivates them Shenoy, CE, Wealth Management & Group Head CSR -
provided to about
30,000+ 16,216 26,000 to whole-heartedly participate in these initiatives. L&T Financial Services, Guest of Honour, Mr. Gokul
Patnaik. (Retd IAS) and Dr. Leena Srivastava, Vice
farmers women in Maharashtra
beneficiaries in Kerala and Moreover, our corporate website also encapsulates the Chancellor, TERI School of Advanced Studies. The release
Tamil Nadu progress of programmes for the benefit of our external of the white paper was followed by two participatory
stakeholders. News articles on programmes, social media dialogues on 'Partnerships for Effective Delivery of Financial
bulletins on workshops and other events are prepared at Inclusion' and 'Role of Women Change Agents in
regular intervals to ensure that the interested readers get Empowering Communities through Digital Finance.'
updated about our CSR achievements.
Capacity Building of Implementation Partners To present our learnings garnered over two years of
Our IWRM programme in Beed - Jalvaibhav, was selected as
a case study in December, 2018 by the United Nations
Workshops are organised with our implementation partners Resource Management programmes were invited to the L&T implementing the Digital Sakhi - Digital Financial Literacy Global Compact - India at the 2nd Sustainable Global
to create project models which imbibe the ethos of the Leadership Development Academy at Lonavala. The event programme, we released a white paper based on the Summit- Leveraging CSR for SDG held in Mumbai. The case
identified communities. In order to enhance the execution was organised to explore opportunities to collaborate with learnings in Maharashtra, Madhya Pradesh, Tamil Nadu study was presented jointly with our NGO partner. Our
capabilities of the implementation partners, we encourage each other in order to maximise the social impact of LTFH's and Odisha in February 2019. The paper titled primary focus was on addressing SDG 13- Climate action
them to apply for national- and state-level conferences and CSR programmes. A Social Return on Investment (SRoI) “Finclusion - Empowering Women through Digital Financial through our soil and water management techniques.
seminars of repute which are often funded by us. practitioner training was also part of this event. All of our Inclusion” identifies the issues and barriers, especially for
CSR implementation partners are now certified SRoI
One such event was 'Convergence' - an annual event from practitioners and can measure the impact of our
29 th to 31st August 2018, wherein implementing partners programmes from an impact-oriented lens.
of our Digital Financial Inclusion and Integrated Water
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Our organisation believes in striking a balance between environmental impact through various initiatives which India has already established itself as a strong player in the intensity (emission per unit of GDP) by 33-35% and produce
driving financial growth and protecting the environment. include investing in renewable energy, managing resource renewable energy market. Under the Paris climate agreement, 40% of its installed electricity capacity from non-fossil fuels
We take steps towards efficient management of our consumption and driving energy efficiency. our country has committed to reduce its carbon emission source by 2030.
Primary energy consumption by fuel In line with this proposition, we have built We were awarded the “Best Renewable Energy Financier
renewable energy financing as a core offering of the Year 2017” by the Renewable Energy Investment
Billion Toe and Finance Forum in Solar and Wind Sector.
in the infrastructure financing space based on
25 2040
following major parameters:
LTFH - Renewable Energy Financed
Scope for growth
20 Viability of projects
3,009
Lowest cost medium for power production MW
15 Renewables
Favourable environmental impact.
0 Oil
2017 Evolving More Less Rapid Wind Energy Solar Energy
Transition Energy Globalisation Transition
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In the FY2018-19, our organisation utilised 23,021.59 GJ of electricity pan-India.
Energy Consumption within the Organisation
Over a period of time, organisations have evolved from outlook when it comes to managing our environmental Electricity Saved (in KWh) Emission reduced (in Tonnes of CO₂ eq)
managing negative impacts of their operations to actively performance. We take cognizance of the need to closely
enhancing efficiencies to optimise the use of the 'natural monitor our energy consumption in an effort to improve our
12,13,799.83 995.31
capital'. This has enabled companies to use their resources energy management systems.
efficiently and do 'more' with 'less'. We have a similar
Installing a Sewage Treatment Plant (STP) for treatment of waste water to be reused for gardening Total Water Consumption (KL) 17,462.8
and air conditioning.
The primary source of energy for our organisation is electricity purchased from the grid for our Corporate headquarters,
regional offices and branches. Our offices are also equipped with diesel generators primarily for emergency power Emissions
requirements.
We believe that our operational efficiency will be further emissions. We are also in the process of phasing out the
enhanced by measuring, managing and mitigating ozone-depleting substances (ODS) by reducing our use of
Greenhouse Gas (GHG) emissions. The total carbon them. We remain committed to reducing our GHG
Total Energy Consumed Within the Organisation FY2018-19
footprint is categorised into Scope 1, Scope 2 and Scope 3 emissions and the related impacts in the following years.
*Total Energy consumption refers to electricity and fuel consumption GHG Emissions Units FY2018-19
We have implemented several technological solutions to shutting down of air-conditioners beyond operational Scope 3 tCO₂ eq 5,248
conserve electricity and enhance efficiency. These include hours. Engagement with employees is also carried out on a
installation of energy efficient equipment like sensor-based regular basis to spread awareness about the impact they Total No of employees Nos 21,042
lighting in office premises, VFD's for air handling units, have on the environment.
replacing the existing conventional lighting to LED's and Scope 1 & 2 intensity per employee 0.25
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GRI Content Index GRI Standard Disclosure Page Number
102-1 Name of the organisation 10 102-54 Claims of reporting in accordance with the GRI Standards 4
GRI 102: General
Disclosures 2016 102-2 Activities, brands, products, and services 10,11 102-55 GRI content index 86
This Report has not been
102-3 Location of headquarters 10 102-56 External assurance
externally assured.
102-6 Markets served 10,11 GRI 103: Management 103-1 Explanation of the material topic and its Boundary 36 - 37
Approach 2016
102-7 Scale of the organisation 10 103-2 The management approach and components 40
102-8 Information on employees and other workers 55 103-3 Evaluation of the management approach 26, 34 - 35
102-9 Supply chain 16,21 GRI 201: Economic 201-1 Direct economic value generated and distributed 49
performance 2016
102-10 Significant changes to the organisation This is LTFH's first 201-2 Financial implications and other risks and opportunities 67, 72 - 73
Sustainability Report
and its supply chain therefore not applicable due to climate change
102-12 External initiatives 2-3 GRI 103: Management 103-1 Explanation of the material topic and its Boundary 36 - 37
Approach 2016
102-13 Membership of associations 29 103-2 The management approach and its components 12 - 13, 16 - 21
102-14 Statement from senior decision-maker 2,3 103-3 Evaluation of the management approach 26, 34 - 35
102-16 Values, principles, standards, and norms of behavior 10 GRI 203: Indirect 203-1 Infrastructure investments and services supported 17, 46, 72 - 76
Economic impacts 2016
102-18 Governance structure 24 - 25 203-2 Significant indirect economic impacts 16 - 21, 42 - 45, 70 - 79, 90
GRI 302: Energy
102-40 List of stakeholder groups 33
Not applicable GRI 103: Management 103-1 Explanation of the material topic and its Boundary 36 - 37
102-41 Collective bargaining agreements
for LTFH Approach 2016
103-2 The management approach and its components 82, 84
102-42 Identifying and selecting stakeholders 32
103-3 Evaluation of the management approach 26, 34 - 25
102-43 Approach to stakeholder engagement 33
GRI 302: Energy 2016 302-1 Energy consumption within the organisation 84 - 85
102-44 Key topics and concerns raised 33
302-4 Reduction of energy consumption 83, 85
102-45 Entities included in the consolidated financial 4-5
statements GRI 303: Water
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GRI Standard Disclosure Page Number GRI Standard Disclosure Page Number
GRI 305: Emissions GRI 413: Local communities
GRI 103: Management 103-1 Explanation of the material topic and its Boundary 36 - 37 GRI 103: Management 103-1 Explanation of the material topic and its Boundary 36 - 37
Approach 2016 Approach 2016
103-2 The management approach and its components 84 103-2 The management approach and its components 70 - 71
103-3 Evaluation of the management approach 26, 34 - 35 103-3 Evaluation of the management approach 26, 34 - 35
GRI 305: Emissions 2016 305-1 Direct (Scope 1) GHG emissions 85 GRI 413: Local 413-1 Operations with local community engagement,
71 - 79
305-2 Energy indirect (Scope 2) GHG emissions 85 communities 2016 impact assessments \ and development programmes
305-5 Reduction of GHG emissions 83, 85 GRI 417: Marketing and labeling
GRI 401: Employment 103-1 Explanation of the material topic and its Boundary 36 - 37
GRI 103: Management
GRI 103: Management 103-1 Explanation of the material topic and its Boundary 36 - 37 Approach 2016 103-2 The management approach and its components 32 - 33, 64 - 65
Approach 2016
103-2 The management approach and its components 52 - 53 103-3 Evaluation of the management approach 26, 34 - 35
103-3 Evaluation of the management approach 26, 34 - 35
GRI 417: Marketing 417-1 Requirements for product and service information
40, 64 - 55
GRI 401: Employment 2016 401-1 New employee hires and employee turnover 59 and Labeling 2016 and labeling
401-2 Benefits provided to full-time employees that are not Digital and Data Analytics*
58
provided to temporary or part-time employees
GRI 103: Management 103-1 Explanation of the material topic and its Boundary 36 - 37
401-3 Parental leave 58 Approach 2016 103-2 The management approach and its components 62 - 63
GRI 404: Training and Education 103-3 Evaluation of the management approach 26, 34 - 35
GRI 103: Management 103-1 Explanation of the material topic and its Boundary 36 - 37 Enhancing Access to Housing Loans*
Approach 2016 103-2 The management approach and its components 54 - 57 GRI 103: Management 103-1 Explanation of the material topic and its Boundary 36 - 37
103-3 Evaluation of the management approach 26, 34 - 35 Approach 2016 103-2 The management approach and its components 17, 46
GRI 404: Training and 404-1 Average hours of training per year per employee 55 103-3 Evaluation of the management approach 26, 34 - 35
Education 2016
404-2 Programs for upgrading employee skills and
55 - 57
transition assistance programmes
GRI 103: Management 103-1 Explanation of the material topic and its Boundary 36 - 37
Approach 2016
103-2 The management approach and its components 54
GRI 405: Diversity and 405-1 Diversity of governance bodies and employees 25
Equal opportunity 2016
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SDG Mapping Glossary
SDG # SDG Description GRI Topic GRI Standard Indicator
Local Communities AC Audit Committee
GRI 413-1
End poverty in all its forms everywhere Indirect Economic
Impact GRI 203-1 ALMLC Asset Liability Management Committee
Ensure inclusive and equitable quality education GRI 404-1 AAUM Average Assets Under Management
Training and Education
and promote lifelong learning opportunities
Local Communities GRI 413-1
for all AMF Association of Mutual Funds
Achieve gender equality and empower all Diversity and Equal
women and girls Opportunity GRI 405-1 BAN Baseline and Needs Assessment
FY Financial Year
GJ Giga Joule
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GVA Gross Value Added NPA Non-Performing Assets
ICRA Investment Information and Credit Rating Agency OEM Original Equipment Managers
IIBF International Institute of Banking and Finance RBI Reserve Bank of India
KPI Key Performance Indicator SEBI Securities and Exchange Board of India
LEED Leadership in Energy and Environment Design VFD Variable Frequency Drive
LTFH L&T Finance Holdings Ltd WBIC Whistle Blower Investigation Committee
MW Mega Watt
ND Nominee Director
NH National Highways
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N O T E S N O T E S
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N O T E S N O T E S
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N O T E S
Website : www.ltfs.com
Email : igrc@ltfs.com