Fast. Flexible. Focused.: IIFL Holdings Limited 21 Annual Report

Corporate Overview
Fast.
Flexible.
Focused.
2015-16
21 Annual Repor t
IIFL Holdings Limited
st
Contents
Corporate
Overview
Statutory
Reports
01-31
About IIFL Group

IIFL Groups Business Landscape
Our Strategy to Deliver
Financial Performance
Chairmans Message
Managing Directors Message
Fast, flexible and focused
approach
Strong Governance Framework
Review of Operations
Empowerment at the Grassroots
Advisory Board
Board of Directors
Awards and Recognition
Events and Brand Initiatives
Financial
Statements
96-166
32-95
2
4
6
8
10
12
14
Directors Report
32
Management Discussion and

Analysis
64
Corporate Governance Report
78
Standalone Accounts
Consolidated Accounts
20
21
24
26
28
30
31
Income
`39,957 million
Net Profit
`5,112 million
ROE
18.7%
EBITDA
`25,887 million
Networth
`29,200 million
EPS
`16.33
(from ` 35,637 million in

FY2014-15, growth of 12%)


96
124
| Corporate Overview
Download IIFL Markets App
Finding solutions for the

unpredictable financial
world can never be simple
or certain in any way.
A world governed by the
highs and lows of global
economic performance;
uncertain technological
trajectories; ever-changing
customer aspirations;
and encompassing policy
initiatives needs solutions
that can keep pace with its
dynamism.
Operating in such a landscape is exciting as well as challenging. It

demands acting with speed and flexibility when the opportunity
arises or when one spots a potential risk on the horizon. It also calls for
consistent approach to deliver on customer expectations, and leverage
synergies across diverse businesses.
We have been able to evaluate fickle
market conditions and with our
diversified product suite, tap into
aspirations of customers. We have
built a strong foundation with a
varied portfolio, broad capabilities,
a disciplined approach to capital,
and a resilient value creation model
for shareholders. Today, our brand
enjoys the support and trust of global
investors and millions of customers.
Through our investment and financing
solutions, we help our customers to
look forward to a well-planned future
with confidence.
We drive shareholder value by focusing

on high-growth markets, with a robust
risk management architecture and
governance framework.
We rely on smart technologies to
deepen integration across businesses,
improve our customer proposition
further, and achieve even greater
benefits of scale.
We are a preferred brand because of
our honest approach in providing
investment advice, our transparency
and integrity in transactions, and our

ability to devise innovative solutions
with the help of technology.
At IIFL, we have espoused these tenets
ever since our inception, to make the
most of the opportunities in a dynamic
industry landscape. The result is an
encouraging financial and operational
performance.
Being fast, flexible, and focused has
huge payoffs.
About IIFL Group
From an entrepreneurial
start-up in 1995, we have
steadily grown to emerge
as one of Indias leading
financial services group.
Ever since our inception,
our strategy has been to
align our capabilities and
market insights to the
countrys rapidly changing
business environment.
Our growth trajectory has
only served to reinforce
our focus on our domain of
financial services.
IIFL Holdings Ltd (Bloomberg Code:
IIFL IN, NSE: IIFL, BSE: 532636) is a
diversified financial services group
offering financing, asset and wealth
management, financial advisory and
broking, financial products distribution,
investment banking, institutional
equities, project financing and advisory
services through its various subsidiaries.
Vision
To be the most respected financial services

company in India.
- Not necessarily the largest or most profitable
Values
Fairness
Fairness in our transactions with all stakeholders including
employees, customers, and vendors, bereft of fear or favour.
Integrity
Integrity and honesty of the utmost nature, in letter, in spirit, and
in all our dealings with people, internal or external.
Transparency
Transparency in all our dealings with stakeholders, media,
investors, and the public at large.
We have come this far solely based on our core values serving
as a moral compass in all our dealings. Fairness, Integrity
and Transparency - FIT is the driving force behind all that
we do here at IIFL. We only work with people who fit into
our professional ethos. Our constant endeavour is to deliver
befittingly on all fronts to all our stakeholders. We are resolute
in the observance of these values and will let go of any growth
opportunities that deem unfit.
About IIFL Group | Corporate Overview
3,000,000+
~ `800 billion
~ `200 billion
~12,000
500+
300
Global Presence
~2,500
1,000+
Customers
Loan assets under management
Wealth assets under advice
Employees
Worlds top institutional

investors rely on our research
Stocks under research
US, UK, Singapore, Hong Kong,

Switzerland, Mauritius and UAE
Locations in India
Branches
International
Subsidiaries Locations
UK
USA
Hong Kong
Switzerland
Mauritius
Singapore
UAE
Annual Report 2015-16
IIFL Groups
Business Landscape
Service offerings across
customer segments
Broking,
Insurance,
Mutual Fund
Retail
High Networth
Home Loan,
Gold Loan,
Commercial Vehicle
Loan
Asset
Management
Investment
Banking
Institutional
Equities
Corporate
Project Financing
and Advisory
Charts depicts only key businesses and subsidiaries of IIFL Holdings Limited and not all the businesses and subsidiaries
Wealth
Management
Institutional
India Investment
Advisory
IIFL Groups Business Landscape | Corporate Overview
Financing
NBFC

diversified financing company, offering home and property

A
loan, gold loan, commercial vehicle finance, medical equipment
finance, loan against securities, and SME business loan
Assets Under Management of ` 195 billion as on March 31, 2016
Aggregate loan book of ` 178 billion and income of ` 12 billion
as on March 31, 2016
Housing Finance Company

Offers affordable financing solutions and retail home loan

Focuses on priority sector customers for home loan and loan
against property
Largest AIF platform in the country across debt, equity, and real
estate
Wealth Management
Wealth Management

One of the largest and fastest growing wealth management

companies in India
Offers advisory, wealth structuring solutions, asset management,
and onshore and offshore distribution services
Assets under advice, management and distribution of close to
` 800 billion as on March 31, 2016
Presence across major countries and Indian cities through a
network of 22 offices
Wealth NBFC

IIFL Wealth Finance focuses on capital-market-related lending to

its high networth clientele
During the year, IIFL Wealth Finance commenced its lending
business and total loans as on March 31, 2016 were about
` 1 billion
Asset Management Company

Wholly owned subsidiary of IIFL Wealth

Investment manager of IIFL Mutual Fund and Alternative
Investment Funds (AIFs)
Agency
Financial Advisory and Broking

Leading broking house offering equity, commodities, currency

broking in retail and institutional segment
Well-known for quality research
IIFL Markets (mobile trading platform) is the best rated and
highest downloaded app among peer group on Google Play
Store with more than 500,000 downloads
Financial Product Distribution

Among Indias top six mutual fund distributors

Leading non-bank distributor for life insurance in the country
Online interface and mobile applications, to comprehend,
compare, and buy products from different insurance and mutual
fund companies
Institutional Research and Investment

Banking

Pedigreed institutional equities team

Premier broker for FIIs, DIIs, private equity funds, banks, mutual
funds, and insurance companies
Investment Banking has a stellar track record of executing
transactions. During the year, IIFL completed 10 transactions the largest number of transactions executed by IIFL in a single
fiscal year
Our Strategy to Deliver
At IIFL, our strategy is to emerge as one of the most preferred brands

in the financial services space and deliver sustainable returns to all
stakeholders. We focus on long-term growth by building enduring
relationships with our customers, contributing to community
upliftment, and attracting the best talent in the industry.
The Strengths
WE CHERISH
WE UNDERSTAND INDIA
In the past two decades, IIFL has built a
deeply entrenched network catering to retail
customers in nearly 2,500 business locations
across India. We deliver a broad array of
financial services through our network of
branches, sub-brokers and franchisees, which
are complemented by our call centres, online
and mobile channels. Our reach in 26 states
across India brings us closer to our customers
enabling us to address their needs quickly and
efficiently.
RETAIL FOCUS
At IIFL, we serve more than three million
satisfied customers across various businesses.
Our deep understanding of retail segment
and strong geographical footprint has given
us the flexibility to expand and reach out
to different segments of the society. In our
lending business, through our extensive
network of over 1,000 branches, we cater to
the financing needs of salaried and self6
employed individuals and small businesses.

The average ticket size in our retail home
loan business is less than ` 2.5 million. Our
mobile app, IIFL Markets, works even on a
2G connection and is accessed by 500,000
investors from over 1,500+ locations
across India.
INNOVATION IN A DIGITAL LANDSCAPE
Digital disruption has increased choice
and reduced loyalty among customers. At
IIFL, we use digital and data analytics to
innovate, customise and deliver products to
our customers in most efficient and suitable
manner. IIFL was a pioneer in the retail equity
broking industry with its launch of 5paisa
trading platform, which offered the lowest
brokerage in the industry and freedom from
traditional ways of transacting. On the lending
side, the use of eKYC and access to online
information on customers credit scores,
bank statements, income-tax documents,
spending patterns, social engagements and
so on are resulting in faster turnaround-time

and stronger credit appraisal, monitoring and
recovery of loans.
OWNERSHIP MINDSET
We are committed to bringing the best out
of our people. Our large base of nearly 12,000
employees helps us deliver more to our
customers, shareholders, and wide fraternity
of stakeholders. We invest in sharpening
the capabilities of our employees through
continuous training and encourage a vibrant
culture of entrepreneurship, openness,
learning, and sharing.
DE-RISKED BUSINESS MODEL WITH
MULTIPLE REVENUE STREAMS
Our multiple products and services across
various business segments provide a diversified
revenue pool and cushion against headwinds
in any particular segment. The lending business
itself comprises multiple products covering
almost all forms of secured lending.
Our Strategy to Deliver | Corporate Overview
Strategic Priorities
FOR FY2016-17
ENHANCE INVESTMENTS IN
TECHNOLOGY AND DIGITIZATION
Our solutions are backed by an agile and
integrated technology platform. As the
pace of change in digital communications
continues to drive increased expectations
for proficiency and quality from end-users,
we are persistently evolving our technology
platforms. We are committed to harnessing
the latest technology, most suited to our
needs, to expand our reach, improve customer
experience and achieve greater operational
efficiencies.
OPTIMISE COST OF OPERATIONS
Our aim is to reduce operational cost as a
percentage of top-line steadily, simplify our
product offerings and processes, and improve
our operations by streamlining administration
and automation of processes. We will continue
to optimise our businesses through effective
utilisation of our resources and infrastructure.
MAXIMISE CUSTOMER SATISFACTION

We strive to develop suitable financial
solutions on mobile and web, besides
traditional delivery channels by understanding
the needs of our customers. The result is
pertinent solutions that enhance return
and reduce costs for our customers. Our
investments in best-in-class technology
platforms will drive productivity and deliver
quality through a convenient and responsive
interface.
STRENGTHEN BRAND VISIBILITY
Our customer-centricity has enabled brand
IIFL to emerge as a symbol of dependability
and trust. IIFL brand is well-known in small
towns and cities across India. We plan
to expand awareness through increased
promotional and marketing efforts.
Financial Performance
Networth
` billion
29.2
11- year CAGR 45%
25.6
17.7
0.5
1.9
15.4
16.0 16.6
17.5
19.6
21.5
3.3
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016
Profit After Tax
` billion
5.1
11- year CAGR 34%
4.5
1.6
0.2
0.5
2.3
2.7
2.8
2.1
1.4
1.3
0.8
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016
Total Assets
` billion
228.8
11- year CAGR 57%

193.7
131.0
145.7
95.0
32.3
1.6
6.6
8.1
28.5
47.3
61.7
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016
Total shareholder return of

31% CAGR to shareholders
since listing
IIFLs consolidated income

recorded 43% CAGR to ` 39,957
million and PAT recorded 34%
CAGR to ` 5,112 million between
2005 and 2016
Financial Performance | Corporate Overview
Dividend Per Share
`
4.25
2.8
1.5
1.2
0.6
Declared an interim dividend of

`4.25 per share, including a special
dividend of `1.25 per share, to
commemorate a decade of listing.
The Company was listed on the
National Stock Exchange and
Bombay Stock Exchange on May
17, 2005.
0.6
0
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016*
Includes special dividend of ` 1.25/share to commemorate a decade of listing
ROE of 18.7% and ROA of 2.4%
Return On Equity
58.3
40.2
29.1
15.3
14.7
8.7
14.7
12.9
19.0
18.7
13.5
7.7
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016
Earnings Per Share
16.3
16.3
14.8
11.5
8.0
8.2
7.1
5.1
9.4
9.4
7.3
4.6
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016
Fast, Flexible, Focused

CHAIRMANS MESSAGE
We have come this far solely

based on our core values serving
as a moral compass in all our
dealings. Fairness, Integrity and
Transparency - FIT is the driving
force behind all that we do here
at IIFL.
Our teams experience and

expertise, diversified product
offerings, disciplined approach to
capital, and robust risk governance
have enabled us to win the trust of
distinguished global investors.
A global environment,
characterised by tightening
compliance standards, is in fact
our competitive advantage. We are
well placed to reap the benefits of
industry growth, with our presence
in about 2,500 business locations
in India.
DEAR SHAREHOLDERS,
During FY2015-16, your Companys total
income was ` 4,000 crores and profit
after tax crossed ` 500 crores to touch a
new peak. Your Company has delivered
a total shareholders return of over 31%
CAGR since listing in 2005, and has an
uninterrupted track record of rewarding
shareholders. Your Company has steadily
emerged as one of Indias leading financial
services group. Our teams experience and
10
expertise, diversified product offerings,

disciplined approach to capital, and
robust risk governance have enabled us
to win the trust of distinguished global
investors, millions of customers, and a
wide fraternity of stakeholders.
Your Companys progress has been
underpinned by a simple mantra
Fast, Flexible, Focused. A decade ago,
your Companys annual report theme
was Citius, Altius, Fortius, when we

committed to deliver faster, higher and
stronger performance. However, when
we look ahead, it is clear what brought
us here will not get us there. We are
passing through extraordinary times
when every industry, including financial
services, is digitally disrupted and
reinventing itself. The definition of
Fast, Flexible, Focused itself has
changed radically.
Chairmans Message | Corporate Overview
HOW FAST IS FAST?

A few years ago, customer KYC and
on-boarding process in seven days would
be considered as fast for most financial
products. Today, even seven minutes
would be slow for many products. India
has quietly leapfrogged ahead of many
developed countries on the digital
highway. Mr. Nandan Nilekanis Aadhaar
project has literally been the foundation
(means Aadhaar in Hindi) of a digital
revolution in the country. The e-KYC along
with e-signer enables instant account
opening. As and when the governments
Digital Locker project goes live, there will
hardly be any need to handle or verify
documents as the DigiLocker facility will
enable digital storage of PAN, passport,
tax/ bank statements and important
certificates.
Small investors can trade anywhere,
anytime with a swipe of a finger on their
mobile. They can access news, expert
views, information, and a real-time updated
portfolio on their hand-held devices.
There are robo advisors, helping investors
with their asset allocation and wealth
management at the lowest cost. Your
Company is investing enormous resources
to keep pace and be in sync with the
new world.
FLEXIBLE FLEXIBILITY
Millennials (those who started working
after 2000) are far more discerning,
impatient and demanding. They account
for the dominant growing force among
consumers and investors. They are
mobile and social media savvy and their
behaviour is quite different from the
earlier generation. For instance, a courtesy
call by your relationship manager, which
would be treated as a gesture of warmth
by the earlier generation, may be taken as
an unwarranted intrusion on privacy by
the new generation. As your Companys
customers straddle both generations ,
our approach calls for flexible flexibility.
One can digitally segregate every product

and service not only for every individual
customer, but also for the same customer
at different times and in a different context.
Also, digital and data analytics technology
is advancing rapidly, presenting myriad
opportunities to be flexible and innovative.
FOCUS, NO HOCUS-POCUS!
When one tries to be fast as well as flexible,
it is very easy to lose focus. Your Company
is in the service industry and is steadfastly
focused on the customer. We endeavour
to deliver the best experience and the best
value for money. We never lose sight of
our core objective of optimizing returns
for investors and costs for borrowers. As
every customers risk appetite is different,
investment or borrowing solutions
are different as well. It is our fiduciary
responsibility to suggest financial products
that suit a customers requirements and
risk profile. Your Company has remained
focused on financial services through the
last two decades and intends to continue to
do so in the foreseeable future.
Faith Makes a Difference

My colleagues and I are thankful to you
our shareholders, or rather faith-holders,
for your unflinching faith and confidence
in the Company and its management. As
you are aware, your Company enjoys the
faith of over three million customers and
more than ten thousand employees and
their families. During the year under review,
two of the most renowned global investors
re-asserted their faith in your Companys
management and business model. Fairfax
invested US$ 202 million by secondary
purchase of shares of IIFL Holdings through
an open offer. General Atlantic invested
US$ 134 million in IIFLs Wealth subsidiary.
the exchequer by way of taxes and

duties. Your Company spent close to
` 10 crores in FY2015-16 on social and
community initiatives such as integrated
rural development, promoting education,
financial literacy, healthcare programmes,
empowering women at the grassroots and
creating sustainable livelihoods.
Future priorities
Our agenda for growth is clearly defined:
understand the financial needs of the
empowered customer and address those
requirements with a diversified services
spectrum; leverage synergies across
businesses and deepen integration; have
a contemporary digital strategy that is
scalable and sustainable with the help
of best-in-class technology; and never
compromise on core values namely
fairness, integrity and transparency (FIT).
We believe that the financial services
industry in India is poised for rapid
growth, supported by accelerating
economic prosperity and reforms. A global
environment, characterised by tightening
compliance standards, is in fact our
competitive advantage. We are well placed
to reap the benefits of industry growth,
with our presence in about 2,500 business
locations in India, and operations (duly
registered and licensed) in seven major
global financial centres.
To sum it up, the future is promising. And
we are ready for it fast, flexible and
focused.
Yours sincerely,
Mr. Nirmal Jain
Chairman,
IIFL Holdings Ltd
At the same time, your Company has

unwavering faith in the government as
well as the society in which it operates. The
same is well reciprocated. Your Company
contributes close to ` 700 crores directly to
11
Our Best Days Are Yet To Come

MANAGING DIRECTORS MESSAGE
Every companys greatest

assets are its customers, because
without customers there is no
company.
Michael LeBoeuf
In a business like ours, the impact

of digitalization is much more
pronounced. The customer of the
future wants on-demand products
and anytime-anywhere services,
which are highly personalized with
a plethora of options and an
easy-to-use interface.
During the year, we invested in

best-in-class technologies to drive
productivity and create quality
by ensuring a responsive and
convenient customer experience.
DEAR SHAREHOLDERS,
In my last years message, I had discussed
how we have scaled our businesses to
leadership positions over the past decade.
As we enter the next lap of our journey,
it is pertinent to look back and see how
the entire canvas in the financial services
space is changing dramatically and how a
combination of forces has created a new
generation of well-informed, assertive, and
globally integrated customers.
12
The financial services space in India is

in the midst of a paradigm shift. Indias
economic progress, focus on inclusive
growth, and rapid adoption of mobile
technology have dynamically altered the
delivery of bespoke financial services to
customers. The Government of Indias
Digital India mission has provided the
right impetus for growth. There is an
overriding dynamism, as more policy
initiatives are taking shape and disruptive
innovations are on the anvil. What is

more encouraging is that the customer
is adapting to these changes faster
than perhaps most people would have
envisaged.
SHIFTING BALANCE
The balance of power between the
customer and the manufacturer or the
service provider has changed over the
years and todays digital world empowers
Managing Directors Message | Corporate Overview
customers like never before. In our own

lives, we have seen how customer
behaviour has undergone a sea change.
Most of us who are on the other side
of forty can remember the days when
telephone connection was a prized
possession. If you try to explain to
the generation next that there was
a fixed telephone line, which had a
waiting time, you will find that such a
world does not exist for them. This is
because of the shift in balance of power
from a monopoly supplier to a highly
competitive market.
EXPLOSION OF CHOICES
It is difficult to imagine how people queue
up to grab the next iPhone. Decades ago,
such queues were for matinee releases
starring Amitabh Bachchan. Previously,
at your neighbourhood Irani Caf, your
choice would be limited to tea or coffee,
or special chai at best. Over a period, we
see customers being offered fruit-infused,
therapeutic versions of tea, and decaf,
low-fat, soya, hazelnut flavoured versions
of coffee.
Moreover, customers have become
highly impatient. It is akin to evolution
of cricket. Previously, we enjoyed fiveday test matches. However, with the
advent of one day cricket and T20s in
recent times, test cricket has started
taking a back seat in the pecking order
of audience preference. In the 1990s, if a
team scores 250 runs in a 50 over match,
it was considered a defendable score.
However, batsmen these days hit 250
runs in 20 overs and opponents chase
it down in a canter. This represents the
celerity of change.
Internet and mobile technology are
affecting our lives like never before. The
best example is what is happening in the
virtual marketplace. You have a plethora of
choices and manufacturers are willing to
supply that to you at various price points.
Therefore, you can now choose your

product and price point and get it from
anywhere in the globe.
EVOLVING BUYER
BEHAVIOUR
According to Google consumer
surveys, online reviews affect the
purchasing decision of majority of users.
Most customers trust networks and
communities more than advertisements.
Even without getting an opportunity to
impress the customer, it is possible that
the customer has already rejected you.
Such trends have culminated into changes
in customer behaviour and even brought
about a change in the way feedback is
collected. Previously, people used to fill
feedback forms and customer surveys. But
with time customers are increasingly using
twitter/facebook/blogs to provide instant
feedback.
In a business like ours, the impact of
digitalization is much more pronounced.
The customer of the future wants ondemand products and anytime-anywhere
services, which are highly personalized
with a plethora of options and an easyto-use interface. Hence, at IIFL, we attach
immense importance to the need to
innovate and adopt new technologies
so that the empowered and discerning
customer remains at the centre of our
growth and evolution.
HUMAN TOUCH IS PRECIOUS

Ironically, despite unprecedented
advances in the digital world, the human
touch remains more valuable, as there
is a huge need to touch the customers
heart through empathy, passion, and
creativity. At the end of the day, when
customers are on the internet, they want
to talk to a person who can address their
queries or concerns without hassles.
Thus, we are adopting best-in-class
technologies and are focused on fostering
talent. The objective is to bring about
a transformation in terms of products,

processes, and services after getting a
sincere and deep understanding of our
customers needs. We conduct trainings
and internal workshops to align our
employees such that they know how to
handle a customer in the digital era. Our
IIFL Facebook page and Twitter handle
are part of a series of steps we initiated
to collect feedback and take customer
interaction beyond the traditional brickand-mortar channels.
WAY FORWARD
During the year, we invested in best-inclass technologies to drive productivity
and create quality by ensuring a
responsive and convenient customer
experience. We have launched the
IIFL Markets App, which is the most
downloaded and highest rated app
among peers. Customers in our lending
business will reap the significant benefits
that ensue from our Consumer Vehicle and
Gold Loan App.
Robust business fundamentals,
encouraging financial performance, and
sound governance mechanism have
enabled us to emerge as a trusted partner
for our customers.
At IIFL, we will continue to strengthen our
capabilities and innovate in a fast, flexible,
and focused manner, to win and retain the
trust of our customers. The age of digital
disruption is only the beginning; though
we have taken rapid strides, our best days
are yet to come.
Yours truly,
Mr. R. Venkataraman
Managing Director,
IIFL Holdings Ltd
13
Fast, flexible and focused approach
Drives
Business
Integration
At IIFL, we believe integration
is critical while offering a
diversified portfolio of services
and catering to retail, affluent,
and institutional clients. As an
integrated group, we leverage
the combined resources
and expertise of our various
business divisions, to provide
bespoke services to help
clients meet their financial and
growth aspirations.
Over the years, we have evolved from a
brokerage-driven business model to a leading
diversified financial services player.
We have a welldiversified revenue stream; our
NBFC business contributes to two-third of the
bottom line; wealth contributes 25% and the
capital market business contributes the rest.
This de-risks the revenue profile and provides a
cushion against susceptibility of income to volatility
of the equity markets.
14
Financing
Diversified product portfolio across separate business verticals
Pan-India presence with a talented employee base
Rapidly expanding technological capabilities with emphasis on digitization
Well defined credit processes and risk management strategy
Decentralized operations management for fast processing and quick
availability of loans
Strong network with banks and financial institutions
High quality assets
US$2.7 billion
Retail focused loan book
0.5%
Net NPA
1,000+
Branches
Wealth Management

Fulfilling the needs of clients with a broad range of offerings including

Wealth Management, Wealth Administration and Wealth Structuring Services
Long-term relationship is at the very heart of our commitment to clients
Comprehensive best-in-class product platform with expertise developed
across asset classes / products
Performance driven fee structures enabling choice of solutions that deliver
superior risk-adjusted returns
Product innovation is a strong driving force at IIFL Private Wealth
US$12 billion
Total assets
Overseas offices in New York,

London, Geneva, Dubai,
Mauritius, Singapore,
Hong Kong
8,500+
Families
Agency

Wide distribution network and ability to service investor needs

Strong research capabilities with established track record
of covering major sectors of the economy
Research-driven technology platform
Transparency and open architecture
Leading broking and mutual

fund distribution house
2,500
Business locations
500+
Companies under research
15
Enhances
Trust
Quotient
IIFLs strong business

fundamentals, sound
governance mechanism, and
proven track record of value
creation for decades have
enabled it to emerge as a
trusted partner for investors
and customers. Our position
as a leading financial services
player has been further
validated during FY2015-16
by the support of institutional
investors, Fairfax Group and
General Atlantic.
Fairfax Group [FIH Mauritius Investments Ltd,

along with HWIC Asia Fund (Class A Shares),
Investments Ltd and FIH Private Investments Ltd]
announced an open offer for acquisition of 26% of the
post-offer equity share capital. The offer was successfully
completed with a response of 21.85% of the paid up
share capital of the Company, which enabled Fairfax Group
to increase their stake in the Company. Fairfax Groups
aggregate shareholding in IIFL Holdings Ltd stands at 35.7% as
on March 31, 2016.
During the year, General Atlantic made strategic investment of
` 9,038 million in IIFL Wealth through fresh issue of equity shares
and additionally ` 1,591 million for acquisition of shares from IIFL
Wealth employees. As a leading investor with deep expertise in
financial services, General Atlantic is well aligned with IIFLs mission,
which will help in taking IIFL Wealth to the next level through expanded
products and services.
16
Rewarding
relationships
Through equities, F&O, mutual funds, IPOs, AIFs, home loans, and many more, we
partner with customers at every step of their key financial decisions. Our relationship
with customers is strengthened by rich market insight, transparency, and hassle-free,
technology-driven solutions. Our relationship with customers goes beyond financial
transactions into a mutually rewarding association for life.
Disciplined approach
to delivery
In the business of lending, our focus is on high-growth and dispersed risk-retail

lending where we can take advantage of our geographic footprint to reach out to retail
customers. Several new initiatives have been launched in the year, digitizing customer
interactions across multiple touch points. These include multiple cashless disbursal
capabilities, online repayment functionalities, tablet-based collections, and creditanalytics-based instant decision engine for online applications.
IIFL Wealth is one of the fastest growing wealth management companies in India.
Alignment of Interest that helps us sit on the same side of the table as clients and
Innovation such as fixed fee structures, independent fixed-income trading platform
and pioneering first-in-class products have propelled our growth and helped us gain
market share. We combine disciplined investment process with technology platform that
provides access to major asset classes with varied investment approaches and customized
portfolios.
IIFL is a leading online and offline broking and advisory services provider to retail and
institutional clients in the cash and derivatives segments. The customers enjoy the
advantage of state-of-the-art trading technologies that provide advanced tools and
research analytics. Customers can customize their trading experience using our mobile
application easily, proficiently, and securely.
Strong Corporate Governance and

Management
IIFL is built on a solid foundation of entrepreneurial energy, professional integrity, and

personal commitment. We operate our business with the highest ethical standards and
remain committed to achieving sustainable and profitable growth.
Our Board has independent directors, highly respected for their professional integrity as
well as rich financial and banking experience.
Knowledge quotient
The award-winning research team of IIFL provides unparalleled research coverage on

500+ companies, arguably the widest in the industry. IIFL is possibly the only one among
the big brokerages to publish Call Success reports for its recommendations based on
fundamental research. This is in sync with the Companys stated goal of enhancing client
servicing and transparency.
Our research is available online and on the Mobile App for our clients. Importantly, the
research view is tracked on an ongoing basis and modified by the team, if required.
This dynamism allows investors (existing and prospective) to take an informed decision
before buying or selling a stock. The Ask Analyst is an option through which traders can
directly ask questions to IIFLs research team through the Trader Terminal. Furthermore,
IIFL offers well-structured, all-inclusive financial plans to act as a guide for investments
through proper risk profiling and asset allocation.
17
Sharpens
Technology
Edge
Technology is our ally in the
creation of consistent business
value. The proliferation
of digital distribution and
communication channels
has increased the speed and
convenience with which
customers transact with us.
We are making significant
investments to make more
technology-enabled functions
and processes. Such an
approach reduces operational
costs, creates a highly scalable
growth model, and provides
superior experience to
customers.
During the year, the Company continued to invest

in adapting best technologies and practices for
digitization of its various business processes to drive
productivity and superior customer experience. We
take advantage of cloud services and follow the hybrid
cloud model to improve uptimes, cost efficiency, agility,
and manage costs. Besides this, managing technology risk
and information security is a business priority for IIFL and we
have successfully completed upgradation of our ISO 27001 to
the latest 2013 framework.
With the support of advanced technology, we aim to provide
suitable financial products and services at an affordable cost in a fair
and transparent manner. During the year under review, we effectively
rolled out multiple process automation initiatives. These initiatives
enhanced operational efficiency, reduced turnaround time, and bolstered
process compliance.
18
IIFL MARKETS
IIFL Markets, a native B2C mobile
application, turns a smartphone
into a powerful trading and market
monitoring platform. Users can access
real-time price quotes from Cash,
F&O, Commodity, Currency segment
plus Buy / Sell equities, commodities,
currencies and mutual funds
Available on Android, iOS, Windows
and iPad, the app has crossed 500,000
downloads within a year of its launch,
creating a new record
Achieved the distinction of the best
rated stock trading market app with a
rating of 4.4 on Google Play Store
With the growth of 2G/3G/4G network
the mobile app has helped reduce
information asymmetry of financial
and commodity markets beyond Tier
1 cities. The app streams live market
feeds and works on 2G network
connection. Thus, it is accessed by
investors from 160 countries worldwide
and from 1,500+ locations across India
Additionally, company news, research,
key ratios, P&L, widgets with real-time
data are available to all on the app
TT EDGE PLATFORM
TT Edge is a next generation trading
terminal with ease of navigation,
lightning fast speed, and superior
charting and analytics capabilities
It enables investors to take smarter and

informed decisions through real-time
position build-up, company news, IIFL
views, and alerts
MUTUAL FUND APP

Mutual fund app allows users to
buy/sell and monitor mutual fund
investments, anytime, anywhere
Features
Ability to track option pricing, spurts
in volatility, and real-time news to
develop personal F&O strategy
Real-time position build-up, market
pulse, sentiment analysis, technical
analysis, and automated event alerts
Critical analysis of a companys
financial health and peer
comparison on various parameters
Portfolio analytics and performance
review
User can invest through lump-sum

and SIP mode, view performance, get
the latest news, and gain from expert
advice of fund managers
Tie-ups with all leading fund houses in
the country
DIGITIZATION IN FINANCING
Loan App for Customers

One-stop solution for EMI
payments, interest certificate, loan
status, and grievance support
Initiated e-KYC, e-Sign, and Aadhaar
integration for Customer on-boarding
CUSTOMER SERVICE
Paperless, secure and instant account
opening for broking and loan prospects
Disbursal through IMPS/NEFT/RTGS

and pre-paid cards
Data analytics being developed to

satisfy each customers need differently
Single Click response feature
integrated with CRM to send accurate
responses to clients along with
attachments in a fraction of seconds
Tablet-based Solutions for Collection

Process

Allows collection on a tablet
Immediate confirmation to
customer via SMS/email
Algorithms-based sample calling for

trade verification and early warning
system for fraud detection
Missed Call Services initiated where
clients can get an instant response for
their key requirements
19
Strong Governance
Framework
At IIFL Holdings, the audit function closely monitors and evaluates

internal controls to provide an independent, objective and
reasonable analysis of the adequacy and effectiveness of
the system.
Our internal audit is conducted on the basis of the Annual Audit
plan approved by the Audit Committee. The scope of internal audit
covers all business aspects, including front-end and back-end
operations, systems and processes, and emphasizes on periodic
checks of process controls. It also reviews the measures undertaken
to monitor potential risks, leakages, or frauds.
We have invested in ensuring that our internal audit and control systems are adequate and commensurate with the nature of our
business and the size of our operations.
Internal Financial Controls

The Company has in place adequate
internal controls with reference to
financial statements and operations and
these controls are operating effectively.
The Internal Auditors tested the design
and effectiveness of key controls and no
material weaknesses were observed in
their examination. Further, the Statutory
Auditors verified the systems and
processes and confirmed that the Internal
Financial Controls system over financial
reporting is adequate and such controls
are operating effectively.
20
Risk Management
At IIFL, risk management is a critical element
of business operations, and is integrated
seamlessly across operations. The objective
of IIFLs risk management process is to
optimize the risk-return equation and ensure
meticulous compliance with all extant laws,
rules, and regulations, applicable for all its
business activities.
IIFL takes a holistic view of risk management
and undertakes an enterprise-wide
risk management approach under the
Enterprise Risk Management (ERM)
Framework. IIFL believes that ERM provides
a sound foundation to ensure that the
Groups risk-taking activities are in line with
the business strategy; and the risk appetite

approved by the Board.
IIFL has put in place a robust risk governance
structure at the parent company level
and in each of the operating entities. IIFL
adopts the three lines-of-defence (3 LOD)
model wherein management control at
the business entity level is the first line of
defence in risk management; the various risk
control and compliance oversight functions
established by management are the second
line of defence and an independent internal
audit/assurance function is the third. Each of
these three lines plays a distinct role within
IIFLs wider governance framework.
Strong Governance Framework | Review of Operations | Corporate Overview
Financing
India Infoline Finance Ltd., with a diversified

product portfolio and an experienced team caters to
promising segments and addresses growing capital
needs across under-served markets.
The Company has established an
appropriate credit selection process
and underwriting procedures that
consider both the adequacy and quality
of collateral, profile, and cash flow of
the borrower. It also has well defined
KEY HIGHLIGHTS FY2015-16

Loan book for FY2015-16 stood at
` 178 billion, a growth of 21% y-o-y.
This was driven by retail mortgages and
Commercial Vehicle (CV) finance

Retail mortgage loans grew 89%

y-o-y and now constitute 41% of
the loan book
CV loans grew 93% y-o-y and

constitute 10% of our loan book
Total CAGR was 17.71%, including Tier I
capital of 11.66%
Emphasis on digitization, vintage of
branches, cost rationalization has led to
decline in cost-to-income ratio
Steadily improving return ratios with a
ROA of 1.8% and ROE of 16.9%
Gross NPAs and net NPA ratios stood
at 1.44% and 0.54%, respectively as on
March 31, 2016
Total provision coverage (including
standard asset provision) as a
percentage of Gross NPA at 89.7%
collection processes. The business is

supported by robust risk management
and audit systems. As a result, India
Infoline Finance Ltd. has consistently
maintained high quality of its loan assets
and NPAs are at a low level.
ROAD AHEAD
MAINTAIN STRONG ASSET QUALITY AND EARNINGS GROWTH

NBFC business has maintained high-quality loan assets
through meticulous evaluation of the customer base. There is
a comprehensive risk assessment process and a thorough risk
remediation procedure. The Company aims to maintain its focus
on steady earnings growth through conservative risk management
techniques
LEVERAGE EXISTING NETWORK WITH

SELECTIVE EXPANSION
The objective is to increase the share of the
business in under-served Tier II and Tier III segments
through analytics led targeted lending and cross-sell.
Our extensive branch network gives us the human
interface which is combined with digital platform to tap
opportunities in retail lending space
STRENGTHEN THE IT PLATFORM
Technology continues to be a strategic enabler for business
growth, cost optimization and process innovation
THRUST ON RETAIL HOME LOANS

IIFL believes that governments Housing for All mission will drive
the demand for affordable housing. India Infoline Housing Finance
Ltd, a wholly owned subsidiary of India Infoline Finance Ltd, has
increased its focus on retail home loan segment. Its added emphasis is
on affordable housing, offering loans under Pradhan Mantri Awas Yojana
Credit Linked Subsidy Scheme to the societys targeted sections
21
Wealth Management
IIFL Wealth Management Ltd offers advisory and wealth

structuring solutions, broking and distribution services, asset
management and credit solutions. The Company takes a holistic
approach towards managing a clients portfolio which includes
not only advice on financial investments, but also, on the overall
structuring of the investment keeping in mind the specific needs
and objectives of each client. Succession planning through use
of wills and trusts, creating investment mandates, multi-advisor
management and reporting through unique wealth administration
platform are few of the many USPs.

Total assets under advice, distribution,
and management grew 12% y-o-y to
` 794 billion
PAT was up 52% y-o-y to ` 1,694 million
Strategic investment by General
Atlantic, acquiring 21.6% stake in the
Company on a fully diluted basis
Acquired new NBFC, IIFL Wealth
Finance Ltd and infused ` 9 billion of
capital
Enhanced client engagement through
launch of the advisory proposition and
direct code offerings
22
ROAD AHEAD
Continue to increase footprint across
international and domestic locations
Increase existing client wallet share and
provide a larger pool of clients access
to innovative investment ideas at
competitive fee structures
Continue to invest in technology to
increase employee efficiency, improve
delivery of products and offer best-inclass services to clients
Focus on capital-market-related
lending through our newly acquired
NBFC
Review of Operations | Corporate Overview
Agency
IIFL is a leading online and offline broking and advisory services

provider for cash and derivative segments to retail and institutional
clients. Over the years, IIFL has created a brand, characterized by
informed research, systemic uptime, transaction speed, cuttingedge technology, extensive footprint, high service standards, and
competitive brokerage. Although we will continue to invest in
technology, our focus on our award-winning research and unbiased
advice remains the key differentiator for our business.
IIFL is also one of the largest distributors of financial products such
as Life Insurance, Mutual Funds, NCDs, Tax-free bonds, IPOs and so
on, through our wide distribution network and business associates. ICICI
Prudential, Reliance, Bharti AXA, Future Generali, Aegon Religare, HDFC Standard
Life Insurance are some of the key partners in insurance.

IIFL Markets continues to be the highest
rated mobile trading app on Android
and iOS. Since February 2015, the app
had 500,000 downloads on Google Play
Store and more than 13,500 users have
accorded it a rating of 4.4 out of 5, the
best among the peer group
FY2015-16 has been a defining year for
investment banking with 10 completed
transactions - IPOs, QIPs, NCD
placements, and pre-IPO placements
and so on, enabling mobilization/
placement of around ` 32,756 million
The increasing use of internet and
mobile communication has given
consumers access to extensive
information and ability to buy/sell in a
fast and convenient manner. During the

year, the Company forayed into online
solutions and mobile applications in
the area of mutual fund and insurance.
With our mobile apps, retail investors
can compare products, gain access to indepth information across manufacturers
at a click of a button thereby, aiding
informed decision-making
ROAD AHEAD
IIFL has been investing in
infrastructure and manpower to be
a one-stop investment shop with
advisory support, to help the investors
match their risk appetite with return
expectations. We will continue to build
a culture of advisory and financial
planning with clients profitability
being the primary focus
23
Empowerment at the
Grassroots
As a responsible corporate citizen, we undertake numerous

initiatives that empower the underprivileged sections of society
and help uplift the communities we work with.
CHECK DAMS AND OTHER RAINWATERHARVESTING STRUCTURES
IIFL Foundation has vowed to make the
tribal areas of Jawhar taluka drought
free. In FY2015-16, we constructed
two big check dams and over 50
other rainwater-harvesting structures.
Consequently, the groundwater table
rose substantially in these areas.
Therefore, during FY2015-16, over 40
farmers did not have to migrate, and
are cultivating flowers and vegetables
throughout the year.
Gram Vardhan (village adoption programme) in Jawhar, Maharashtra
KEY FOCUS AREAS

Integrated Rural Development
Drought relief and Water conservation
Education & Financial Literacy
Health
Economic Empowerment of Women
Sustainable Livelihood
IIFL FOUNDATION
IIFL Groups CSR arm, IIFL Foundation
aims to alleviate poverty and facilitate
economic development through
focused and need-based programmes.
What started as a financial literacy
programme has now blossomed into a
holistic intervention. IIFL Foundation has
always followed a bottom-up approach.
The foundations core activities are
in Maharashtra and it is conducting
programmes in Rajasthan too.
During the year, Dr. Sarika Kulkarni, CEO
of IIFL Foundation, was honoured as 100
Most Impactful CSR Leaders Award (Global
Listing) at the World CSR Day.
24
KEY PROJECTS
TRIBAL DEVELOPMENT
IIFL Group has adopted 32 tribal
locations in three villages (Walvanda,
Shiroshi and Kasatwadi) of Jawhar
Taluka in Palghar district, Maharashtra
under IIFLs flagship programme Gram
Vardhan Yojana. This entails working on
various social parameters, which include
building check dams and other rainwater
harvesting structures, to ensure year-long
water supply and support agri-based
livelihoods.
Furthermore, we focus on income
generation and skill development
programmes for women, vocational
training for tribal boys and community
sanitation units for hamlets. Our
sanitation units aim to achieve Open
Defecation Free tribal areas, contributing
to the governments Swachh Bharat
initiative.
WOMEN EMPOWERMENT
PROGRAMMES
Over and above training, skilling, and
supporting 1,000 tribal women to start
micro enterprises, we have also supported
a Womens Development Centre in
Kankroli, Rajsamand district, one of the
most backward areas in Rajasthan. IIFL
Foundation will be conducting several
skill-training and income-generation
programmes for women. A nursing
school for underprivileged girls was also
supported in Ponda, Goa. This school
will train 250 young girls and support
them with sustainable employment
opportunities.
EDUCATION AND FINANCIAL LITERACY
Financial literacy is one of the flagship
programmes of IIFL Group. Under our
Financial Literacy Agenda for Mass
Empowerment Initiative (FLAME)
initiative, we have been undertaking
several programmes for people from
different walks of life. In FY2015-16 the
focus was on financial literacy in rural
areas and over 150,000 people from
Maharashtras tribal belt undertook this
programme.
Empowerment at the Grassroots | Corporate Overview
FINANCIAL SERVICES HACKATHON

In association with the Centre for
Innovation and Incubation (CIIE) at IIM
Ahmedabad, we hosted a one-of-itskind financial services business-plan
competition. The top three ideas would
be incubated at IIM Ahmedabad.
Supporting micro enterprises for women
IIFL employees at work in Jawhar
HEALTHCARE INTERVENTIONS
We have undertaken various projects to
provide healthcare services to the rural
poor. Among various measures, free
health check-up camps were conducted
in rural areas (Pandharpur, Maharashtra;
Barsana, UP; and Jawhar, Maharashtra).
Over 200,000 people were checked and
screened at these camps and over 15,000
eye surgeries were performed. We have
also supported a cancer screening camp
for rural Karnataka, where over 100,000
people were checked.
32
Tribal locations adopted in

Jawhar Taluka, Palghar
50
Constructed rainwaterharvesting structures
1,000
Tribal women supported to

start micro enterprises
Drought relief and water conservation through check dam construction in Jawhar
25
Advisory Board
IIFLs Advisory Board comprises stalwarts with extensive

experience and domain expertise, providing independent
and informed perspective and oversight to Management,
while guiding the Groups strategic focus.
Mr. Ashok Jha
Retired IAS, Former Finance Secretary,

Government of India
Mr. Ashok Jha, an IAS officer, has had a stint
of 38 years in civil services and held crucial
positions in State and Central Government
establishments. For about two years,
Mr. Jha served in the Finance Ministry of
the Government of India, first as Secretary,
Economic Affairs, and later with additional
responsibility as Finance Secretary. He was
Indias alternate Governor in the World Bank
and the Asian Development Bank.
Mr. Jha served as the Secretary, Department
of Industrial Policy and Promotion and
Chairman of Foreign Investment Promotion
Board (FIPB) in his capacity as Secretary,
Economic Affairs. He was also Advisor,
International Affairs, FICCI. After retiring,
Mr. Jha was President, Hyundai Motors,
India. He is currently an Independent
Director on the Boards of some companies.
26
Mr. Keki Dadiseth

Former Chairman of HUL
Mr. Keki Dadiseth, a Fellow member

of the Institute of Chartered Accountants
of England & Wales, had joined Hindustan
Lever Ltd in 1973 and became Chairman
of HUL in 1996. He was appointed as
Director on the Board and Executive
Committee of Unilever PLC and Unilever NV
in May 2000. In India, he is on the Boards
of The Indian Hotels, Britannia Industries,
Piramal Enterprises, Siemens, Godrej
Properties, ICICI Prudential Life Insurance,
ICICI Prudential Asset Management Trust.
He is the Chairman of the Convening Board
of Marsh & McLennan Cos in India, and
Non-Executive Chairman of Omnicom
India. He is also on the Advisory Board of
Accenture Services and PriceWaterhouse
Coopers, and a Senior Advisor to the World
Gold Council, India.
Mr. Keki Mistry
Vice Chairman and CEO

of HDFC Ltd
Mr. Keki M. Mistry is a Fellow of The
Institute of Chartered Accountants of
India. Mr. Mistry joined the Corporation
in 1981. He was appointed as Executive
Director in 1993, as Deputy Managing
Director in 1999, and as Managing
Director in 2000. He was re-designated
as the Vice Chairman and Managing
Director in October 2007 and as Vice
Chairman and Chief Executive Officer
from January 2010. Besides being on the
board of several HDFC group companies,
Mr. Mistry is a director on the board of
other public limited companies such as
HCL Technologies, Sun Pharmaceutical
Industries, Greatship (India), Torrent Power,
and GRUH Finance. He is also on the board
of CDC Group, London.
Advisory Board | Corporate Overview
Mr. Sat Pal Khattar
Singapore-based prominent lawyer

and investor
Mr. Khattar, a prominent lawyer, is a
Singapore-based Indian community
leader and businessman. He was founder
of Khattar Wong & Partners, one of
Singapores largest law firms, and is the
Chairman of Khattar Holdings, a private
family investment firm. Among the various
positions held by him, Mr. Khattar was
Chairman of the Board of Trustees of
Singapore Business Federation, a member
of the President Council for Minority
Rights, a life trustee of the Singapore
Indian Development Association (SINDA),
and Co-Chairman of the Singapore-India
Partnership Foundation. He received
the prestigious Padma Shri award from
Government of India in 2011.
Mr. Somasekhar Sundaresan

Eminent Lawyer, Partner,
M/s J. Sagar Associates
Mr. Somasekhar Sundaresan is an

eminent Corporate Lawyer who heads
the Securities Law practice of M/s J. Sagar
Associates, Advocates and Solicitors. He
has extensive experience in advising
clients in the areas of Securities Laws,
M&A, and Foreign Investment in India,
including strategic Foreign Direct
Investment, Portfolio Investments
and Private Equity Investments.
Mr. Somasekhar is a permanent invitee
to the executive committee of FICCI and
is an active member of its Capital Markets
Committee.
Mr. S. Venkatachalam
Career banker, ex-Citibank,
Chairman, Oracle India
Mr. S. Venkatachalam is the Chairman of

the Board of Directors of Oracle Financial
Services Software. He has served Citibank
N. A. for nearly 30 years, holding several
senior positions during his stint. He is
currently on the Board of Equifax Credit
Information Services and Canara Robeco
Asset Management Company and he is
an advisor to Karvy Financial Services.
He has previously served as an advisor
to Fullerton India Credit Corporation and
was on the Board of State Bank of India
as an Independent Director. A Chartered
Accountant by profession, he has rich
experience in the field of banking, finance,
administration, compliance, taxation,
and labour laws.
27
Board of Directors
Mr. Nirmal Jain

Chairman
Mr. R. Venkataraman
Managing Director
Mr. A. K. Purwar
Independent Director
Mr. Chandran
Ratnaswami
Non-Executive Director
Mr. Nirmal Jain is Founder and
Chairman of IIFL Holdings
Limited. He is a PGDM from
IIM, Ahmedabad, a rank
holding Chartered Accountant
and a Cost Accountant. He
started his career in 1989 with
Hindustan Lever Limited and
founded Probity Research and
Services (later renamed as
India Infoline Limited) in 1995;
one of the first independent
equity research companies in
India. He was instrumental
in steering the Groups foray
into various businesses that
have grown significant over
the years in terms of networth and profitability. Under
his leadership, IIFL Group
has emerged a dominant
and diversified player in the
financial services space over
the past 21 years.
28
Mr. R. Venkataraman,
Co-Promoter and Managing
Director of IIFL Holdings
Limited is a B.Tech from IIT,
Kharagpur and MBA from
IIM, Bangalore. He joined
the Companys Board in
July 1999. He has been
contributing immensely into
the establishment of various
businesses over the past 17
years. He previously held
senior managerial positions
at ICICI Limited, including
ICICI Securities, its investment
banking joint venture with JP
Morgan, and Barclays BZW.
He worked as Assistant Vice
President with GE Capital
Services India in its private
equity division. He has a
varied experience of more
than 25 years in the financial
services sector.
Mr. Purwar was Chairman of

State Bank of India, the largest
Bank in the country from
November 2002 to May 2006.
He is currently Chairman of
ILFS Renewable Energy, one of
the largest renewable energy
companies in the country. He
also works as an Independent
Director in leading companies
across diverse sectors such
as power, solar energy,
telecom, steel, engineering
consultancy, pharmaceuticals,
and financial services. He also
acts as Advisor to Mizuho
Securities, Japan. He has
held important positions
like Managing Director of
State Bank of Patiala in his
illustrious career and was
associated in setting up of SBI
Life. He was also Chairman
of Indian Bank Association
during 2005-2006.
Mr. Chandran Ratnaswami

is a Non-Executive Director
of the Company. He is the
Managing Director of Hamblin
Watsa Investment Counsel,
a wholly owned investment
management company of
Fairfax Financial Holdings. He
was recently appointed as
Director and CEO of Fairfax
India Holdings Corporation.
He serves on the Boards
of ICICI Lombard General
Insurance, Thomas Cook
(India), Fairbridge Capital in
India, Zoomer Media, Fairfax
India Holdings Corporation in
Canada, First Capital Insurance,
Singapore, Thai Reinsurance,
Thailand, and Union Assurance
General, Sri Lanka. He holds
a Bachelors degree in Civil
Engineering from IIT Madras
and an MBA from the
University of Toronto, Canada.
Board of Directors | Corporate Overview
Ms. Geeta Mathur

Ms. Geeta Mathur is a Chartered

Accountant and graduate from
Shriram College of Commerce,
Delhi University. She specializes
in project, corporate and
structured finance, treasury,
investor relations, and strategic
planning. She started her career
with ICICI where she worked
for over 10 years in project,
corporate and structured
finance, and represented
ICICI on the Board of reputed
companies such as Eicher
Motors, Siel Ltd. She then
worked in various capacities in
large organizations such as IBM
and Emaar MGF. She is currently
on the Board of several large
listed companies including
Motherson Sumi, NIIT and
RSWM.
Mr. Kranti Sinha

Mr. Kranti Sinha completed his

masters from Agra University
and started his career as
a Class 1 Officer with Life
Insurance Corporation of India
(LIC). He served as Director
and Chief Executive of LIC
Housing Finance from August
1998 to December 2002 and
concurrently as Managing
Director of LICHFL Care Homes
(a wholly owned subsidiary
of LIC Housing Finance). He
retired from the permanent
cadre of the Executive
Director of LIC. He also served
as Deputy President of the
Governing Council of Insurance
Institute of India and as a
member of Governing Council
of National Insurance Academy,
Pune, apart from various other
such bodies.
Mr. Nilesh Vikamsey

Mr. Nilesh Vikamsey is a

Senior Partner at M/s Khimji
Kunverji & Co., Chartered
Accountants, a member firm
of HLB International. He is Vice
President of the Institute of
Chartered Accountant of India
(ICAI) and Chairman of Federal
Bank. He is also on the Board of
a number of companies such as
SBI Life Insurance, Thomas Cook
(India), Navneet Education, and
SOTC Travel Services. He was
Chairman of SEBIs Qualified
Audit Report Committee
(QARC) and member of
Committee on Disclosures and
Accounting Standards (SCODA),
LLP Committee of Ministry of
Corporate Affairs (MCA), and
Chairman of Education and
CPD Committee of South Asian
Federation of Accountants
(SAFA).
Dr. S. Narayan
Dr. S. Narayan, a retired IAS

Officer, was an eminent public
administrator for nearly four
decades (1965 to 2004). He
retired as Economic Advisor to
the Prime Minister of India.
Mr. Narayan has rich
experience in implementation
of economic policies and
monitoring of the special
economic agenda of the
Cabinet on behalf of the
Prime Minister`s Office as well
as initiatives for modernising
the capital markets.
Dr. Narayan holds M.Sc., MBM,
M Phil, and Ph.D. degrees.
He is a director on the Board
of several leading public
limited companies. He is a
Senior Research Fellow at
the Institute of South Asian
Studies, National University of
Singapore since 2005.
29
Awards and Recognition
IIFL Wealth Management team receiving Euromoney 2016 Awards
Best Customer Service in Financial Sector
Indias Most Trusted Financial

Service Brand (Non-Bank) by the
Brand Trust Report India Study,
2016. This is an intensive survey
covering 20,000 brands across
the country
www.indiainfoline.com won
Best Website in the Banking
& Investment category from
Website of The Year India, 2015
Best Customer Service in

Financial Sector by World
Quality Congress - service
quality awards
Best Private Banking Services

Overall, India by the Euromoney
Private Banking and Wealth
Management Survey, 2016
Most accurate predictor of

Sensex closing levels in 2015 by
Bloomberg Poll
IIFLs Budget 2015-16

campaign #BolIndiaBol won
in the Most innovative use
of social media category at
the IPRCCA 2015
Best Wealth Management

Advisory Firm India 2015
by the International Finance
Magazine (IFM) Awards, 2015
Best Private Bank For

Innovation In Technology
India 2015 by the International
Finance Magazine (IFM) Awards,
2015
Best Domestic Private Bank

in India - Overall by Asiamoney
Private Banking Poll, 2015
Best Domestic Private Bank in Best Wealth Management

India >$25 million
Firm - India by the APAC
by Asiamoney Private Banking Insider Investment Awards
Poll, 2015
Best Domestic Private Bank India by the Asian Private

Banker Awards of Distinction
Best Family Office Services,

India by the Euromoney
Private Banking and Wealth
Best Research and Asset

Allocation Advice, India
by the Euromoney Private
Banking and Wealth
Best Net-worth-specific
services, India, by the
Euromoney Private Banking
and Wealth Management
Survey, 2016
Outstanding Private
Bank - South Asia (Highly
Commended), 2015 by Private
Banker International (PBI)
Global Wealth Awards, 2015
Best Online Wealth

Management Experience,
by The Asset Triple A Digital
Enterprise Awards
Mumbai Hot 50 Brands

award in the B2C category by
Mumbai Brand Summit
Dr. Sarika Kulkarni, CEO of IIFL

Foundation, was presented
with the prestigious 100 Most
Impactful CSR Leaders Award
(Global Listing) at World
CSR Day
Mr. Arun Malkani, Chief

Marketing Officer, recipient
of Most Talented Marketing
Professional (Financial Services
Sector) by the World Marketing
Congress and CMO Council
30
Awards and Recognition | Events and Brand Initiatives | Corporate Overview
Events and Brand Initiatives
Ms. Ireena Vittal on The Indian

Consumer: Rural vs. Urban
Mr. Nandan Nilekani on The coming great disruption
IIFLS ENTERPRISING
INDIA GLOBAL INVESTORS
CONFERENCE
INVESTOR MEETS FOR

ANALYST - CLIENT
INTERACTIONS
IIFLs Seventh Enterprising India Conference

concluded on February 19, 2016. More
than 100 companies and 600 investors
participated in the three-day event that had
across-the-board presence of all sectors.
Given the backdrop of technological
innovations emerging as disruptive forces
across businesses, the theme for 2016
Conference was Excelling in the Digital
Age. A distinguished panel of 24 experts
provided expert opinions and insights into
trends. Coming right before the budget,
IIFLs Enterprising India Conference set the
tone to jump-start the year with timely,
accurate, and granular insights.
IIFL maintains its equity research

dissemination by conducting various
conferences on monthly and weekly basis,
to educate the customers on current
trends in the Indian capital market and
world economy.
INDIA ALTERNATIVES
INVESTOR CONFERENCE
IIFL Wealth associated with The Indian

Express to put together Express Adda,
a series of freewheeling dialogues on
contemporary issues with newsmakers.
The event was held in New Delhi and
Mumbai.
India Alternatives, a private equity fund

sponsored by IIFL Wealth, held its investor
conference in March 2016 at Mumbai with
an illustrious panel of speakers.
CONNECTING INVESTORS
AND CORPORATES
Continuing with our endeavor to bridge
the information gap and facilitate more
efficient investment decision-making,
we organised management roadshows
through the year.
EXPRESS ADDAS
Mr. S.K. Gupta on Electronic Payments

in India: Evolution and the Revolution
BRAND INITIATIVES
Extended visibility of the brand and
products through print advertisements,
television commercials, hoardings,
radio, and cable TV
Launched a television commercial
for IIFL Markets on leading business
channels and a print campaign in
leading newspapers and magazines
Localised campaigns for gold loans in
identified markets across outdoor, radio
and cable TV
Participated in grassroot level events,
festivals, and activities for gold loans,
home loans, healthcare equipment
finance and broking
Successfully conducted 153 investor
meets in partnership with leading
media houses/partners across India
Carried out online marketing
campaigns and enhanced social media
presence for broking services
31
Directors Report
Dear Shareholders,
Your Directors present the Twenty First Annual Report of IIFL Holdings Limited (your Company) together with the Audited Financial Statements
for the financial year ended March 31, 2016.
1. FINANCIAL RESULTS

A summary of the financial performance of your Company and its major subsidiaries/associates, for the financial year ended
March 31, 2016 is as under:
Name of Company
Revenue
(` in Million)
Profit after tax
Consolidated
39,956.70
5,548.08
2,114.10
1,719.81
22,073.41
2,717.32
IIFL Wealth Management Limited
4,046.95
1,034.06
India Infoline Housing Finance Limited
5,695.97
720.59
India Infoline Limited
4,819.16
468.03
India Infoline Insurance Brokers Limited
571.68
(27.30)
India Infoline Commodities Limited
239.03
34.13
73.93
17.41
IIFL Asset Management Limited
661.27
220.03
IIFL Distribution Services Limited
101.77
2.31
IIFL Alternate Asset Advisers Limited
290.77
85.42
20.79
(52.03)
1,309.22
28.20
India Infoline Media and Research Services Limited
441.58
(172.00)
5paisa Capital Limited (Formerly IIFL Capital Limited)
(12.18)
(54.98)
IIFL Capital Inc.
101.57
7.15
77.11
25.68
852.74
435.25
IIFL Wealth (UK) Limited
55.96
1.67
IIFL Capital Pte. Limited
255.77
104.95
IIFL Securities Pte Limited
95.26
13.66
IIFL Private Wealth Hong Kong Limited
19.88
4.04
IIFL Investment Adviser And Trustee Services Limited
51.37
3.90
Others
49.25
(96.61)
(4,049.66)
(1,692.61)

India Infoline Finance Limited
IIFL Wealth Finance Limited
India Alternatives Investment Advisors Private Limited

IIFL Facilities Services Limited
IIFL Private Wealth Management (Dubai) Limited

IIFL Private Wealth (Mauritius) Limited
Inter Company Adjustments
32
Directors Report | Statutory Reports
Consolidated Financial Results

A summary of the consolidated financial performance of your Company, for the financial year ended March 31, 2016, is as under:
Particulars
Gross total income
Profit before interest, depreciation and taxation
Interest and financial charges
Depreciation
Profit before tax
Taxation - Current
- Deferred
- Short or excess provision for income tax
Net profit for the year
Net profit before minority interest
Less: Minority interest
Net profit after minority interest
Less: Appropriations
Dividend
Dividend Distribution Tax
Transfer to Special Reserve
Debenture Redemption Reserve
Deferred tax Liability
Add: Adjustment arising out of Liquidation of Subsidiary
Add: Balance brought forward from the previous year
Balance to be carried forward
39,956.70
25,887.04
16,799.95
660.82
8,426.27
2,915.53
(79.11)
41.77
5,548.08
5,548.08
(` in Million)
2014-2015
35,636.85
22,168.47
14,338.24
591.62
7,238.63
2,823.48
(377.08)
28.58
4,763.65
4,763.65
436.32
5,111.76
290.39
4,473.24
1,613.65
286.88
704.00
1,429.41
5.02
55.94
5,474.37
6,603.11
942.78
168.56
615.50
697.86
9.79
3,435.61
5,474.37
2015-2016
* Previous periods figures have been regrouped / rearranged wherever necessary
Standalone Financial Results

A summary of the standalone financial performance of your Company, for the financial year ended March 31, 2016, is as under:
Particulars
Gross total income
Profit before interest, depreciation and taxation
Interest and financial charges
Depreciation
Profit before tax
Taxation - Current
- Deferred
- Short or excess provision for income tax
Net profit for the year
Less: Appropriations
Interim Dividend
Transfer to Debenture Redemption Reserve
Add: Balance brought forward from the previous year
Balance to be carried forward
2,114.10
1,968.64
63.45
0.88
1,904.31
(` in Million)
2014-2015
1,100.45
1,056.31
43.29
0.73
1,012.29
159.63
24.87
1,719.81
9.31
15.51
5.25
982.22
1,340.80
42.01
1,877.13
2,214.13
906.80
0.69
0.57
1,802.97
1,877.13
2015-2016
* Previous periods figures have been regrouped / rearranged wherever necessary
33
Directors Report (contd.)
2. REVIEW OF BUSINESS AND OPERATIONS AND STATE OF

YOUR COMPANYS AFFAIRS
During the year, your Companys income, on a consolidated
basis, increased to ` 39,957 million, up 12% year-on-year (y-o-y).
Profit before tax increased to ` 8,426 million, up 16% y-o-y and
Profit after tax before minority interest increased to ` 5,548
million, up 16% y-o-y.

The financing business continues to be a major contributor
to the Groups income with 72% share. The retail home loan
business has gained significantly and Loan book grew by 168% to
` 52,843 million as of March 31, 2016 as against ` 19,736 million
in the previous year. The wealth management business witnessed
a steady growth with assets under advice, distribution and
management increased by 12% y-o-y to ` 794 billion as at March
31, 2016. The income from capital market activities, equity broking
and related income stood at ` 4,397 million, down 2% y-o-y while,
income from marketing and distribution of financial products
such as mutual fund, life insurance etc. increased to ` 6,748 million
from ` 5,827 million in the previous year, up 16% y-o-y.
There is no change in the nature of business of the Company.
There were no significant or material orders passed by regulators
or courts or tribunals impacting the going concern status and
Companys operations in future.
3. MACROECONOMIC OVERVIEW
India remains one of the fastest growing economies in the
world. The outlook for global economy is not sanguine with
considerable uncertainties regarding path of monetary policy in
advanced economies, the extent of slowdown in China and the
fallout from the possible exit of UK from the EU otherwise known
as Brexit.
The Indian economy has grown at a respected rate of just over
7% in the last two years despite two back to back droughts.
However, with forecast of a above normal monsoon, GDP growth
rate is likely to improve further in FY17 and is expected to cross
8% over the medium-term. Inflation has fallen from almost 10%
three years back to 5% now and current account deficit too has
fallen to just 1% of GDP. The new government has continued the
path of fiscal consolidation and thus fiscal deficit is likely to fall
to 3.5% of GDP this year. This has brought much needed stability
on the external sector despite challenging global economic
backdrop and allowed the RBI to cut interest rates, which will
help revive investments in the economy.
Governments efforts at kick starting the investment cycle is
showing some signs of improvement in sectors such as roads,
railways and power. A number of indicators from two-wheeler
sales to electricity generation to cement demand suggest that
economic activity is picking up. Low capacity utilisation in many
sectors will however keep industrial capex muted until there is
34
broad based recovery in domestic demand. The Union Budget

struck a fine balance between maintaining fiscal prudence
and stepping up public investments as well as supporting the
under-stress rural economy. The recent passage of key reforms
like Real Estate Development Bill, Insolvency and Bankruptcy
Code, Aadhaar Bill and initiatives for ease of doing business etc
would help in solving certain major implementation hurdles
and orderly developments, thereby increasing efficiency. Make
in India, Skill Development will also aid in creating the much
needed jobs to absorb Indias growing working age population.
4. DIVIDEND ON EQUITY SHARES
During 2015-16, your Company declared and paid an interim
dividend of ` 4.25 per equity share (i.e. 212.5% of face value
of ` 2/- per share) which includes a special dividend of
` 1.25 per share, to commemorate a decade of listing. This led to
an outgo of ` 1,341 million owing to dividend (excluding dividend
distribution tax).The same is considered as final. The total dividend
paid during the financial year 2015-16 was ` 4.25/- per share.
5. KEY INITIATIVES/DEVELOPMENTS

i. Open offer by Fairfax Group
Fairfax Group belonging to the reputed global investor Mr.
Prem Watsa of Canada, through its group company i.e. FIH
Mauritius Investments Limited (FIH), Mauritius, announced an
open offer for the acquisition of 83,128,852 equity shares of
` 2/- each from the equity shareholders of IIFL Holdings
Limited constituting 26% of the post-offer equity share capital
of the Company on July 14, 2015 under SEBI (Substantial
Acquisition of Shares and Takeovers) Regulations, 2011.
Pursuant to this, FIH has successfully completed the open offer
on November 30, 2015 and acquired 68,788,445 shares at a
price of ` 195/- per share constituting 21.85% of the paid up
Share Capital of the Company as on that date. The Promoters
of the Company did not participate in the open offer.
Fairfax Group through FIH and HWIC Asia Fund (class A
shares) holds 30.55% of the paid up share capital of the
Company as on March 31, 2016. Also, Fairfax Group through
United States Fire Insurance Company (USFIC) and
Odyssey Reinsurance Company (ORC) have an economic
interest in the underlying Equity shares, representing 5.15%
of the total paid up equity capital of the Company as on
March 31, 2016, through cash-settled offshore derivative
instruments. Thus, Fairfax Groups aggregate shareholding
in the Company stands at 35.70% as on March 31, 2016.
As mentioned in the Offer Letter, this investment by Fairfax
Group is only as a financial investor without change of
Control or Management of the Company. The Management
and Control of the Company will continue with the existing
Promoters.
ii. Strategic Investment by General Atlantic in wealth

management subsidiary
General Atlantic Singapore Fund Pte. Ltd (GA), a leading
global growth equity firm, made a strategic investment
in IIFL Wealth Management Limited (IIFLW), the wealth
management subsidiary of the Company. GA invested
` 9,038 million in IIFLW, through fresh issue of equity shares
and additionally ` 1,591 million for acquisition of shares from
employees of IIFLW. Pursuant to this, GA holds a total stake of
21.61% in the equity of IIFLW, on fully diluted basis (assuming
full conversion of outstanding ESOPs of IIFLW). GAs
investment will help to support IIFLWs continued growth
and platform expansion as the premier wealth management
Company in India.

iii. IIFL Wealth Finance Limited
IIFL Wealth Management Limited has acquired 100%
equity and management of Chephis Capital Markets
Limited, a Non Deposit Taking Non Systematically
Important NBFC [ND -Non SI] in February, 2016 after
obtaining necessary RBI and other approvals. The
name of the Company was subsequently changed
to IIFL Wealth Finance Limited (IIFLW Finance).
IIFLW Finance will provide Loan against Securities
facilities to IIFL Wealth clients. IIFLW has invested
` 9,000 million out of investments received from GA
towards equity into IIFLW Finance. IIFLW Finance has
commenced its lending business and the total loan
asset(s) as on March 31, 2016 was about ` 1,000 million.

iv. Investment Banking

The last financial year has been a defining year for
investment banking. IIFL Holdings completed 10
transactions viz. IPOs, QIPs, NCD placements, pre IPO
placements etc enabling mobilization/placement of
around ` 32,756 million in 2015-16, the largest number
of Investment Banking transactions executed by IIFL in its
history in a single financial year.
Our efforts and investments into this business are beginning
to pay off. Clients value us as their trusted advisor and have
been delighted with IIFLs services.

v. India Infoline Finance Limited

The Company acquired 1.13% of the Equity share
Capital of M/s. India Infoline Finance Limited, the Non
Banking Financial subsidiary of the Company, from M/s.
Bennett Coleman & Company Ltd. Pursuant to the said
acquisition, India Infoline Finance Limited and India
Infoline Housing Finance Limited (subsidiary of India
Infoline Finance Limited) have become 100% subsidiaries
of the Company.

vi. Asset Management

During the year, the name of India Infoline Asset
Management Company Limited (IIFL AMC) was changed to
IIFL Asset Management Limited.
Under IIFL Mutual Fund Platform, the assets under management
have increased from ` 3,524 million to ` 4,923 million. During
the year, the IIFL Dividend Opportunities Index Fund and IIFL
Nifty ETF were merged with IIFL India Growth Fund.
Under IIFLs Alternative Investment Fund(s) platform (IIFL
AIF), the following schemes were launched during the year:
a. IIFL Best of Class Fund I (Category III) - focused on
investment in equity and equity related securities of
listed Indian companies.

b. IIFL Cash Opportunities Fund (Category III) - with the
objective of primarily investing in debt and quasi debt
securities.

c. IIFL Investment Opportunities Fund Series 1 (Category
III) - investments focused on multiple asset classes
including equity and equity linked instruments, private
equity, fixed income instruments, debt and debt
related instruments of Companies.

d. IIFL Asset Revival Fund Series 2 (Category III) - focused
on investments in securities with depressed valuations
but having a high probability of benefitting from
improving macro-economic scenario in the medium
to long term.
e.
IIFL Seed Ventures Fund 1, (Category II) - with
investment objective of primarily investing in private
equity, alternative investment funds and venture
capital funds, registered with SEBI, and securities of
unlisted entities.

f. IIFL Real Estate Fund Domestic Series III (Category
II) - focused on investing in equity, debt and Equity
Linked Instruments involved in projects or ventures
that have significant growth potential in the real
estate sector in India.
The total assets managed by IIFL AMC under Mutual Fund,
AIF and Portfolio Management Services have increased to
` 57,371 million as on March 31, 2016 vis--vis ` 22,056
million as on March 31, 2015.

vii. Corporate Social Responsibility
During the financial year, your Company deployed 1.92%
of its average net profits (computed as per the relevant
provisions of Companies Act 2013) of the preceding three
years on CSR projects. At the group level, besides the
Company, eight subsidiary companies came under the
purview of the provisions for CSR for the year. During the
fiscal year 2015-16, the group made a total deployment of
` 98.19 million into CSR activities.
35

All CSR efforts are directed towards identifying and
undertaking projects that hold potential and promise to
create long-term social impact, to empower marginalized
communities and enhance their quality of life. In alignment
with this objective, in financial year 2015-16, the Company
undertook a number of projects in the core areas of water
management, livelihoods, healthcare, education and
financial literacy.
Drought relief, water conservation and building rainwater
harvesting structures were key focus areas of CSR in 201516. While IIFL built two check dams and over 50 different
rainwater harvesting structures this year with a long-term
objective, many efforts were undertaken to create a base
for expanding this activity to a much bigger scale in years
to come. IIFL has vowed to make the tribal areas of Jawhar
and Mokhada drought free and it took concrete steps
towards that direction in this financial year.

IIFLs CSR has gained the necessary momentum to
implement large scale projects, which will have
substantial sustainable impact. The capabilities, systems
and processes needed to take up big activities in an
organised manner are also in place. Going forward, the
Company will broaden the scope of CSR projects not
only vertically but also horizontally to create a much
bigger and wider impact.
The Annual Report on CSR activities by the Company is
annexed herewith as Annexure - I.

viii. Investor Conference

IIFLs Enterprising India Global Investors Conference
IIFLs Seventh Enterprising India Conference concluded
on 19 February, 2016. More than 100 companies and
600 investors participated in the three-day event that
had across-the-board presence of all sectors. Given
the backdrop of technological innovations emerging
as disruptive forces across businesses, the theme for
2016 Conference was Excelling in the Digital Age.
A distinguished panel of 24 experts provided expert
opinions and insights into trends. Coming right before
the budget, IIFLs Enterprising India Conference set the
tone to jump-start the year with timely, accurate, and
granular insights.
Express Addas
IIFL Private Wealth has associated with The Indian Express to
put together Express Adda, a series of freewheeling dialogues
on contemporary issues with newsmakers in an informal
setting. The event was held in New Delhi and Mumbai.
36

Seed Venture Funds Conclave
Enhanced by the power of technology, the last couple
of years have witnessed India becoming one of the startup hubs that are poised to re-define business. IIFL Wealth
Management hosted Power Start-Ups, a series of conclaves
in Mumbai, Delhi, Jaipur, Bangalore, Chennai, Kolkata and
Pune. Start-up stalwarts along with our own in-house
experts spoke at length about various facets and trends
emerging from the milieu.

India Alternatives Investor Conference
India Alternatives, a private equity fund sponsored by IIFL
Private Wealth, held its investor conference in March 2016
at Mumbai with an illustrious panel of speakers and well
attended by investors.

ix. Awards and Recognitions
The following awards were conferred in FY16
1.
Indias Most Trusted Financial Service Brand (NonBank) by the Brand Trust Report India Study, 2016. This
is an intensive survey covering 20,000 brands across
the country.

2. www.indiainfoline.com won Best Websitein theBanking
& Investmentcategory from Website of The Year India
2015.

3. Best Customer Service in Financial Sector by World
Quality Congress - service quality awards.

4. MumbaiHot50brandsaward in the B2C category by
MumbaiBrandSummit.
5. Most accurate predictor of Sensex closing levels in
2015 by Bloomberg Poll.
6. IIFLs Budget 2015-16 campaign #BolIndiaBol won in
the Most innovative use of social media category at
the IPRCCA 2015
7.
Dr. Sarika Kulkarni, CEO of IIFL Foundation, was
presented with the prestigious 100 Most Impactful
CSR Leaders Award (Global Listing)at World CSR Day
8.
Outstanding Private Bank South Asia (Highly
Commended), 2015 by Private Banker International
(PBI) Global Wealth Awards, 2015.

9. Best Wealth Management Advisory Firm India 2015 by
the International Finance Magazine (IFM) Awards, 2015.

10. Best Private Bank for Innovation In Technology India
2015 by the International Finance Magazine (IFM)
Awards, 2015.
11.
Best Domestic Private Bank in India - Overall by
Asiamoney Private Banking Poll, 2015.

12. Best Domestic Private Bank in India >$25 million by
Asiamoney Private Banking Poll, 2015.

13. Best Wealth Management Firm India by the APAC
Insider Investment Awards.

14. Best Domestic Private Bank-India by the Asian Private
Banker Awards of Distinction.
15. Best Online Wealth Management Experience, by The

Asset Triple A Digital Enterprise Awards.
16.
Best Private Banking Services Overall, India by the
Euromoney Private Banking and Wealth Management
Survey, 2016.
17. Best Research and Asset Allocation Advice, India by the
Euromoney Private Banking and Wealth Management
Survey, 2016.
18. Best Net-worth-specific services, India, by the Euromoney
Private Banking and Wealth Management Survey, 2016.
19. Best Family Office Services, India by the Euromoney
Private Banking and Wealth Management Survey, 2016.
20. Mr. Arun Malkani, Chief Marketing Officer, was a recipient
of the Most Talented Marketing Professional (Financial
Services Sector) award by the World Marketing Congress
and CMO Council.
6. SHARE CAPITAL
During the period under review, the total share capital of the
Company has increased from ` 620,467,896/- to ` 633,073,706/pursuant to allotment of 6,302,905 equity shares of ` 2/- each
under Employee Stock Option Scheme(s) of the Company to the
eligible employees.
7. EMPLOYEES STOCK OPTION SCHEMES (ESOS)

The Company granted 900,000 stock options to employees
during the year under its Employee Stock Option Scheme
2008. The details of such grant and other particulars regarding
Employee Stock Options are attached as Annexure - II.
During the year under review, 611,000 stock options under ESOS
2007 and 461,500 stock options under ESOS 2008 granted to
employees have lapsed and the same have been added back to
the pool which can be used for further grant.
. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
8
Particulars of investments made, loans given, guarantees given
and securities provided along with the purpose for which the
loan or guarantee or security was proposed to be utilized by the
recipient are given in the standalone financial statement (please
refer to Note 09, 14 and 26 to the standalone financial statement).
9. SUBSIDIARY COMPANIES

As on March 31, 2016, the Company had 31 (Thirty One)
subsidiaries (including step down subsidiaries) / Associates
located in India and overseas. During the year, IIFL Wealth
Management Limited, a subsidiary of the Company, acquired
100% stake in IIFL Wealth Finance Limited (formerly known as
Chephis Capital Markets Limited). The Company has also acquired
1.13% of the Equity share Capital of M/s. India Infoline Finance
Limited, the Non Banking Financial subsidiary of the Company,
from M/s. Bennett Coleman & Company Ltd. Pursuant to the
said acquisition, India Infoline Finance Limited and India Infoline
Housing Finance Limited (subsidiary of India Infoline Finance

Limited) have become 100% subsidiaries of the Company.
As per Section 134 and 136 of the Companies Act, 2013 read with
applicable Rules, the Board of Directors had at their meeting held
on May 05, 2016 approved attaching the consolidated financials
of all the subsidiaries of the Company along with the Companys
financial statements. Copies of the Balance Sheet, Profit and Loss
Account, Report of the Board of Directors and Report of the
Auditors of each of the subsidiary companies are not attached
to the accounts of the Company for the financial year 2015-16.
The Company will make these documents/details available upon
request by any member of the Company. These documents/
details will also be available for inspection by any member of
the Company at its registered office and at the registered offices
of the concerned subsidiaries. The Annual Report of all the
subsidiaries will be uploaded on the website of the Company. As
required by Companies Act, 2013 and Accounting Standard - 21
(AS 21) issued by the Institute of Chartered Accountants of India,
the Companys consolidated financial statements included in
this Annual Report incorporates the accounts of its subsidiaries.
A report on the performance and financial position of each of
the subsidiaries, associates and joint ventures companies as
per the Companies Act, 2013 is provided as Annexure A of the
Consolidated financial statement and hence not repeated here
for the sake of brevity.
Pursuant to regulation 16 and 24 of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, India Infoline
Finance Limited was the Material Subsidiary of the Company for
the financial year 2015-16.
For the financial year 2016-17, the following are the Material
Subsidiaries of the Company:

i. India Infoline Finance Limited

ii. IIFL Wealth Management Limited

iii. IIFL Wealth Finance Limited
The policy on determining the material subsidiary is available on
the website of the Company at www.indiainfoline.com.
10. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
In accordance with Regulation 34 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Management
Discussion and Analysis Report forms part of this report.
11. DIRECTORS AND KEY MANAGERIAL PERSONNEL

a. Change in Directors

The Board comprises of Mr. Nirmal Jain and Mr. R.
Venkataraman as Executive Directors of the Company in their
capacity of Chairman and Managing Director respectively.
Mr. Nilesh Vikamsey, Mr. A. K. Purwar, Mr. Kranti Sinha,
Dr S. Narayan and Ms Geeta Mathur are Independent
37
Directors and Mr. Chandran Ratnaswami is a non-executive

Director of the Company. Mr. Sunil Kaul, Non Executive Director
of the Company, resigned with effect from January 20, 2016.
Mr Kranti Sinha as the Chairman of the Committee,

Mr Nilesh Vikamsey and Mr A K Purwar as members
of the Committee.
In accordance with Section 152 of the Companies Act, 2013

(Act) read with Article 137 of the Articles of Association of
the Company, Mr. Nirmal Jain, Mr. R. Venkataraman and Mr.
Chandran Ratnaswami are liable to retire by rotation at the
ensuing Annual General Meeting. Being eligible, they offer
themselves for reappointment. The Board recommends the
same for shareholders approval.
The role, terms of reference and powers of the

Nomination and Remuneration Committee
are in conformity with the requirements of the
Companies Act 2013 and SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015
and the same has been provided in the Corporate
Governance Report.
Meetings of the Board of Directors

The Board met 5 (Five) times during the year to discuss and
approve various matters including financials, appointment
of auditor, declaration of dividend, appointment of Key
Management Personnel (KMP), review of audit reports and
other board businesses. For further details please refer to
the report on Corporate Governance.

The Board has, on the recommendation of
the Nomination & Remuneration Committee
framed a Nomination and Remuneration policy
in compliance with the aforesaid provisions for
selection and appointment of Directors, KMP,
senior management personnel of the Company.
The said policy is stated in the Corporate
Governance Report of the Company.
Committees of the Board

In accordance with the applicable provisions of the
Companies Act, 2013 and SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Board
constituted the following Committees:
Audit Committee
Corporate Social Responsibility Committee
Stakeholders Relationship Committee
Risk Management Committee
Audit Committee

The Audit Committee comprises of Mr Nilesh
Vikamsey, Mr Kranti Sinha, Ms. Geeta Mathur
and Mr R. Venkataraman. The role, terms of
reference and powers of the Audit Committee
are in conformity with the requirements of the
Companies Act, 2013 and SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015.
The Committee met 5 (five) times during the year
under review and discussed on financials, audit
reports and appointment of auditors. During the
period under review, the Board of Directors of the
Company accepted all the recommendations of
the Audit Committee.
The terms of reference of Audit Committee and
other details thereof has been provided in the
Corporate Governance Report.
The Nomination and Remuneration Committee
comprises of three Independent Directors with
38
Corporate Social Responsibility Committee

As per the provision of Section 135 of the
Companies Act, 2013, the Company has constituted
Corporate Social Responsibility (CSR) Committee,
comprises of Mr Nilesh Vikamsey, Mr Nirmal Jain
and Mr R. Venkataraman. The Committee has
approved CSR Policy of the Company. The group
has set-up India Infoline Foundation (generally
referred as IIFL Foundation) a Section 8 Company
under the Companies Act, 2013, which will act as
the principal arm to undertake CSR initiatives on
behalf of the IIFL Group. The policy on corporate
social responsibility is available on the website
www.indiainfoline.com. The Annual Report on
Corporate Social responsibility is attached as
Annexure - I.
In compliance with the provision of section 178
of the Companies Act, 2013, the Company has
renamed the Share Transfer and Investor Grievance
Committee as the Stakeholders Relationship
Committee.
The role, terms of reference of the Stakeholders
Relationship Committee are in conformity with
the requirements of the Companies Act, 2013
and Regulation 20 of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015
and the same has been provided in the Corporate
Governance Report.

The Stakeholders Relationship Committee
comprises of Ms. Geeta Mathur, Independent
Director as the Chairperson, Mr Nirmal Jain and
Mr R. Venkataraman, Executive Directors as the
Members. During the financial year 2015-2016, the
Company received 31 complaints from investors
under SEBIs SCORES portal. All complaints were
redressed to the satisfaction of the investors. No
complaints were pending either at the beginning
or at the end of the year.
In compliance with the provisions of SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015 and Companies Act, 2013, the
Company has constituted a Risk Management
Committee. The objective of the Committee is
to oversee the risk management governance
structure, define and review the framework for
identification, assessment, monitoring, mitigation
and reporting of risks.
The Risk Management Committee comprises of
Mr. A. K. Purwar, Independent Director, Mr Nilesh
Vikamsey, Independent Director and Mr Nirmal
Jain, Executive Director.
Board Evaluation

Pursuant to the provisions of the Companies Act,
2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 the Board of Directors
has carried out an annual performance evaluation of its
own performance, the Directors individually including
Independent Directors. The manner in which the
evaluation has been carried out is explained in the
Corporate Governance Report.
In compliance with the provisions of the Companies
Act, 2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Independent
Directors held a meeting on March 31, 2016, and they,
inter alia:

Reviewed the performance of Non-Independent
Directors and the Board as a whole

Reviewed the performance of the Chairperson of
the Company

Assessed the quality, quantity and timeliness
of flow of information between the Companys
management and the Board, which is necessary
for the Board to effectively and reasonably
perform their duties
The Independent Directors expressed their satisfaction

with overall functioning and implementations of their
suggestions.
Declaration by Independent Directors
The Company has received necessary declaration from
each Independent Director under section 149(7) of the
Companies Act, 2013 that he/she meets the criteria
of independent laid down in Section 149(6) of the
Companies Act, 2013 and Regulation 25 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015.

b. Key Managerial Personnel

As per the definition of Key Managerial Personnel as
contained in section 2(51) of the Companies Act, 2013, the
Key Managerial Personnel in relation to the Company are:
Chief Executive Officer or Managing Director
Whole-time Director
Company Secretary
Chief Financial Officer
And, such other officer as may be prescribed
During the period, Mr. Nirmal Jain (DIN: 00010535) was
appointed as the Whole Time Director designated as the
Executive Chairman of the Company for a term of five years
with effect from April 23, 2015 and Mr. R Venkataraman
(DIN: 00011919) was appointed as the Whole Time Director
designated as the Managing Director of the Company for a
term of five years with effect from April 23, 2015.
Mr. Prabodh Agrawal was appointed as the Chief Financial
Officer of the Company with effect from January 29, 2016 in
place of Mr. Parag Shah who continue as the Chief Financial
Officer of a Subsidiary of the Company.

Mr Gajendra Thakur was appointed as the Company
Secretary of the Company with effect from June 09, 2015 in
place of Mr. Ashutosh Naik who continue as the Company
Secretary of a Subsidiary of the Company.
The Remuneration and other details of the Key Managerial
Personnel for the year ended March 31, 2016 are mentioned
in the Extract to the Annual Return in Form MGT-9, which is
attached as Annexure - III and forms a part of this report
of the Directors.
12. DIRECTORS RESPONSIBILITY STATEMENT

The Board of Directors acknowledge the responsibility for
ensuring compliances with the provisions of section 134(3)
(c) read with Section 134(5) of the Companies Act, 2013,
Clause 49 (III) (D) (4) (a) of the Listing Agreement with Stock
Exchanges (applicable up to November 30, 2015) and provisions
39
of SEBI (Listing Obligations and Disclosure Requirement)

Regulations, 2015 and based on the information provided by the
management, your Directors state that:
a) in the preparation of the annual accounts for the year ended
March 31, 2016, the applicable accounting standards read
with requirements set out under Schedule III to the Act,
have been followed and there are no material departures
from the same;
b) the Directors have selected such accounting policies and
applied them consistently and made judgements and
estimates that are reasonable and prudent so as to give a
true and fair view of the state of affairs of the Company as
at March 31, 2016 and of the profit of the Company for the
year ended on that date;
c) the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance
with the provisions of the Act for safeguarding the assets of
the Company and for preventing and detecting fraud and
other irregularities;
d) the Directors have prepared the annual accounts on a
going concern basis;
e) the Directors have laid down internal financial controls to be
followed by the Company and that such internal financial
controls are adequate and are operating effectively; and
f )
the Directors have devised proper systems to ensure
compliance with the provisions of all applicable laws and
that such systems are adequate and operating effectively.
13. RISK MANAGEMENT

Your Directors have in place Risk Management Committee to
assist the Board in (a) overseeing and approving the companys
enterprise wide risk management framework; and (b) overseeing
that all the risks that the organisation faces such as strategic,
financial, credit, market, liquidity, security, property, IT, legal,
regulatory, reputational and other risks have been identified and
assessed. There is an adequate risk management infrastructure in
place capable of addressing those risks.
The Companys management monitors and reports principal
risks and uncertainties that can affect its ability to achieve its,
strategic objectives. The Companys management systems,
organisational structures, policy, processes, standards and code
of conduct together form risk management governance system
of the Company.

The Company has in place a Risk Management Policy and
introduced several process improvements to internal controls
systems and processes to drive a common integrated view of
risks and optimal and mitigation responses. This integration is
enabled through suitable co-ordination across group wide Risk
Management, Internal Control and Internal Audit methodologies
and processes.
40
14. INTERNAL FINANCIAL CONTROLS

The Company has in place adequate internal controls with
reference to financial statements and operations and the same
are operating effectively. The Internal Auditors tested the design
and effectiveness of the key controls and no material weaknesses
were observed in their examination. Further, Statutory Auditors
verified the systems and processes and confirmed that the
Internal Financial Controls system over financial reporting are
adequate and such controls are operating effectively.
15.
CONTRACTS AND ARRANGEMENTS WITH RELATED
PARTIES

The Company has put in place a policy for Related Party
Transactions (RPT Policy), which has been approved by the
Board of Directors. The policy provides for identification of
RPTs, necessary approvals by the Audit Committee/Board/
Shareholders, reporting and disclosure requirements in
compliance with Companies Act, 2013, Listing Agreement
with Stock Exchanges (applicable up to November 30, 2015)
and provisions of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
All contracts executed by the Company during the financial year
with related parties were on arms length basis and in the ordinary
course of business. All such Related Party Transactions were placed
before the Audit Committee for approval, wherever applicable.
During the year, the Company has not entered into any contract
/ arrangement / transaction with related parties, which could be
considered material in accordance with Regulation 23 of SEBI
(Listing obligations and Disclosure Requirements) Regulations,
2015 and the policy of the Company on materiality of related party
transactions. The policy for determining material subsidiaries and
the policy on materiality of Related Party Transactions and dealing
with Related Party Transactions as approved by the Board may be
accessed on the Companys website www.indiainfoline.com. You
may refer to Note no. 31 to the financial statement, which contains
related party disclosures. Since all related party transactions
entered into by the Company were on an arms length basis and in
the ordinary course of business and the Company had not entered
into any material related party contracts, Form AOC-2 disclosure is
not required to be provided.
16. EXTRACT OF ANNUAL RETURN
The details forming part of the extract of the Annual Return of the
Company in form MGT 9 is annexed herewith as Annexure - III.
17. MATERIAL CHANGES AND COMMITMENTS AFFECTING
THE FINANCIAL POSITION OF THE COMPANY
There have been no material changes and commitments affecting
the financial position of the Company, which have occurred
between the end of the financial year of the Company to which
the financial statements relate and the date of this annual report.
18. SECRETARIAL AUDIT

The Board had appointed M/s. Nilesh Shah & Associates, Practicing
Company Secretaries, to conduct Secretarial Audit of the Company
for the year 2015-16. The Auditor had conducted the audit and
their report thereon was placed before the Board. The report of the
Secretarial Auditor is annexed herewith as Annexure - IV. There
are no qualifications or observations in the Report.
19.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION
AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The additional information on energy conservation, technology
absorption and foreign exchange earnings and outgo stipulated
under Section 134(3) (m) of the Companies Act, 2013 read with
Rule, 8 of the Companies (Accounts) Rules, 2014, is appended as
Annexure - V to and forms part of this Report.
20. WHISTLE BLOWER POLICY/ VIGIL MECHANISM
In Compliance of the Companies Act, 2013 and Regulations
22 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Company has adopted a Whistle Blower
Policy and has established the necessary vigil mechanism
for Directors, Employees and Stakeholders to report genuine
concerns about unethical behaviour, actual or suspected fraud
or violation of the Companys code of conduct or ethics policy.
21. PREVENTION OF SEXUAL HARASSMENT
Your Company recognizes its responsibility and continues to
provide a safe working environment for women, free from sexual
harassment and discrimination. In Compliance with the Sexual
Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013, the Company has put in place a Policy
on prevention of Sexual Harassment of Women at workplace.
Your Directors further state that the during the fiscal year 201516, there were no complaints received pursuant to the Sexual
Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013. The following is reported pursuant to
Section 22 of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013:

a) Number of complaints received in the year : Nil

b) Number of complaints disposed off during the year : Nil

c) Number of cases pending more than ninety days: Nil
d) Number of workshops or awareness programme against
sexual harassment carried out: Five

e) Nature of action taken by the employer or district officer:
Not applicable
22. PARTICULARS OF EMPLOYEES
Disclosures pertaining to remuneration and other details as
required under Section 197(12) of the Act read with Rule 5(1) of
the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 are provided in Annexure - VI.
Further, a statement showing the names and other particulars

of employees drawing remuneration in excess of the limits as
set out in the Rules 5(2) and 5(3) of the aforesaid Rules, forms
part of this report. However, in terms of first proviso to Section
136(1) of the Act, the Annual Report and Accounts are being
sent to the members and others entitled thereto, excluding
the aforesaid information. The said information is available
for inspection by the members at the Registered Office of the
Company during business hours on working days up to the
date of the ensuing Annual General Meeting. If any member is
interested in obtaining a copy thereof, such member may write
to the Company Secretary, whereupon a copy would be sent.
23. STATUTORY AUDITORS
M/s. Sharp & Tannan Associates, Chartered Accountants, Mumbai
(Firm Registration Number: 109983W), retire at the ensuing
Annual General Meeting holding office as such till the conclusion
of the ensuing Annual General Meeting (AGM) and being eligible
have offered themselves for re-appointment. Pursuant to the
provisions of Section 139 of the Companies Act, 2013 and the
Rules framed there under, the Board proposes reappointment
of M/s. Sharp & Tannan Associates as Statutory Auditors of the
Company from conclusion of this AGM till the conclusion of
the next AGM. M/s. Sharp & Tannan Associates have furnished
a certificate to the effect that the proposed re-appointment, if
made, will be in accordance with the provisions of Section 139
and 141 of the Companies Act, 2013. The Auditors Report for
the financial year 2015-16 does not contain any qualification,
reservation or adverse remarks.
24. FEMA COMPLIANCE
During the year, the Company received the FIPB approval vide
its letter no. F No. 96(2016)/19(2015) dated November 20, 2015
for increasing the foreign investments limit from 50.16% to 80%
of equity by FIIs/FDI and the Company is in compliance with the
conditions mentioned therein.

Pursuant to RBI Master circular No. 15/2015-16 dated July
01, 2015, the Statutory auditor of the Company has certified
confirming compliances with regards to Regulations on
downstream investments and other FEMA provisions.
25. CORPORATE GOVERNANCE
As per SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, a separate section on corporate governance
practices followed by the Company, together with a certificate
from the Companys Statutory auditor confirming compliance
forms an integral part of this Report.
26. GENERAL

Your Directors state that during the financial year 2015-16:

1. The Company did not accept/renew any deposits within
the meaning of Section 73 of the Companies Act, 2013
41
and the rules made there under and as such, no amount

of principal or interest was outstanding as on the
balance-sheet date.
2. The Company has not issued equity shares with differential
rights as to dividend, voting or otherwise.
3. The Company has not issued any sweat equity shares during
the year.
4. There are no significant and material orders passed against
the Company by the Regulators or Courts or Tribunals,
which would impact the going concern status of the
Company and its future operations.
27. APPRECIATION
Your Directors place on record their sincere appreciation for the
assistance and guidance provided by the government, regulators,
stock exchanges, other statutory bodies and Companys bankers
for the assistance, cooperation and encouragement extended to
the Company.
42
Your Directors also gratefully acknowledge all stakeholders of

the Company viz. customers, members, dealers, vendors, banks
and other business partners for the excellent support received
from them during the year. Our employees are instrumental
in the Company to scale new heights, year after year. Their
commitment and contribution is deeply acknowledged. Your
involvement as shareholders is also greatly valued. Your Directors
look forward to your continuing support.
For and on behalf of the Board
Nirmal Jain
Chairman
DIN: 00010535
Date: May 05, 2016
Place: Mumbai
Annexure I to Directors Report
The Annual Report on Corporate Social Responsibility (CSR) Activities

[Pursuant to clause (o) of sub-section (3) of section 134 of the Companies Act 2013 and Rule 9 of the Companies (Corporate Social Responsibility)
Rules, 2015]
1.
A BRIEF OUTLINE OF THE COMPANYS CSR POLICY,
INCLUDING OVERVIEW OF PROJECTS OR PROGRAMS
PROPOSED TO BE UNDERTAKEN AND A REFERENCE TO
THE WEB-LINK TO THE CSR POLICY AND PROJECTS OR
PROGRAMS
As a socially responsible corporate citizen, the IIFL Group is committed
to the core values of collective progress and welfare. IIFL Holdings
Limited aims to undertake initiatives that create sustainable growth
and empowers under privileged sections of society. The areas of focus
of CSR for IIFL Group are as follows:

Integrated Rural Development, Drought Relief & Water
Conservation.

Education & Financial Literacy

Health

Economic Empowerment of Women

Sustainability
The IIFL Group has established the India Infoline Foundation
(generally referred as IIFL Foundation) to manage CSR projects
on behalf of the companies. The CSR Policy adopted by IIFL
Holdings Limited can be accessed at: www.indiainfoline.com.

2. THE COMPOSITION OF THE CSR COMMITTEE

The CSR Committee of your company comprises Mr. Nirmal Jain,
Mr. Nilesh Vikamsey and Mr. R Venkataraman
3.
AVERAGE NET PROFIT OF THE COMPANY FOR LAST
THREE FINANCIAL YEARS
Average Net Profit as per Section 135 of the Companies Act 2013
was calculated to be ` 116,988,247/4. PRESCRIBED CSR EXPENDITURE (TWO PER CENT OF THE
AMOUNT AS IN ITEM 3 ABOVE)
The recommended CSR expenditure for IIFL Holdings Limited as
per Section 135 for the financial year 2015-16 was ` 2,339,765/5. DETAILS OF CSR SPENT DURING THE FINANCIAL YEAR
(a)
Total amount spent for the financial year: During the
financial year 2015-16, IIFL Holdings Limited spent a total
of ` 2,250,000/- on carrying out CSR projects as part of the
Section 135 obligation.

(b) Amount unspent, if any: ` 89,765/-
(c) Manner in which the amount spent during the financial year is detailed below:
S. CSR Project or activity
No identified
Supporting relief and

rehabilitation of hospitals and
schools in the flood affected
areas of Jammu & Kashmir
Supporting promotion of
culture
Supporting Consumer
Research & Awareness
Creation
Supporting activities of IIFL

Foundation to educate the
street children
Supporting IIFL Foundation
to work with street girls on
health & hygiene
Sector in which
the project is
covered
Disaster Relief &

Rehabilitation
Projects or
Programs
1. Local area or
other
2. Specified
Location
Jammu & Kashmir
Amount Outlay Amount spent on

(budget) on
the projects or
Project or
programs (`)
Programs (INR)
1. Direct
Expenditure
2 . Overhead
Cumulative
expenditure
up to the
reporting
period (`)
Amount Spent:
Direct or through
implementing
agency (`)
1,500,000
Direct-1,500,000
1,500,000
1,500,000 Through
Americares India
Foundation
Promotion &
Preservation of
Culture
Promoting
Consumer
Education
Chennai, Tamil
Nadu
100,000
Direct-100,000
100,000
100,000 Through
Metthur Mali
Bangalore,
Karnataka
500,000
Direct-500,000
500,000
Promotion of
Education
Mumbai,
Maharashtra
50,000
Direct- 50,000
50,000
500,000 Through
Peoples Research
on Indias Consumer
Education
50,000 Through IIFL
Foundation
100,000
Direct - 100,000
100,000
Promotion of
Mumbai,
Health & Hygiene Maharashtra
100,000 Through IIFL

Foundation
Apart from the above-mentioned projects, IIFL through its Group of Companies has undertaken several other high impact CSR projects
during the financial year 2015-16. Some of these have been briefly discussed in point no. 6.
43
Annexure I to Directors Report
6. IN CASE THE COMPANY HAS FAILED TO SPEND THE TWO

PER CENT OF THE AVERAGE NET PROFIT OF THE LAST
THREE FINANCIAL YEARS OR ANY PART THEREOF, THE
COMPANY SHALL PROVIDE THE REASONS FOR NOT
SPENDING THE AMOUNT IN ITS BOARD REPORT
IIFL has been engaged in several community and social welfare
projects and programmes. Based on evaluation of particular
project/programme and finalisation by its CSR Committee, the
Company has been contributing towards implementation of
such project and programmes.
Accordingly, during the financial year 2015-16, the Company
had successfully deployed 1.92% of its average net profits of
the preceding three years on CSR projects based on the actual
implementation of the projects. The Company is committed to
CSR spend through implementation of various ongoing projects
and new projects. It will enhance the scope of its CSR projects
and will make concerted efforts to deploy the prescribed
amount in the coming years.
District of Maharashtra drought free. Water scarcity in Jawhar

is stark and not only is access to drinking water a challenge
and women have to travel large distances to fetch water
but lack of water throughout the year has also resulted in
large scale migration of farmers after the paddy season.
In 2015-16, IIFL constructed two big check dams and over
50 other rain water harvesting structures. The impact was
immediate and direct as not only the ground water table
rose substantially in these areas but importantly over 40
farmers did not have to migrate for the first time in their
life and are growing flowers and vegetables throughout
the year. This is positively affecting the rural local economy
sustainably making the change visible. IIFL has vowed to
make Jawhar drought free and will take big steps in this
direction in coming years.

iii. Women Empowerment Programs: IIFL Group believes

that there is no tool for development more effective than
the empowerment of women. Over and above training,
skilling and supporting women to start micro enterprises,
IIFL Group also supported a Womens Development
Centre in Kankroli, Rajsamand District, which is one of
the most backward areas in Rajasthan. Going forward,
IIFL Foundation will be conducting several skill training &
income generation programs for the women, which will not
only help them to break the vicious circle of poverty but
also importantly enhance their status in the community. A
nursing school for underprivileged girls was also supported
in Ponda, Goa. This school would train 250 young girls and
support them with sustainable employment opportunities.
With a starting average salary of ` 78,000/- pa , these girls
and their familys destiny would definitely change for good.
iv. Education & Financial Literacy: Financial Literacy is one

of the flagship programs of IIFL Group and under its FLAME
(Financial Literacy Agenda for Mass Empowerment Initiative)
has been undertaking several programs for people from all
walks of life. In 2015-16 the focus was Financial Literacy for
the rural areas and over 1,50,000 people from the tribal belt
of Maharashtra underwent this program in this financial
year. Over and above, this IIFL Group conducted several
programs in various other states of India.
v. Financial Services Hackathon: IIFL being one of the

leading companies in the financial services space has a
moral obligation of supporting not only financial literacy
programs but importantly start ups that can propel large
scale financial inclusion. IIFL in association with the CIIE
(Centre for Innovation & Incubation) at IIMA hosted a one
of its kind financial services business plan competition of
which the top three ideas would be incubated at IIMA.
In order to ensure that CSR projects undertaken are selected,

implemented and monitored in a strategic and systematic
manner, such that the impact can be sustainable, the companys
efforts for the financial year 2015-16 included establishing
systems and processes. Towards this end, the Company has been
working on the followings projects:

44
i.
Tribal development through holistic long-term
interventions: IIFL Group has adopted 32 Tribal hamlets in
three villages of Walvanda, Shiroshi & Kasatwadi of Jawhar
Taluka in Palghar District under IIFLs flagship program Gram
Vardhan Yojana. This entails working on all social parameters,
which include building check dams and other rainwater
harvesting structures to ensure yearlong supply of water,
agri based livelihoods, income generation skill development
& programs for women, vocational training for tribal boys,
community sanitation units for the hamlets as well as
overhauling the entire health & education infrastructure
in these villages. In the first year of Gram Vardhan Yojana,
due to the different interventions over 30 families instead
of migrating to Mumbai are growing vegetables and fruits
and are able to earn a decent & honorable livelihood. Our
sanitation units are also contributing to creating Open
Defecation Free tribal areas, which is also contributing to the
Swachh Bharat initiative of the Government of India. These
and other programs are contributing to strengthening the
rural economy and thereby starting a virtuous cycle of
transformation, growth & prosperity.
ii. Building Check dams and other rainwater harvesting
structures in drought prone Jawhar: IIFL Foundation
has vowed to make the tribal areas of Jawhar taluka, Palghar
vi. Health Interventions: The IIFL Group of Companies

has undertaken various projects to provide the rural poor
access to healthcare services. Amongst various measures,
free health check-up camps were conducted in rural areas
of Pandharpur, Maharashtra, Barsana, UP and Jawhar,
Maharashtra. Over two lakh people were checked and
screened in these camps while over 15,000 eye surgeries
were performed. IIFL also supported a Cancer screening
camp for the rural poor in Karnataka where over 1,00,000
people got themselves checked.
Going forward, IIFL Holdings Limited will assign high priority
to undertaking CSR projects that focus on generating
sustainable rural livelihoods by spreading financial literacy.
7. RESPONSIBILITY STATEMENT OF THE CSR COMMITTEE

Through this report, the Company seeks to communicate
its commitment towards CSR to the stakeholders. The
implementation and monitoring of the CSR Policy is in
compliance with the CSR objectives and policies as laid
down in this report. The Board of the company and the CSR
Committee is responsible for the integrity and the objectivity of

all the information provided in the disclosure above. All projects
reported have been selected based on careful evaluation of the
extent to which they create sustainable positive outcomes for
marginalized segments of society. The company has adopted
measures to ensure that these projects are implemented in an
effective and efficient manner so that they are able to deliver
maximum potential impact. In line with the requirements of the
Section 135, the company has also established a monitoring
mechanism to track the progress of its CSR projects.
For IIFL Holdings Limited
Nirmal Jain
Chairman
DIN: 00010535
R. Venkataraman
Managing Director
DIN: 00011919
Date: May 05, 2016

Place: Mumbai
45
Annexure II to Directors Report
Disclosure in the Directors Report as per SEBI Guidelines/Regulations and Companies Act, 2013
Particulars
Options outstanding as at the beginning of the year
Options granted during the year
Pricing Formula
ESOP 2007
2,299,755
-
d
Options Vested**
e
Options Exercised**
f
Total no. of shares arising as result of exercise of Options
g
Options lapsed *
h
Variation in terms of Options
i
Money realised by exercise of Options (In Million)
j
Total number of options in force**
** The number of options have been reported as on 31-03-2016
1,000,000
1,688,755
1,688,755
611,000
None
118.21
-
a
b
c
ESOP 2008
11,345,650
900,000
The Exercise Price may be
decided by the compensation
committee in accordance with
Securities and Exchange Board
of India (Employee Stock Option
Scheme and Employee Stock
Purchase Scheme) Guidelines/
SEBI (Share Based Employee
Benefits) Regulations, 2014 and
any amendments thereto, subject
to a maximum discount of 35% to
the market price.
2,187,500
7,114,150
7,114,150
461,500
None
261.07
4,670,000
* Lapsed Options includes options cancelled/lapsed.

ESOP 2008
k
Employee wise details of options granted to:

-
Senior Management (Including Key Managerial Personnel)
- any other employee who receives a grant in any one year of option amounting
to 5% or more of option granted during that year
- identified employees who were granted option, during any one year, equal to
or exceeding 1% of the issued capital (excluding warrants and conversions) of
the company at the time of grant
Diluted earnings per share pursuant to issue of shares on exercise of option
calculated in accordance with AS 20 Earnings per Share
Pro Forma Adjusted Net Income and Earning Per Share
Particulars
Net Income
As Reported
Add: Intrinsic Value Compensation Cost
Less: Fair Value Compensation Cost
Adjusted Pro Forma Net Income
Earning Per Share: Basic
As Reported
Adjusted Pro Forma
Earning Per Share: Diluted
As Reported
Adjusted Pro Forma
46
NIL
NIL
Nil
`
1,719,813,288
1,719,813,288
5.49
5.49
5.46
5.46
n
(a)
(b)
(c)
(a)
(b)
(c)
o
Weighted average exercise price of Options granted during the year whose
Exercise price equals market price
Exercise price is greater than market price
Exercise price is less than market price
ESOP 2008
180.00
N.A.
N.A.
Weighted average fair value of options granted during the year whose
Exercise price equals market price
73.42
Exercise price is greater than market price
N.A.
Exercise price is less than market price
N.A.
Description of method and significant assumptions used to estimate the fair value of The fair value of the options granted has been estimated using
options
the Black-Scholes option pricing Model. Each tranche of vesting
have been considered as a separate grant for the purpose of
valuation. The assumptions used in the estimation of the same
has been detailed below:
Weighted average values for options
granted during the year
Variables
ESOP 2008
Stock Price
180.00
Expected Volatility
45.45%
Riskfree interest Rate
7.91%
Exercise Price
180.00
Time To Maturity
5.50
Dividend yield
3.11%
73.42
Stock Price: Closing price on NSE as on the date of grant has been considered for valuing the grants.
Volatility: We have considered the historical volatility of the stock till the date of grant to calculate the fair value.
Risk-free rate of return: The risk-free interest rate being considered for the calculation is the interest rate applicable for a maturity equal to the expected
life of the options based on the zero-coupon yield curve for Government Securities.
Exercise Price: The Exercise Price may be decided by the compensation committee in accordance with Securities and Exchange Board of India
(Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines / SEBI (Share Based Employee Benefits) Regulations, 2014 and any
amendments thereto, subject to a maximum discount of 35% to the market price.
Time to Maturity: Time to Maturity / Expected Life of options is the period for which the Company expects the options to be live. The minimum life of
a stock option is the minimum period before which the options cannot be exercised and the maximum life is the maximum period after which the
options cannot be exercised.
Expected divided yield: Expected dividend yield has been calculated as an average of dividend yields for the three financial years preceding the date of
the grant.
For and on behalf of the Board
Nirmal Jain
Chairman
DIN: 00010535
Date: May 05, 2016
Place: Mumbai
47
Annexure III to Directors Report
Form No. MGT-9

Extract of Annual Return
as on the financial year ended on March 31, 2016
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies
(Management and Administration) Rules, 2014]
I.
REGISTRATION AND OTHER DETAILS

i) CIN:
ii) Registration Date
iii) Name of the Company
iv) Category / Sub-Category of the Company
v) Address of the Registered office and contact details
vi) Whether listed company

vii) Name, Address and Contact details of Registrar and Transfer Agent, if any
L74999MH1995PLC093797
18/10/1995
Public Company Limited by shares
IIFL House, Sun Infotech Park, Road No. 16V, Plot No.B-23,
Thane Industrial Area, Wagle Estate, Thane-400604
Tel No.: 022-42499000
Fax No.: 022- 25806654
Yes
Link Intime India Private Limited
C-13, Pannalal Silk Mills Compound,
LBS Marg, Bhandup (W), Mumbai - 400 078
Tel: +91 22 2596 3838
Fax: +91 22 2594 6969
E-mail : mumbai@linkintime.co.in
Website: www.linkintime.co.in
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of the Company are given below:Name and Description of main products/ services
Financial Services activities - Merchant Banking, Investment
Advisory and others

NIC Code of the Product/ service

6619-66190
% to total turnover of the Company

100%
* As per National Industrial Classification 2008 Ministry of Statistics and Programme Implementation
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

Sr. Name of the company
No.
1
48
Address of the company
12A-10, 13th Floor, Parinee

Crescenzo, G Block, C-38&39,
Bandra Kurla Complex, BandraEast, Mumbai- 400051
India Infoline Housing Finance 12A-10, 13th Floor, Parinee
Limited
Crescenzo, G Block, C-38&39,
Bandra Kurla Complex, BandraEast, Mumbai- 400051
IIFL House, Sun Infotech Park,
Road No. 16V, Plot No.B-23, Thane
Industrial Area, Wagle Estate,
Thane, Maharashtra, 400604.
IIFL Wealth Management
Limited
India Alternatives Investment 6th Floor, IIFL Centre, Kamala
Advisors Private Limited
City, SB Marg, Lower Parel,
Mumbai-400013
CIN/GLN
Holding/
Subsidiary/
Associate
Subsidiary
% of
shares
held*
100
Applicable
section
U65993MH2006PLC166475
Step-down
subsidiary
100
2(87)
U99999MH1996PLC132983
Subsidiary
99.99
2(87)
U74140MH2008PLC177884
Subsidiary
60.84
2(87)
U74140MH2010PTC198879
Step-down
subsidiary
43.20#
2(87)
U67120MH2004PLC147365
2(87)

No.
CIN/GLN
6th Floor, IIFL Centre, Kamala

Mumbai-400013
U74900MH2010PLC201113
7
8
9
10
11
12
13
14
15
16
17
18
19
20
IIFL Asset Management

Limited (Formerly India
Infoline Asset Management
Company Limited)
India Infoline Commodities
Limited
India Infoline Foundation
143 MGR Road, Perungudi,

Chennai, Tamil Nadu, 600096.
IIFL Centre, Kamala City, SB Marg,
Lower Parel, Mumbai-400013
India Infoline Insurance
Brokers Limited
India Infoline Insurance
Services Limited
India Infoline Media and
Research Services Limited
IIFL Trustee Limited (Formerly 6th Floor, IIFL Centre, Kamala
India Infoline Trustee
Company Limited)
Mumbai-400013
IIFL Alternate Asset Advisors
Limited
IIFL Asset Reconstruction
Limited
5paisa Capital Limited
143 MGR Road, Perungudi,
(Formerly IIFL Capital Limited) Chennai, Tamil Nadu, 600096.
IIFL Distribution Services
Limited
IIFL Investment Adviser and
Trustee Services Limited
IIFL Properties Private Limited IIFL Centre, 8TH Floor, Kamala
(Formerly Ultra Sign and
Display Private Limited)
Mumbai-400013
IIFL Facilities Services Limited IIFL House, Sun Infotech Park,
(Formerly IIFL Realty Limited) Road No. 16V, Plot No.B-23, Thane
6th Floor, IIFL Centre, Kamala
(Formerly Chephis Capital
Markets Limited)
Mumbai-400013
Holding/
Subsidiary/
Associate
Step-down
subsidiary
% of
shares
held*
60.84
Applicable
section
U51100TN2004PLC077573
Subsidiary
100.00
2(87)
U80901MH2015NPL253380
100.00
2(87)
U66010MH2005PLC154486
Subsidiary
[Section 8 Company]
Subsidiary
100.00
2(87)
U74140MH2000PLC129816
Subsidiary
100.00
2(87)
U93090MH2006PLC165592
Subsidiary
100.00
2(87)
U74990MH2009PLC193063
Step-down
subsidiary
60.84
2(87)
U74120MH2011PLC219930
Step-down
subsidiary
60.84
2(87)
U74120MH2015PLC260200
Subsidiary
100.00
2(87)
U67190TN2007PLC081895
Subsidiary
100.00
2(87)
U45201MH1995PLC228043
Step-down
subsidiary
60.84
2(87)
U74990MH2010PLC211334
Step-down
subsidiary
60.84
2(87)
U28999MH1997PTC110615
Step-down
subsidiary
100.00
2(87)
U70102MH2007PLC176401
Subsidiary
100.00
2(87)
U65990MH1994PLC080646
Step-down
subsidiary
60.84
2(87)
2(87)
49

No.
21
22
23
24
25
26
27
28
29
30
31
50
IIFL Private Wealth Hong Kong Suite 2105, Level 21, The Center,
Limited
99 Queen's Road Central, Hong
Kong
IIFL Private Wealth
Level 8, Unit 8, Liberty House,
Management (Dubai) Limited P.O.Box 115064, Dubai, U.A.E.
IIFL Inc
Hippodrome, 1120 Avenue of
The Americas Suite 1502,
New York, NY - 10036
45 King William Street, London,
EC4R 9AN, UK
IIFL Private Wealth (Suisse) SA 3 rue de la Croix dOr 1204
Geneva
IIFL Capital Inc.
1114 Avenue of the Americas,
34th Floor, New York,NY - 100036
IIFL Private Wealth (Mauritius) 5th Floor, Barkly Wharf, Le
Ltd
Caudan Waterfront, Port Louis,
Republic of Mauritius
IIFL (Asia) Pte. Limited
6 Shenton Way, #18-08B OUE
Downtown 2, Singapore 068809
IIFL Securities Pte. Limited
Meenakshi Towers LLP
5C, EGA Trade Centre, 809,
P.H.Road Kilapuk, Chennai600010
CIN/GLN
Holding/
Subsidiary/
Associate
Step-down
subsidiary
% of
shares
held*
60.84
Applicable
section
Step-down
subsidiary
Step-down
subsidiary
60.84
2(87)
60.84
2(87)
Not Applicable
Subsidiary
100.00
2(87)
Not Applicable
Step-down
subsidiary
Subsidiary
60.84
2(87)
100.00
2(87)
Not Applicable
Not Applicable
Not Applicable
Not Applicable
Not Applicable
Step-down
subsidiary
60.84
2(87)
Not Applicable
Step-down
subsidiary
Step-down
subsidiary
Step-down
subsidiary
Associate
60.84
2(87)
60.84
2(87)
60.84
2(87)
50
2(6)
Not Applicable
Not Applicable
Not Applicable
* Representing aggregate percentage of equity shares held by the Company and / or its subsidiaries.
# IIFL Wealth Management Limited, a subsidiary of the Company, holds 71% of the paid up share capital of India Alternatives Investment Advisors Private Limited.
2(87)
Shareholding of Promoter and Promoter Group
Indian
Individuals / Hindu Undivided Family
Central Government / State Government(s)
Bodies Corp.
Financial Institutions / Banks
Any Other (Specify)
(A)
[1]
(a)
(b)
(c)
(d)
(e)
Non-Institutions
Bodies Corp.
Indian
Overseas
Individuals
[2]
i)
ii)
b)

0
12,163,259
0
0
122,090,621
124,234,300
Insurance Companies
(f )
Sub-total (B)(1):-
Venture Capital Funds
(e)
Any Other (Specify)
State Govt(s)
(d)
(i)
Central Govt
(c)
37,366
2,106,313
Foreign Venture Capital Investors
Financial Institutions / Banks
(h)
Mutual Funds / UTI
(b)
Foreign Institutional Investors
Institutions
(a)
92,361,432
(g)
Public Shareholding
Sub Total (A)(2)
[1]
Any Other (Specify)
(e)
(B)
Banks/ FI
(d)
Total Shareholding of Promoter and Promoter

Group(A)=(A)(1)+(A)(2)
Bodies Corporate
(c)
(A)
Other-Individuals
NRI Individuals
(b)
Foreign
(a)
92,361,432
4,000,000
88,361,432
Demat
122,090,621
37,366
2,106,313
92,361,432
92,361,432
4,000,000
88,361,432
Total
12,163,259
0 124,234,300
Physical
0.00
3.92
40.05
0.00
0.00
39.35
0.00
0.00
0.00
0.00
0.01
0.68
29.77
0.00
0.00
0.00
0.00
0.00
0.00
29.77
0.00
0.00
1.29
0.00
28.48
% of Total
Shares
No. of Shares held at the beginning of the year

(As on April 01, 2015)
[2]
Sub Total (A)(1)
Category of Shareholders
Sr
No
0
0
0
0
0
0
0
0
0
0
0
0
0
0
3,736,482
72,048,978
6,169
70,376,169
1,666,640
92,361,432
92,361,432
0
4,000,000
Physical
Demat
3,736,482
72,048,978
70,376,169
6,169
1,666,640
92,361,432
92,361,432
4,000,000
88,361,432
Total
1.18
22.76
22.23
0.53
29.18
0.00
0.00
0.00
0.00
0.00
0.00
29.18
0.00
0.00
1.26
0.00
27.92
% of Total
Shares
No. of Shares held at the end of the year

(As on March 31, 2016)
88,361,432
IV. SHARE HOLDING PATTERN (EQUITY SHARE CAPITAL BREAKUP AS PERCENTAGE OF TOTAL EQUITY)

i) Category-wise Share Holding
0.00
(2.74)
(17.29)
0.00
0.00
(17.12)
0.00
0.00
0.00
0.00
(0.01)
(0.15)
(0.59)
0.00
0.00
0.00
0.00
0.00
0.00
(0.59)
0.00
0.00
(0.03)
0.00
(0.56)
% Change
during the
year
51
52
656,145
800,000
Clearing Member
Foreign Companies
17,000,000
2,700,000
1,300,000
Madhu N Jain
Ardent Impex Pvt Ltd
Orpheus Trading Pvt Ltd.
Total
92,361,432
200,000
19,909,432
Aditi Athavankar
51,252,000
Venkataraman Rajamani
No. of Shares
29.77
0.06
0.42
0.87
5.48
6.42
16.52
% of total
Shares of the
company
93,638,216
12,254,644
800,000
656,145
1,079,996
6,597,493
18,404,445
1,000,000
75,000
31,965,405
8,641,829
Total
0
0
1,585,677 310,233,948
1,585,677 217,872,516
1,585,677
225,000
1,177,372
183,305
Physical
NA
NA
NA
NA
NA
NA
NA
% of Shares
Pledged /
encumbered
to total shares
Share holding at the beginning of the year

Nirmal Jain
Shareholders Name
ii) Shareholding of Promoters
308,648,271
Sub Total ( C )
Total (A)+(B)+(C)
0
0
Custodian/DR Holder
[1]
216,286,839
Shares held by the Custodian for GDRs & ADRs
Total Public Shareholding(B)=(B)(1)+(B)(2)
92,052,539
1,079,996
Foreign Nationals
Sub Total (B)(2)
6,597,493
NRI(Non Repatriable)
12,254,644
18,179,445
NRI (Repatriable)
Foreign Portfolio Investor (Corporate)
1,000,000
Qualified Foreign Investors
Employee Trusts
75,000
30,788,033
(ii) Individual shareholders holding nominal share

capital in excess of ` 1 lakh
Any Others
8,458,524
Demat
0
225,000
0
0
0
0
0
16,410,714
6,529,932
751,975
87,857
68,788,445
14,256,422
0
0
16.19
6.29
5.37
0.85
0.42
0.06
51,252,000
19,909,432
17,000,000
2,700,000
1,300,000
200,000
29.18
% of total
Shares of the
company
No. of Shares
92,361,432
0
0
100
0.00
0.00
70.82
48.06
4.50
21.73
0.03
0.24
2.06
5.26
0.00
0.02
10.08
2.95
% of Total
Shares
0.00
0.00
0.00
0.59
17.88
0.55
21.47
(0.18)
(0.11)
(0.07)
(0.67)
(0.32)
0.00
(0.22)
0.16
% Change
during the
year
NA
NA
NA
NA
NA
NA
NA
(0.59)
0.00
0.00
(0.02)
(0.11)
(0.13)
(0.33)
% change in
share holding
during the
% of Shares
year
Pledged /
encumbered
to total shares
328,050 316,536,853
328,050 224,175,421
Share holding at the end of the year

100 316,208,803
0.00
0.00
70.23 223,847,371
14,256,422
68,788,445
87,857
751,975
6,529,932
16,635,714
75,000
31,920,275
9,344,341
Total
328,050 152,126,443
31,920,275
103,050
9,241,291
75,000
Physical
Demat
No. of Shares held at the end of the year

30.18 151,798,393
3.95
0.26
0.21
0.35
2.13
5.93
0.32
0.02
10.30
2.79
% of Total
Shares
No. of Shares held at the beginning of the year

(i) Individual shareholders holding nominal share

capital upto ` 1 lakh.
Category of Shareholders
(C)
Sr
No
iii) Change in Promoters Shareholding

Particulars
Cumulative Shareholding
during the year
Shareholding at the
beginning of the year
At the beginning of the year (April 01, 2015)
No. of shares
% of total
shares of the
Company
No. of
shares
% of total
shares of the
Company
92,361,432
29.77
92,361,432
29.77*
N.A.
N.A.
N.A.
N.A.
92,361,432
29.18 *
92,361,432
29.18*
Date wise Increase / Decrease in Promoters Share holding during the year
specifying the reasons for increase / decrease (e.g. allotment / transfer /
bonus/ sweat equity etc):
At the end of the year (March 31, 2016)
Note: - *There is no change in total shareholdings of promoters between 01-04-2015 to 31-03-2016. The decrease in % of total shares of the Company from 29.77% to 29.18% is
due to allotment of shares under ESOS Scheme to the employees/Directors at various dates during the year.
iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs)
Sr. Name of shareholders
No.
Shareholdings at the
No. of shares
end of the year
Change in Shareholdings
(No. of shares)
% of total
shares of the
Company
Increase
Decrease
No. of
shares
% of total
shares of the
Company*
FIH Mauritius Investments Ltd
68,788,445
68,788,445
21.73
HWIC Asia Fund Class A Shares
27,910,000
9.00
27,910,000
8.82
Copthall Mauritius Investment Limited
16,305,530
5.26
16,305,530
5.15
Bharat H Parajia
15,721,778
5.07
235,000
15,486,778
4.89
Bank Muscat S A O G A/C Bank Muscat India Fund
12,598,222
4.06
12,598,222
3.98
Sat Pal Khattar
7,950,085
2.56
1,778,557
6,171,528
1.95
Morgan Stanley Asia (Singapore) PTE.
5,925,652
1.91
1,427,926
4,497,726
1.42
WF Asian Reconnaissance Fund Limited
3,892,892
3,892,892
1.23
Ashish Dhawan
4,441,035
1.43
888,207
3,552,828
1.12
10
Dimensional Emerging Markets Value Fund
2,950,324
2,950,324
0.93
Note: *The changes in the % of the shareholdings of the above shareholders was due to allotment of shares under ESOS scheme to the employees/Directors and purchases/sales
made by the shareholders during the year.
v) Shareholding of Directors and Key Managerial Personnel

Sr. Name of Directors and KMP
No.
end of the year
Change in Shareholdings
(No. of shares)
No. of shares
% of total
shares of the
Company
Increase
Decrease
No. of
shares
% of total
shares of the
Company
1.
Mr. Nirmal Jain
51,252,000
16.52
51,252,000
16.19*
2.
Mr. R. Venkataraman
19,909,432
6.42
19,909,432
6.29*
3.
Mr. Nilesh Vikamsey
115,000
0.04
25,000
140,000
0.04
Mr. Kranti R Sinha
90,000
0.03
12,500
102,500
0.03
5.
Mr. Arun Kumar Purwar
50,000
0.02
25,000
75,000
0.02
6.
1,027,924
0.33
1,500,000
159,840
2,368,084
0.75
Mr. Prabodh Agrawal
*The decrease in % of total shares is due to allotment of shares under ESOS Scheme to employees/Directors during the year.
# Mr. Prabodh Agrawal was appointed as Chief Financial Officer w.e.f January 29, 2016.
53
V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due for payments
Particulars
Indebtedness at the beginning of year
(i) Principal amount
(ii) Int. due but not paid
(iii) Int. accrued but not due
Total (i+ii+iii)
Changes in Indebtedness during the year
Addition
Reduction
Net Change
Indebtedness at the end of the financial year (31.03.2016)
(I) Principal amount
(ii) Int. due but not paid
(iii) Int. accrued but not due
Total (i+ii+iii)
(Amount in `)
Secured Loans
excluding Deposits
Unsecured
Loans
Deposit
Total
Indebtedness
500,000,000
Nil
770,547
Nil
Nil
Nil
Nil
Nil
Nil
500,000,000
Nil
770,547
500,770,547
Nil
Nil
500,770,547
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
500,000,000
Nil
63,789,159
Nil
Nil
Nil
Nil
Nil
Nil
500,000,000
Nil
63,789,159
563,789,159
Nil
Nil
563,789,159
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-time Directors and/or Manager
Particulars of Remuneration
Name of MD/WTD/Manager
Gross salary
(a) Salary as per provisions contained in section 17(1) of the Income- tax Act, 1961
(b) Value of perquisites u/s 17(2) of the Income Tax Act, 1961
(c) Profits in lieu of salary under section 17(3) of the Income Tax Act, 1961
Stock Option
Sweat Equity
Commission
-
as % of profit
-
others, specify
Others[Companys contribution towards PF, pension fund and NPS]
Name of MD/WTD/ Manager

Total Amount (`)
*Mr. Nirmal Jain
*Mr. R. Venkataraman
Total (A)
Ceiling as per the Act
34,791,600
24,721,600
59,513,200
` 190,431,076/- being 10% of the net profit of the Company
calculated as per Section 198 of the Companies Act, 2013.
34,770,000
0
0
0
0
24,400,000
0
0
0
0
59,170,000
0
0
0
0
0
0
21,600
0
0
321,600
0
0
343,200
* E ntire Remuneration is paid by the subsidiaries of the Company i.e. India Infoline Finance Limited and India Infoline Limited to Mr. Nimal Jain and Mr. R. Venkataraman
respectively.
54
Independent Directors
- Fees for attending board/ committee meetings
- Commission
- Other
Total (1)
Other Non-Executive Directors
- Fees for attending board/ committee meetings
Total (2)
Total (B)=(1+2)
Total Managerial Remuneration
Overall Ceiling as per the Act
B. Remuneration to other directors

Name of Director
N.A.
N.A.
1,360,000
N.A.
N.A.
1,270,000
N.A.
N.A.
1,405,000
405,000
1,000,000
Nil
1,405,000
Gross Salary
a. Salary as per provisions contained in Section 17(1) of the Income-tax Act,
1961
b. Value of perquisites u/s 17(2) of the Income-tax Act, 1961
c. Profits in lieu of salary under section 17(3) of the Income tax Act, 1961
&
Stock Option
Sweat Equity

Commission

- as % of profit
Others, please specify [Companys contribution towards PF and pension fund]
Total
Nil
Nil
Nil
N.A.
N.A.
N.A.
N.A.
Nil
Nil
Nil
N.A.
N.A.
N.A.
N.A.
Mr. Sunil Mr. Chandran

Kaul$ Ratnaswami
3,058,537
-----
-172,728
3,231,265
3,626,653
-----
--3,626,653
-45,600
2,915,424
----
2,869,824
Name of the Key Managerial Persons

@Mr. Prabodh
*Mr. Parag Shah
#Mr. Gajendra Thakur
Agrawal (Chief
(Chief Financial
(Company Secretary)
Financial Officer)
Officer)
C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD

Name of Key Management Personnel
N.A.
N.A.
1,195,000
195,000
1,000,000
Nil
1,195,000
Ms. Geeta
Mathur
Nil
Nil
1,350,000
5,000,000
Nil
6,350,000
Total
Amount (`)
4,250
----
10,047,472
---218,328
496,708 10,270,050
4,250
----
492,458
Total
^Mr. Ashutosh Naik
Amount (`)
(Company Secretary)

@ Mr. Prabodh Agrawal was appointed the Chief Financial Officer of the Company from January 29, 2016

* Mr. Parag Shah relinquished as Chief Financial Officer of the Company w.e.f. January 29, 2016

# Mr. Gajendra Thakur was appointed as, Company Secretary w.e.f. June 09, 2015.
^ Mr. Ashutosh Naik was the Company Secretary of the Company from 01.04.2015 to 09.06.2015. He was also the Company Secretary of IIFL Wealth Management Limited, a Subsidiary of the Company and his entire
remuneration was paid by the said Subsidiary.

& There were no options granted/ exercised by Key Managerial Persons after their appointment as such.
N.A.
N.A.
1,120,000
120,000
1,000,000
Nil
1,120,000
Name of Directors
Mr. Kranti Dr. S Narayan
Sinha
6,350,000
65,863,200*
` 209,474,183 /- being 11% of the net profit of the Company calculated as per Section 198 of the Companies Act, 2013.
360,000
1,000,000
Nil
1,360,000
Mr. Nilesh
Vikamsey
270,000
1,000,000
Nil
1,270,000
Mr. A. K. Purwar

*Total Remuneration paid to Managing and Whole Time Directors and Commission paid to Non Executive Directors.
$ Mr. Sunil Kaul, Non- Executive Director resigned w.e.f. January 20, 2016
55
VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES

Type
Section of the
Companies Act
A. COMPANY
Penalty
Punishment
Compounding
B. DIRECTORS
Penalty
Punishment
Compounding
C. OTHER OFFICERS IN DEFAULT
Penalty
Punishment
Compounding
Nirmal Jain
Chairman
DIN: 00010535
Date: May 05, 2016
Place: Mumbai
56
Brief Description
Details of Penalty
/ Punishment/
Compounding fees
imposed
NIL
Authority [RD /
NCLT/ COURT]
Appeal made, if any

(give Details)
Annexure IV to Directors Report
Form No. MR-3

Secretarial Audit Report
For the financial year ended March 31, 2016
[Pursuant to Section 204 (1) of the Companies Act, 2013 and Rule No. 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]
To
The Members,
Road No. 16V, Plot No. B-23,
Thane Industrial Area,
Wagle Estate, Thane 400 604.
Dear Sir / Madam,
We have conducted the secretarial audit of the compliance of
applicable statutory provisions and the adherence to good Corporate
Governance practice by IIFL Holdings Limited (hereinafter called
the Company). Secretarial Audit was conducted in a manner that
provided us a reasonable basis for evaluating the corporate conducts
/ statutory compliances and expressing our opinion thereon.
Based on our verification of the Companys Books, Papers, Minutes
Books, Forms and Returns filed with regulatory authorities and
other records maintained by the Company and also the information
provided by the Company, its officers, agents and authorized
representatives during the conduct of secretarial audit, we hereby
report that in our opinion, the Company has, during the financial year
ended on 31st March, 2016, complied with the statutory provisions
listed hereunder and also that the Company has proper Board
processes and compliance mechanism in place to the extent, in the
manner and subject to the reporting made hereinafter:
We further report that maintenance of proper and updated Books,
Papers, Minutes Books, filing of Forms and Returns with applicable
regulatory authorities and maintaining other records is responsibility
of management and of the Company. Our responsibility is to verify
the content of the documents produced before us, make objective
evaluation of the content in respect of compliance and report
thereon. We have examined on test basis, the books, papers, minute
books, forms and returns filed and other records maintained by the
Company and produced before us for the financial year ended on
31st March, 2016, according to the provisions of:
(i) The Companies Act, 2013 and the rules made there under;
(including the statutory Books maintained by Company in terms
of Provisions of Companies Act, 1956 and in force, during our
Audit Period).
(ii) The Securities Contracts (Regulation) Act, 1956 (SCRA) and the
rules made there under;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws
framed there under;
(iv)
Foreign Exchange Management Act, 1999 and the rules
and regulations made there under to the extent of Foreign
Direct Investment, Overseas Direct Investment and External
Commercial Borrowings, to the extent the same was applicable
to the Company;
(v) The following Regulations and Guidelines prescribed under the
Securities and Exchange Board of India Act, 1992 (SEBI Act): (a)
The Securities and Exchange Board of India (Issue and
Listing of Debt Securities) Regulations, 2008;
(b) The Securities and Exchange Board of India (Substantial
Acquisition of Shares and Takeovers) Regulations, 2011;
(c) The Securities and Exchange Board of India (Prohibition
of Insider Trading) Regulations, 1992 (up to May 14, 2015)
and Securities and Exchange Board of India (Prohibition of
Insider Trading) Regulations, 2015 w.e.f. May 15, 2015;

(d) The Securities and Exchange Board of India (Issue of Capital
and Disclosure Requirements) Regulations, 2009 (to the
extent applicable);

(e) The Securities and Exchange Board of India (Share Based
Employee Benefits) Regulations, 2014;
(f )
The Securities and Exchange Board of India (Registrars
to an Issue and Share Transfer Agents) Regulations, 1993,
regarding the Companies Act and dealing with client;
(g)
The Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015 w.e.f. December 01, 2015.
(vi) Considering activities, the Company is also subject to compliance
of the following laws specifically applicable to the Company:
(a)
The Securities and Exchange Board of India (Merchant
Bankers) Regulations, 1992 and;
(b) The Securities and Exchange Board of India (Investment
Advisors) Regulations, 2013.
We have verified systems and mechanism which is in place
and followed by the Company to ensure Compliance
these specifically applicable Laws (in addition to the above
mentioned Laws (i to v) and applicable to the Company)
and we have also relied on the representation made
by the Company and its Officers in respect of systems
and mechanism formed / followed by the Company for
compliances of other applicable Acts, Laws and Regulations
and found the satisfactory operation of the same.
57
We have also examined compliance with the applicable clauses of

(a) Secretarial Standards issued by the Institute of Company
Secretaries of India under the provisions of Companies Act,
2013 w.e.f. 01st July, 2015; and

(b) Listing Agreement(s) entered with Stock Exchanges (upto
30th November, 2015) and Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
We further Report that, during the year, it was not mandatory
on the part of the Company to comply with the following
Regulations / Guidelines:
(a) The Securities and Exchange Board of India (Delisting of
Equity Shares) Regulations, 2009;

(b) The Securities and Exchange Board of India (Buy Back of
Securities) Regulations, 1998;
Based on the above said information provided by the Company,
we report that during the financial year under report, the Company
has complied with the provisions of the above mentioned Act/s
including the applicable provisions of the Companies Act, 2013
and Rules, Regulations, Guidelines, Standards, etc. mentioned
above and we have no observation of instances of non Compliance
in respect of the same.

We further report that:
The Board of Directors of the Company is duly constituted with

proper balance of Executive Directors, Non-Executive Directors
and Independent Directors. The changes in the composition of
the Board of Directors that took place during the year under review
were carried out in compliance with the provisions of the Act.
We also report that adequate notice was 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 Board Members for seeking and obtaining further
information and clarifications on the agenda items before the
meeting and for meaningful participation at the meeting.
58
Based on the representation made by the Company and its

Officer, we herewith report that majority decision is carried
through and proper system is in place which facilitates / ensure
to capture and record, the dissenting members views, if any, as
part of the minutes.

Based on the representation made by the Company and
its Officers explaining us in respect of internal systems and
mechanism established by the Company which ensures
compliances of Acts, Laws and Regulations applicable to the
Company, we report that there are adequate systems and
processes in the Company commensurate with the size and
operations of the Company to monitor and ensure compliance
with applicable laws, rules, regulations and guidelines.
We further report that during the audit period under review, the
Company has evidenced following specific event / action:

FIH Mauritius Investments Limited (Acquirer) along with
HWIC Asia Fund (Class A Shares), I Investments Limited
and FIH Private Investments Limited as the persons acting
in concert with the Acquirer made an open offer for the
acquisition up to 8,31,28,852 Equity Shares from the Equity
Shareholders of the Company. Pursuant to the said Open
Offer, the acquirer has acquired 6,87,88,445 Equity Shares.
Note: This Report is to be read along with attached Letter provided as Annexure - A.
For Nilesh Shah & Associates
Nilesh Shah
Company Secretaries
FCS : 4554
C.P. : 2631
Date: May 05, 2016
Place: Mumbai
Annexure A
To
The Members,
Road No. 16V, Plot No. B-23,
Thane Industrial Area,
Wagle Estate, Thane 400 604.
Dear Sir / Madam,
Sub : Our Report of even date is to be read along with this letter.
1. Maintenance of secretarial records is the responsibility of the management of the Company. Our responsibility is to express an opinion on
these secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the
contents of the Secretarial records. The verification was done on test basis (by verifying records as was made available to us) to ensure that
correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for
our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the company and we rely on
Auditors Independent Assessment on the same.
4. Where ever required, we have obtained the Management representation about the compliance of laws, rules and regulations and
happening of events etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management.
Our examination was limited to the verification of process followed by Company to ensure adequate Compliance.
6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which
the management has conducted the affairs of the company.
For Nilesh Shah & Associates
Nilesh Shah
Company Secretaries
FCS : 4554
C.P. : 2631
Date: May 05, 2016
Place: Mumbai
59
Annexure V to Directors Report
Information relating to conservation of energy, technology absorption and innovation and foreign exchange earnings/outgo
forming part of the Directors Report in terms Section 134(3) (m) of the Companies Act, 2013.
CONSERVATION OF ENERGY
The Company is engaged in providing finance and financial services
and as such, its operations do not account for substantial energy
consumption. However, the Company is taking all possible measures
to conserve energy. Several environment friendly measures were
adopted by the Company such as:
Installation of capacitors to save power;
Installed Thin Film Transistor (TFT) monitors that saves power;
Light Emitting Diode (LED) lights;
Automatic power shutdown of idle monitors;
Creating environmental awareness by way of distributing the
information in electronic form;
Minimising air-conditioning usage;
Shutting off all the lights when not in use; and
Education and awareness programs for employees
Further, IIFL group Companies have launched a number of

customer facing apps for the broking clients as well as for NBFC
clients. With a number of clients preferring to do transactions on
their own (do-it-yourself ), these apps help the company to create a
highly scalable architecture. IIFL has chosen native android and IOS
technologies (rather than hybrid or web based) thereby providing
clients with best in class experience, especially on transactional
apps. IIFL Markets now has over 500,000 downloads on Android,
IOS, Windows, IPad etc. In addition account-opening process too
has been simplified by integrating AADHAR and digital signatures.
Customers now can open an account within a matter of minutes
and without any physical form printing or physical signatures
required. IIFL group has committed significant investments in
terms of technology, systems and manpower in this initiative and
continuously developing the same.
The Management frequently puts circulars on corporate intranet,

IWIN for the employees educating them on ways and means to
conserve the electricity and other natural resources and ensures strict
compliance of the same.
FOREIGN
EXCHANGE
EARNINGS/OUTGO
STANDALONE COMPANY
a) The foreign exchange earnings: ` 280,769,752/b) The foreign exchange expenditure: ` 1,575,359/-
TECHNOLOGY
The Company has adopted best practices for digitization of its
business processes and has embraced the principle for Social, Mobility,
Analytics, and Cloud (SMAC) to offer superior customer experience.
The company is actively evaluating and implementing open source
operating systems, Bring Your Own Device (BYOD), and Google Apps
for workplace to boost employee productivity, while reducing the
operational costs for technology infrastructure. The company follows
the hybrid cloud model to improve uptimes, cost efficiency, agility,
and manage costs through usage of infrastructure as per business
cycles and needs. The management of centralised and distributed
technology infrastructure is outsourced to reputed vendors, enabling
the internal technology team to focus on delivery of new products,
services, and functionality to our customers anywhere, anytime, and
on devices of their choice.
RESEARCH AND DEVELOPMENT (R & D)

The Company is engaged in finance and financial services and so
there were no activities in the nature of research and development
involved in the business. Being in financial services, we provide
financial and equity research to the customers, which is not in the
nature of research and development.
Managing Technology risk and Information Security is a business

priority. The company has been certified with ISO 27001 covering
broking services, demat services and software development.
Furthermore, the company has implemented secure mobile access
to control tablets/smart phones being distributed to sales/collection
force to prevent misuse and data leakage. The company has also
implemented alert based monitoring whereby, around 300 loan
branches will be centrally monitored for any intrusions through
central command centre, and our plan is to cover the remaining
branches in the coming years. This will improve the physical security
at the branches while reducing operating costs.
60
OF
THE
Amount of expenditure incurred on Research and Development:

Particulars
Capital
Revenue
Nirmal Jain
Chairman
DIN: 00010535
Date: May 05, 2016
Place: Mumbai
March 31, 2016

Nil
Nil
March 31, 2015

Nil
Nil
Annexure VI to Directors Report
The ratio of the remuneration of each director to the median employees remuneration and other details in terms of subsection 12 of Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014:
Sr. No. Requirement
Disclosure
Executive Chairman#
13. 38x
Managing Director#
9.51x
The ratio of the remuneration of each Director to the median

remuneration of the employees for the financial year
Non Executive Director
II
The percentage increase in remuneration of each Director, CFO,

CEO, CS in the financial year
Mr. Nilesh Vikamsey
0.38x
Dr. S Narayan
0.38x
Ms. Geeta Mathur
0.38x
Mr. Kranti Sinha
0.38x
Mr. A. K. Purwar
0.38x
NIL
Executive Chairman
25%
Managing Director
25%
CFO$
Not Applicable
CS$
Not Applicable
Non Executive Director

Mr. Nilesh Vikamsey
NIL
Dr. S Narayan
NIL
Ms. Geeta Mathur
NIL
Mr. Kranti Sinha
NIL
Mr. A. K. Purwar
NIL
NIL
III
The percentage increase in the median remuneration of

employees in the financial year
The median remuneration of the employees in the financial year was increased
by 11.59%. The calculation of % increase in Median Remuneration is done based
on comparable employees. For this the employees who were not eligible for any
increment have been excluded.
IV
The number of permanent employees on the rolls of the

Company
The Company had 19 employees on the rolls as on March 31, 2016
The explanation on the relationship between average increase in

remuneration and Company performance
While recommending increase in remuneration, the Company takes into account

various factors like financial performance of the Company and the group,
comparison with peers, industry benchmarking and consideration towards cost
of living adjustments and inflation.
Average increase in employee remuneration for the FY2015-16 is 19.10%
(computed based on weighted average basis considering total cost to the
company and accrued bonus). The calculation of average increase in employees
remuneration is done based on comparable employees. For this the Company
has excluded employees who were not eligible for increment). The Company
follows holistic performance review mechanism to ensure that the increase is
commensurate with the performance of employee and company.
VI
Comparison of the remuneration of the Key Managerial Personnel

against the performance of the Company
For the FY2015-16, KMPs were paid approx 4.03% of the standalone profit after
tax for the year.
VII
Variations in the market capitalization of the Company
The market capitalisation as on March 31, 2016 was ` 65,317 million (` 55,299
million as on March 31, 2015)
Price earnings ratio as at the closing date of the current FY and

previous FY
Price Earnings ratio of the Company was 12.64 as at March 31, 2016 and was
12.08 as at March 31, 2015 considering the basic EPS of consolidated financial
statements.
Percentage increase over decrease in the market quotations of

the shares of the Company in comparison to the rate at which
the Company came out with the last public offer.
The Companys stock price as at March 31, 2016 has increased by approximately
1258% to ` 206.35 per share having face value of ` 2/- each over the last public
offering i.e. IPO in May 2005 at the price of ` 76/- per share having face value of
` 10/- each [Proportionately converted issue price to ` 15.2 per share having face
value of ` 2/- each for calculation of percentage increase]
61
VIII
Average percentile increase already made in the salaries of

employees other than the managerial personnel in the last
financial year and its comparison with the percentile increase in
the managerial remuneration and justification thereof and point
out if there are any exceptional circumstances for increase in the
managerial remuneration
Not Applicable to the Company, as all the employees are under Managerial role.
IX
Comparison of the each remuneration of the Key Managerial

Personnel against the performance of the Company
The comparison of remuneration of each of the Key Managerial Personnel against

the performance of the Company is as under:
Particulars
% of standalone profit after tax for

FY2015-16
Executive Chairman#
2.02%
Managing Director#
1.44%
CFO*
0.21%
CFO
0.19%
CS^
0.18%
The key parameters for any variable component of remuneration

availed by the directors.
The broad factors and guidelines considered for the Performance Bonus are:
(a) Annual Performance Review of the Directors; and
(b) Financial outcomes and profitability of the Company and the group
XI
The ratio of the remuneration of the highest paid director to that

of the employees who are not directors but receive remuneration
in excess of the highest paid director during the year
Not Applicable
XII
Affirmation that the remuneration is as per the remuneration

policy of the Company
It is hereby affirmed that the remuneration paid is as per the Nomination and
Remuneration Policy of the Company.
# The remuneration to Executive Chairman and Managing Director are being paid by the subsidiaries of the Company viz. India Infoline Finance Limited and India Infoline Limited respectively.
* Mr. Prabodh Agrawal was appointed as CFO of the Company w.e.f. January 29, 2016. Accordingly, the salary earned from Feb 2016 to March 2016 is considered.
@ Mr. Parag Shah relinquished as Chief Financial Officer of the Company w.e.f. January 29, 2016. Accordingly, the salary earned from April 2015 January 2016 is considered.
^ Mr. Ashutosh Naik was the Company Secretary of the Company from 01.04.2015 to 09.06.2015. He was also the Company Secretary of IIFL Wealth Management Limited, a Subsidiary of the
Company and his entire remuneration was paid by the said Subsidiary, hence not considered. Mr. Gajendra Singh Thakur was appointed as the Company Secretary of the Company w.e.f.
June 09, 2015.
$ Appointed during the financial year. Hence note eligible for increment.
Date: May 05, 2016

Place: Mumbai
62
Nirmal Jain
Chairman
DIN: 00010535
Management Discussion
and Analysis
64
Corporate Governance
Report
78
Standalone Financial
Statements
96
Consolidated Financial
Statements
124
63
Management Discussion & Analysis

GLOBAL ECONOMY OVERVIEW
During the year, major economies across geographies remained
largely subdued. Global growth declined from 3.4% in 2014 to 3.1%
in 2015 driven mainly by fall in commodity prices, considerable
tightening in world trade, and choppy financial markets. In the US,
growth remained flat at 2.4% with a modest uptake expected in 2017.
The European Central Bank lowered its projections for inflation

and economic growth, predicting 1.4% growth for the Euro Area in
2016. The deceleration in large emerging market economies such
as China, Russia, and Brazil in 2016 had a rub-on impact on the rest
of the world.
GLOBAL GROWTH (%)

Actual
Particulars
Period
World Output
Advanced Economies
United States
Euro Area
Japan
United Kingdom
Other Advanced Economies*
China
India
2014
3.4
1.8
2.4
0.9
2015
3.1
1.9
2.4
1.6
0.0
2.9
2.8
7.3
7.3
0.5
2.2
2.0
6.9
7.3
Projections
2016
3.2
1.9
2.4
1.5
2017
3.5
2.0
2.5
1.6
0.5
1.9
2.1
6.5
7.5
-0.1
2.2
2.4
6.2
7.5
*Excludes the G7 (Canada, France, Germany, Italy, Japan, United Kingdom, United States) and euro area countries.
Source: International Monetary Fund (IMF), April 2016
INDIAN ECONOMY OVERVIEW

India remains a bright spot amid the global uncertainty, with its
growth rate outpacing the emerging as well as developed markets.
At 7.6% GDP growth in the financial year ended March 31, 2016
(FY2015-16), India is one of the fastest growing major economies in
the world. During the year, the economy crossed the US$2 trillion mark
and is expected to continue the trajectory in FY2016-17. Furthermore,
inflation, fiscal deficit, and current account balance have exhibited
distinct signs of improvement.Indias trade deficit reduced to a fiveyear low of US$5.1 billion in March 2016, which came on the back of
a sharp 21.6% fall in imports. Trade deficit stood at US$118.5 billion
in FY2015-16, 14% lower than in the previous year. Consumer price
inflation fell to a six-month low of 4.8% in March 2016. In the coming
year, a normal monsoon will further boost growth prospects.
Quarterly GDP Growth
7.9
7.3
7.7
7.6
7.5
6.5
7.5
8.4
(%)
Q1FY15 Q2FY15 Q3FY15 Q4FY15 Q1FY16
Source: Central Statistical Office (CSO)
64
Q2FY16 Q3FY16 Q4FY16
FINANCIAL SERVICES INDUSTRY

Indias diversified financial sector comprises commercial banks,
non-banking financial companies, co-operatives, pension funds,
insurance companies, mutual funds and others. During FY2015-16,
the Government took several measures to strengthen the financial
services sector, which include Jan Dhan campaign for financial
inclusion, licensing of payment banks and small finance banks, the
new bankruptcy law, liberalisation of foreign direct investment and
portfolio investment, universal social security schemes in insurance
and pension, and gold monetisation scheme.
GROWTH DRIVERS FOR FINANCIAL SERVICES INDUSTRY
Strong economic growth and demographic advantage
Indias economic growth is expected to rise above 8% over FY2016-20
from around 7% in FY2012-15, helping expand the financial services
sector. The economic progress will be supported by a large workforce.
According to CRISIL, India is set to become the largest contributor to
the global workforce. Its working age population (15-59 years) is likely
to swell from 749 million in 2010 to 962 million in FY2029-30. A large
productively employed young population will spur consumption
demand and increase in the number of customers in the financial
services space.
Increase in disposable income
The rise in disposable income is resulting in higher standard of living,
boosting demand for personal credit. Credit under the personal
finance segment (excluding housing) rose at 9.3% CAGR during
FY2009-15 to US$93.4 billion by end-2015.
(Source: RBI).
Management Discussion & Analysis | Statutory Reports
Under-penetrated housing finance

Indias mortgage finance market is largely under-penetrated
compared with the rest of the world, providing sufficient opportunity
for housing financiers to step up their housing credit. With the median
age of little over 25 years in India, there is potential for huge demand
from young working-age population.
7.6%
GDP growth in FY2015-16

During FY2015-16, the
Government took several
measures to strengthen the
financial services sector
Rising Rural Income

Disposable household income in rural India is projected to grow
at 3.6% CAGR over the next 15 years. Rising income is expected to
increase the need for financial services in rural areas. The Prime
Ministers Jan Dhan Yojana (JDY) has enabled the opening of nearly
220 million bank accounts in rural India. This will financially empower
the rural population by encouraging savings, easing loan delivery,
and promoting direct cash transfers.
Source: McKinsey estimates, Ministry of agriculture, Techsci Research
KEY INITIATIVES
The Government has announced many initiatives to make financial
services accessible and affordable to the public. Some of them include:
New banking license - Reserve Bank of India (RBI) has been active
in pushing the agenda of financial inclusion across the country. As
a part of this vision, RBI has granted in-principle banking licenses
to two players, which have become operational in FY2015-16. This
is in line with RBIs directive to set up universal and niche banks
in the country, catering to diverse sectors of the economy, with
special focus on financial inclusion and micro-credit.
Small and payments banks - The primary objective of setting up
small and payments banks is to extend financial inclusion across
the country. The small finance banks are expected to offer credit
to the societys under-banked sections through high technology
and low cost operations. Payments banks are allowed to leverage
other players network, besides their own to help in providing a large
number of access points, particularly in remote areas.
Jan Dhan Yojana - The Honourable Prime Minister unveiled the Jan
Dhan Yojana, one of the biggest financial inclusion programmes
in the world. The governments long-term mission is to have a fullfledged brick and mortar network for all villages with population
above 2,000. Moreover, each bank must have at least one fixedpoint banking outlet for every 1,000 to 1,500 households.
Benefits to large NBFCs - NBFCs with asset size of over ` 5,000
million would be eligible as a financial institution under SARFAESI
Act, which would significantly enable their ability to enforce
collateral towards recovery dues from defaulting borrowers. Also,
from FY2016-17, NBFCs are eligible for deduction to the extent of
5% of their income in respect of provision of bad and doubtful
debts (NPAs) under the Income Tax Act.
FDI norms - FDI will be allowed beyond 18 specified NBFC
activities in the automatic route in other activities, which are
overseen by financial sector regulators.

Affordable housing - The government has taken several
initiatives to encourage development of the housing sector. The
Union Budget FY2016-17 has been able to present 360-degree
initiatives for customers, builders, and lenders to provide major

impetus to the affordable housing segment.
Digital locker - Under the Digital India initiative, the Government
aims to provide a digital locker to Indian residents. It will store
their personal documents to enable easy sharing across agencies.
This will consequently minimise usage of physical documents,
eliminating the incidence of fake documents. A dedicated 10MB
free personal storage space, linked to each residents Aadhaar, is
being provided. Currently, accessible via web portal, this will also
be made available through mobile application.
OPPORTUNITY
Changing consumer behaviour - The young generation is rapidly
adopting technology to interact and transact with the world. The
number of internet users in India has tripled to 485 million in the past
three years (Source: Euromonitor). New technologies such as cloud
and analytics are gaining importance. This would provide a huge
opportunity to nimble and innovative players in the financial sector
to use technology to strengthen their business. Technology can be
used to reach customers in a cost effective manner and enhance
customer experience through faster turnaround time, wider product
offerings and better risk control and pricing.
THREATS

Uncertainty in global markets, owing to a recessionary
environment in advanced economies and increased strain in
China and other emerging markets can result in volatile capital
inflows and currency fluctuations. In India, the slow pace in
implementation of economic reforms and important legislations
can further delay growth.
Any adverse change in the regulatory and policy environment in
which IIFL operates could affect our business and financial condition.
In the financial services industry, security and sanctity of client
data is of utmost importance. A regular and continuous threat for
firms is data theft via malicious malware and email. Technology
has not only increased players, vendors and customers, but has
65
Management Discussion & Analysis (contd.)
added multiple threats to the businesses. Cyber-attacks are

getting larger in scale and size, even to the extent of coordinated
attacks from different geographies.
SEGMENT OVERVIEW
NBFCs growing in prominence
Indian NBFCs have been effective in serving the unbanked customers by
spearheading into retail asset-backed lending, lending against securities
and microfinance. Primarily, they offer small business loans, small-ticket
personal loans, financing of two wheelers and cars, farm equipment
financing and loans for purchasing used commercial vehicles/ machinery.
According to ICRA, NBFCs will account for 17.1% of the countrys

total credit by FY2018-19, compared with 13.1% in FY2014-15 and
9.4% in FY2005-06. Majority of the growth is expected to be at the
cost of government-owned banks, whose share is estimated to fall
to an all-time low of 58.6% by FY2018-19 (against 64.5% in FY201415). According to joint report by the Boston Consulting Group (BCG)
and Confederation of Indian Industry (CII), NBFCs share of credit
went up from 10% to 13% between FY2004-05 and FY2014-15. This
growth is likely to surge over the next 5-10 years.
NBFC Credit Growth Across Segment

90%
80%
70%
60%
50%
40%
30%
20%
10%
0
-10%
Micro-finance
Mortgage
Y-O-Y Growth (Mar - 14)

Y-O-Y Growth (Dec - 15)
Y-O-Y Growth (Mar - 15)
Tractors
Used CV
Auto
Gold Loan
New CV
Aggregate 12 m Growth Mar - 15

Aggregate 12 m Growth Dec - 15
Construction
Equipment
Source: ICRA
Factors supporting growth of NBFCs include better product lines,

wider and effective reach, quick turnaround time, strong risk
management capabilities and better understanding of customer
segments. In an atmosphere where delivery of financial services
has become increasingly commoditised, customer experience will
play the distinguishing factor for an ideal service provider. The
ability to provide tailor-made financial solutions across multiple
platforms will result in an upsurge of product innovations. Going
ahead, there is need for NBFCs to be integrated in the financial
system with full policy support. This will help meet the financing
needs of growing India.
Wealth Management potential for growth

Wealth management is gaining huge popularity in India as an
increasing number of Indians are joining the millionaire club.
According to theAsia Pacific 2016 Wealth Report, India is ranked4th
among the top five Asia-Pacific countries with about 24-million
number of high net worth individuals (HNWIs). Mumbai and Delhi
have been named among the top Asia Pacific cities for HNIs. Mumbai
is home to 41,200 millionaires and Delhi houses 20,600 HNIs.
HIGH NET-WORTH HOUSEHOLDS IN INDIA (ESTIMATES)

Net worth
US$ 1-5 million
US$ 5-30 million
Above US$ 30 million
Total wealth holdings of millionaires (US$ billion)
Source: Deloitte Center for Financial Services
66
2009
157,000
36,000
17,000
361.8
2010
183,333
43,000
21,000
503.1
2011
210,000
50,000
26,000
584.5
2015
315,000
84,000
40,000
1,559.1
2020
508,127
13,280
56,000
2,950.1
There is a need to seize this opportunity of growing HNIs population,

primarily driven by strong GDP growth and savings rates. In future,
wealth managers will have to reinforce their asset gathering and
client acquisition competences through differentiated offerings,
tailoring them to specific regions and client segments. The emphasis
will be on more innovative and customised investment strategies as
well as product offerings to make the most of the performance of
existing assets.
Capital Markets on an improving trend
There has been a substantial increase in capital market activity with the
governments pro-reform initiatives. An encouraging response has been
noticed to initial public offerings with strong participation from domestic
as well as institutional investors. The mutual funds industry registered
robust inflows during the year from the retail investor base. The industry
added over 5 million retail folios in FY2015-16, taking the count to 45.4
million with over 75% folios in equity-oriented funds (Source: CRISIL).
Average Daily Market Turnover
(` in billion)
219
188
133
3,015
3,336
203
126
1,410
FY2010-11
FY2011-12
1,525
1,337
2,009
141
FY2012-13
Total Turnover
FY2013-14
FY2014-15
FY2015-16
Cash Turnover
Source: IIFL Research

Note : The data represents average daily equity market turnover in NSE and BSE
Mutual Fund - Assets Under Management
FY2010-11
FY2011-12
FY2012-13
13,534
9,051
8,167
6,648
7,008
11,887
(` in billion)
FY2013-14
FY2014-15
FY2015-16
Source: AMFI
Going forward, the capital markets will face headwinds in the form
of global growth slowdown, slow pickup in investment activities,
and corporate earnings growth, which may continue to weigh

down on market sentiment. Nevertheless, equity as an asset class is
significantly under-owned. Therefore, it will remain a preferred asset
class with expectations of improvement in corporate balance sheet
and renewal of investment and consumption cycles.
COMPANY OVERVIEW
IIFL Holdings Ltd (Bloomberg Code: IIFL IN, NSE: IIFL, BSE: 532636) is a
leading player in the Indian financial services space. IIFL Group offers
financing, asset and wealth management, equity, commodity and
currency broking, financial product distribution, investment banking,
institutional equities, project financing and advisory services through
its various subsidiaries.
Promoted by first generation entrepreneurs, Mr. Nirmal Jain and
Mr. R. Venkataraman, IIFL Group is backed by number of marquee
institutional investors including, Fairfax Group and General
Atlantic. The Groups subsidiaries are led by highly qualified and
experienced management team who promote a culture of growth,
entrepreneurship and innovation among the huge talent pool of
about 12,000 people. IIFL Group has a strong geographic footprint in
India with nearly 2,500 business locations, besides an extensive global
presence with offices in London, New York, Geneva, Singapore, Hong
Kong, Dubai and Mauritius.
Founded in 1995 as a research firm, IIFL has consistently innovated,
reinvented and adapted itself to the dynamic business environment
without losing focus on its domain of financial services. Today, IIFL
has diversified into a full range of financial services, serving over 3
million customers across various business segments. The Group has
de-risked itself from the volatility of capital markets with multiple
revenue streams and a good mix of fee and funding-based income.
IIFLs strong presence across various customer segments (retail,
affluent, institutional) and wide network encompassing branches,
franchisees, sub-brokers, online and mobile platforms help in catering
to the financial needs of aspiring and growing India.
BUSINESS OVERVIEW
Financing
NBFC
During the year, IIFL Holdings Limited has consolidated its holding
in the NBFC through the acquisition of 1.13% equity share capital
of India Infoline Finance Ltd., the Companys non-banking financial
subsidiary, from Bennett Coleman & Company Ltd. Pursuant to the
said acquisition, India Infoline Finance Ltd. and India Infoline Housing
Finance Ltd. (subsidiary of India Infoline Finance Ltd.) have become
the Companys 100% subsidiaries.
The Groups NBFC business has further strengthened its position, with
a diverse product suite comprising home loan, loan against property,
commercial vehicle finance, healthcare finance, gold loan, capital market
finance and SME business. During the year, its operations focused on
digitization and strategic headcount addition in growth verticals.
67
In line with its strategy, the Company has made investments

in setting up analytics capabilities, software and infrastructure
to drive business growth through streamlined processes and
greater operational efficiency. There has been continuous
progress on the digitization front to provide seamless experience
to customers over multiple platforms. During the year, the
Company launched its first-ever mobile app and self-service
portal for customers. Customers now also have more flexibility
in choosing from different modes of disbursal and payment
such as IMPS, prepaid cards and online money transfer along
with traditional methods of payment. The Companys focus
on digitization and analytics should further help in improving
operating efficiencies and enhancing customer experience.
During the year, IIFLW has obtained SEBI registration for membership
with NSE and BSE to offer broking services to its clients.
During the year, the Company forayed into digital SME space through
tie-ups with e-commerce companies such as Flipkart and Snapdeal,
to provide analytics-led, pre-approved working capital finance
to their suppliers. Moreover, the Company intends to increase its
penetration in this product segment gradually via tie-ups with other
prominent players.
NBFC acquisition: During the year, IIFLW acquired 100% equity and
management of Chephis Capital Markets Limited, a non-deposit taking
non-systematically important NBFC [ND-Non SI].The acquisition took place
in February 2016 after obtaining necessary RBI approval. The subsidiarys
name was subsequently changed to IIFL Wealth Finance Limited (IIFLW
Finance). IIFLW Finance will provide loan against securities to IIFL Wealth
clients. IIFLW has invested ` 9,000 millionout of investments received
from GA towards equity of IIFLW Finance. IIFLW Finance has commenced
its lending business and the total loan assets as on March 31, 2016 stood at
` 1,000 million.
Home Finance
IIFL believes in the governments Housing for All mission and expects
this initiative to be instrumental in reaching out to masses. India
Infoline Housing Finance Ltd, a wholly owned subsidiary of India
Infoline Finance Ltd, has increased its focus on retail home loan
segment. Its added emphasis is on affordable housing, offering loans
under Pradhan Mantri Awas Yojana Credit Linked Subsidy Scheme
(PMAY-CLSS) to the societys targeted sections.
During the year, the home loan business exhibited significant growth
in loan disbursal, pursued quality business and enhanced customer
service. The retail mortgage book has grown 89% y-o-y and it
constitutes about 41% of the overall NBFC book as on March 31, 2016.
The Company has set up captive teams for managing the entire
lifecycle for home loans. It has initiated the digital journey through
a new-age website and mobile app with a customer login to
view loan statement and pay EMI online. The Company plans to
leverage technology as well as existing group distribution network
to expand its reach and service customers in smaller cities and
towns in India.
Wealth Management
During the year, IIFL Wealth Management Ltd (IIFLW) has made
considerable progress in all its business segments - domestic and
offshore services, asset management, distribution of financial
products and trustee services. Its assets under management (AUM)
is growing at a steady pace of 12% y-o-y to about ` 800 billion. The
Company manages over ` 38 billion of AIF assets through its asset
management, making it one of the largest AIF platforms in the
country. It is the only AIF manager to return over ` 10 billion of clients
money invested in its products up to March 31, 2016.
68
Strategic investment by General Atlantic: General Atlantic

Singapore Fund Pte. Ltd (GA), a leading global growth equity firm,
made a strategic investment in IIFLW. GA invested an aggregate
of ` 9,038 million in IIFLW through fresh issue of equity shares and
additionally ` 1,591 million for acquisition of shares from IIFLW
employees. Pursuant to this, GA holds a stake of 21.61% in the equity
of IIFLW, on fully diluted basis (assuming full conversion of outstanding
ESOPs of the Company). GAs investment will help support IIFLWs
continued growth and platform expansion as the premier wealth
manager in India.
AMC: Under IIFL Mutual Fund Platform, the assets under management
have increased from ` 3,524 million to ` 4,923 million. During the
year, the IIFL Dividend Opportunities Index Fund and IIFL Nifty ETF
were merged with IIFL India Growth Fund.
The following schemes were launched during the year under IIFLs
Alternative Investment Fund(s) platform (IIFL AIF):

I IFL Best of Class Fund I (Category III) - focused on investmentin

equity and equity-related securities of listed Indian companies.
IIFL Cash Opportunities Fund (Category III) - emphasised on

primarily investing in debt and quasi debt securities.
IIFL Investment Opportunities Fund Series 1 (Category III)

- focused on investing inmultiple asset classes including equity
and equity-linked instruments, private equity, fixed income
instruments, debt and debt-related instruments of companies.
IIFL Asset Revival Fund Series 2 (Category III) - focused on

investments in securities with depressed valuations; having a
high probability of benefiting from improving macro-economic
scenario in the medium to long term.
IIFL Seed Ventures Fund 1 (Category II) - emphasised on

primarily investing in private equity, alternative investment funds
and venture capital funds registered with SEBI and securities of
unlisted entities.
IIFL Real Estate Fund Domestic Series III (Category II)

- focused on investing in equity, debt and equity-linked
instruments involved in projects or ventures that have significant
growth potential in Indias real estate sector.
The total assets managed by IIFL AMC under Mutual Fund, AIF and
Portfolio Management Services have increased to ` 56,200 million as
on March 31, 2016 from ` 28,950 million as on March 31, 2015.
Distribution business: With regulatory changes signalling a move
from a commission-based model to a more transparent and regulated
advisory fee model, the coming year promises to be one of transition.
Imposition of service tax, capping of commissions and focus on no load
schemes will continue to put pressure on commissions. However, it will
also open the possibility to build a robust annuity-based business model
with focus on a fee plus performance structure, which offers greater
transparency to clients. IIFLW, with its financial product distribution
and asset management services, added by the acquisition of NBFC
and broking licenses of BSE and NSE, is positioned as one of the most
extensive product platforms in the country. The Company would
continue to invest heavily in technology to increase employee efficiency,
delivery of products and best-in-class services to high net worth clients.
Agency
During the year, the capital market activities declined due to adverse
market conditions, as overall exchange volumes declined. The
Companys digital business has however gained traction. IIFL Markets,
mobile trading platform, is the best rated and highest downloaded
app in its category. Since February 2015, the app has seen over
500,000 downloads and over 13,500 users on Google Play Store have
accorded it a rating of 4.4 out of 5, best among the peer group.
IIFL is one of the largest distributors of financial products such as Life
Insurance, Mutual Funds, NCDs, Tax-free bonds, IPOs etc. through
wide distribution network and business associates. ICICI Prudential,
Reliance, Bharti AXA, Future Generali, Aegon Religare, HDFC Standard
Life Insurance are some of the key partners in insurance. The increasing
use of internet and mobile communication has given consumers
access to extensive information and ability to buy/sell in a fast and
convenient manner. During the year, the Company forayed into
online solutions and mobile applications in the area of mutual fund
and insurance. With our mobile apps, retail investors can compare
products, gain access to in-depth information across manufacturers
at a click of a button thereby, aiding informed decision-making.
IIFLs investment banking division registered strong momentum
and expanded the product range outside conventional equity and
capital market segments. FY2015-16 was a defining year at IIFL with
10 completed transactions, the largest number of investment banking
transactions executed by IIFL in its history in a single fiscal year.
This included IPOs, QIPs, NCD placements and pre-IPO placements,
among others, which have enabled mobilisation/placement of
` 32,756 million.
`33 billion
mobilised/placed by Investment
Banking in FY2015-16
IIFLs investment banking
division registered strong
momentum and expanded
the product range outside
conventional equity and capital
market segments.
FINANCIAL REVIEW
As a significant part of the Companys business is conducted through
its subsidiaries, the consolidated accounts provide a more accurate
representation of the Companys performance compared with the
standalone. Therefore, the Management Discussion and Analysis
pertains to consolidated results.
NBFC Operations
For the year, the income from NBFC operations stood at ` 11,563
million, up 13% year-on-year (y-o-y), while Profit after Tax was at
` 3,387 million, up 12% y-o-y. NBFCs ROE for FY2015-16 stood at
16.9% and ROA was 1.8%.
Consistent financial performance is being achieved through a welldiversified product suite comprising traditional businesses such as
home loan, loan against property, commercial vehicle finance, gold
loan and medical equipment finance as well as new age businesses
such as digital finance.
Loan book, predominantly retail, showed a steady increase of 21%
y-o-y to ` 177,695 million with total Assets under Management (AUM)
at ` 195,144 million, up 21% y-o-y for the year ended March 31, 2016.
This growth was driven by retail home loans, commercial vehicle
(CV), medical equipment finance and SME business loans. In recent
years, the share of retail mortgages in the overall loan book has been
rising steadily. Retail mortgage loans, at ` 72,414 million, constitute
41% of the loan book and grew 89% y-o-y. Commercial vehicle loan
book increased 93% y-o-y to ` 16,936 million. The Companys large
mortgage loans or construction finance strategy dovetails its retail
home loan strategy where it funds reputed developers against their
residential projects, which are suitable for the Companys home loan
customer segments.
69
However, there was a decline in loan book of large mortgages; gold

and capital market related loans grew in single digits. This is part of a
conscious strategy to de-risk the Companys loan book and make it
more retail focused.
NIMs have declined to 6.2% in FY2015-16 due to higher share of
lower-yielding loans. Going forward, NIMs are expected to stabilise
at these levels due to higher yields on gold, CV, and SME loans.
Borrowing costs are expected to drop as banks gradually pass on the
benefits of rate cuts by RBI.
The Company will continue to expand its retail customer base
supported by strong presence in over 1,000 branches across length
and breadth of the country. Furthermore, it is driving digitization
initiatives for improved operational and sales efficacy.
Loan book*
3
22
6
17
6
12
10
15
16
26
26
FY2014-15
Mortgage Retail
Gold Loan
Capital Market
41
FY2015-16
Commercial Vehicle
Mortgage Large
Others#
* Excluding securitized assets
The Companys NPAs remain at a low level and provision coverage is

comfortable. It has created additional provisions, well in excess of RBI
norms as well as its own internal norms.
NPAs are expected to remain stable in the coming year due to a
de-risked portfolio strategy, well developed credit appraisal and
monitoring processes, and enhanced collection efforts. The Company
would be moving from 150+DPD to 120+DPD NPA recognition norm
in the current year. This would create a temporary rise in NPA ratio
in the first quarter, which the Company expects to bring down in
subsequent quarters through tightening of collection periods.
Wealth management operations
The wealth subsidiary, IIFL Wealth Management Ltd registered
another year of strong financial performance. During FY16, the
Companys income was at ` 5,909 million, up 29% y-o-y while PAT
was at ` 1,694 million, up 52% y-o-y.
The Company offers advisory, wealth structuring solutions, asset
management and distribution services to high net-worth households
(HNWH). Under the wealth management business, total assets under
management, distribution, and advice stood at ` 794 billion as at
March 31, 2016, up 12% y-o-y.
During the year, the Company commenced lending operations to
HNWH clientele, through the dedicated NBFC subsidiary, IIFL Wealth
Finance Ltd; and had assets of ` 9 billion as at March 31, 2016. In the
coming year, the Company expects to build a strong loan against
securities book from its HNWH clientele.
With the acquisition of NBFC and broking licenses of BSE and NSE, the
Company positioned itself to participate in the larger share of wallet
besides family office, estate planning, and offshore advisory solutions
enabling a stronger penetration into this segment.
# Others include Medical equipment finance, SME business loans
Operating cost ratios are expected to decline, as the Company achieves

better economies of scale in most of its products. The Company has
put in place the requisite infrastructure including branches, sales,
credit and risk teams and support functions. The Company should
be able to grow its loan book significantly from current level, on the
back of this infrastructure. The Companys focus on digitization and
analytics should further help improve its operating efficiencies.
India Infoline Finance Ltds capital adequacy ratio stood at 17.71% as
at March 31, 2016, while the Tier I capital ratio was 11.66%. Similarly,
the capital adequacy ratio of India Infoline Housing Finance stood
at 16.75% as on March 31, 2016 against the mandated 12%, giving
adequate room to expand the loan book. In FY2015-16, Gross NonPerforming Assets (GNPA) marginally increased to 1.44% from 1.27% in
FY2014-15. Net NPAs remained flat at 0.54%. Total provision coverage
(including standard asset provision) stands at 89.7% of gross NPAs.
70
Capital Market Activities

On the capital market business, the Companys revenues and
profits declined on y-o-y basis as market volumes declined and
commission rates were under pressure. Income from capital
market activities includes brokerage and related income from
cash and derivatives segment at BSE and NSE as well as currency
segment, commodities trading and investment banking
services. During the year, capital market activities income was at
` 4,397 million, down 2% y-o-y.
The average daily equity market turnover was at ` 68,308 million
in FY2015-16, down by 4% y-o-y as against 10% y-o-y fall in the
exchange turnover. The exchange traded volumes in commodity
segment increased 8% y-o-y, while the business volumes were
up 5% y-o-y. Within currency segment, the average daily currency
turnover for the business was down 24%, while exchange (NSE)
volumes were up 47% y-o-y.
During the year, the Companys investment banking team focused on

diversifying its business mix beyond traditional Equity Capital Markets
(ECM) based products. This trend is expected to continue in coming
years. The team has successfully completed 10 transactions during
FY2015-16 and endeavours to grab a larger market share in FY201617. Besides the experience and track record of its team members,
the investment banking division leverages upon the Groups strong
research capabilities, strength in institutional placements, wide reach
and presence in every investor segment.
COSTS
The following section provides details of the expenditure incurred by
the Company under various heads during the year.
Employee Expense
Employee costs went from ` 6,049 million in FY2014-15 to ` 7,045
million in FY2015-16, up 16% y-o-y because of salary increments
and bonus. The largest salary increases were in housing finance and
wealth operations, primarily due to increase in headcount to support
higher business volumes last year and in anticipation of future ramp
up. Salary costs were contained in the capital markets business.
Overall headcount for all companies in IIFL Group fell 8% from 12,903
in FY2014-15 to 11,890 in FY2015-16.
Finance Cost
Finance cost increased to ` 16,800 million in FY2015-16 from ` 14,338
million in FY2014-15, an increase of 17%. This increase was primarily
driven by incremental borrowings to fund the loan book growth, which
was up 21%, y-o-y. The average cost of funds for the NBFC business has
reduced further by 86 bps in FY2015-16 to settle at 10.2%.
Depreciation Expense
Depreciation expense in FY2015-16 was ` 661 million, compared
to ` 592 million in FY2014-15. The Company depreciates assets on
straight-line basis, writing off computer and technology assets
completely in three years, and other assets like furniture, electrical
and office equipment, among other in five years.
Provisions and Write-offs
The Company makes provisions and write-offs as per management
estimates, subject to minimum provision requirement in
accordance with the directions and asset classification norms
issued by the RBI and National Housing Bank. The provisions and
write-off at ` 1,151 million increased marginally by 10% in this
fiscal year.
Gross NPA and Net NPA ratios were at 1.44% and 0.54%, respectively,
for the financial year ended March 31, 2016. Against gross NPA of
` 2,554 million, specific provisions stand at ` 1,591 million. Besides,
provision of ` 701 million has been made for standard assets in
keeping with statutory requirements. Total provision coverage
(including standard asset provision) stands at 89.7% of Gross NPAs.
SOURCES OF FUNDS
Share Capital
The Companys share capital has increased from ` 620 million to ` 633
million. This was because of allotment of 6,302,905 equity shares of
` 2 each to employees upon exercise of ESOPs under the Companys
employee stock options schemes.
FY2015-16
Share Capital - beginning of the year (paid up ` 2 per share)

ESOPs exercised
Share capital at the end of the year
Equity
shares (No.)
310,233,948
6,302,905
316,536,853
FY2014-15
` million
Equity
shares (No.)
` million
620.47
12.60
633.07
296,199,003
14,034,945
310,233,948
592.40
28.07
620.47
Reserves and Surplus

The Companys net worth (excluding minority interest) was up from ` 25,577 million in FY2014-15 to ` 29,200 million in FY2015-16, primarily
owing to retained earnings. Book value per share as on March 31, 2016 increased from ` 82.44 per share in previous fiscal year to ` 92.25 per
share (excluding minority interest).
71
Summary of reserves and surplus is provided in the table below:

` mn
Securities Premium Account
General Reserve
Special Reserve
Foreign Exchange Fluctuation Reserve
Capital Reserve
Capital Redemption Reserve
Profit and Loss account
Balance as at
March 31, 2015
12,187.47
1,580.43
2,145.70
345.83
433.70
51.11
2,737.82
5,474.37
Resource Mobilisation
Secured loans outstanding as on March 31, 2016 were ` 117,430
million, compared to ` 104,683 million as at the end of the previous
year. These loans are primarily secured against the Companys
receivables. The Company has diversified its sources of funds and
augmented long-term sources of funds, further strengthening its
asset liability duration matching profile.
The dependence on short-term borrowing resources reduced further
during the year. Out of the total, 19% of the funding was through
commercial paper, 46% through cash credit and term loan, and 35%
was through NCDs. The Companys unsecured loans as on March 31,
2016 stood at ` 42,046 million, vis--vis ` 41,710 million as at the end
of the previous year.
Asset Liability Management
The NBFC and HFC subsidiaries have in place Board level a supervisory
Asset Liability Management Committee comprising Directors. There
is an ALCO operating committee comprising the Companys senior
officials i.e., CEO, CFO, heads of departments and the Executive
Directors. The ALCO operating committee meets once a month and
the Board level ALCO meets once a quarter to review the position.
APPLICATION OF FUNDS
Fixed Assets
The Company has invested in state-of-the-art technology to support,
inter alia, its branch operations, back-office, customer service, and call
centre operations. The Company has its own offices at major business
locations such as Mumbai (Lower Parel and Andheri), Thane, Delhi,
and Chennai.
72
Additions
366.67
704.00
1,429.41
5,604.02
Deductions/
Adjustments
(16.23)
(2.53)
(4,475.28)
Balance as at
March 31, 2016
12,537.91
1,580.43
2,849.70
343.30
433.70
51.11
4,167.23
6,603.11
A statement of movement in fixed assets is given below:

` million
Computers
Electrical Equipment
Furniture & Fixtures
Office Equipment
(Air- conditioners etc)
Buildings (including land)
Land/Leasehold Land
Vehicles
Software
Gross Block
Less: Accumulated Depreciation
Net Block
Add: Capital in progress
Net Fixed Assets
Depreciation
As % of Revenue
As % of Average Gross Block
Accumulated Depreciation as %
of Gross Block
FY2015-16
FY2014-15
Growth (%)
688.68
689.73
1,800.33
713.34
714.43
813.66
2,104.05
855.84
-3.6%
-15.2%
-14.4%
-16.7%
2,807.96
1,826.85
52.18
176.80
8,755.87
4,007.33
4,748.54
56.04
4,804.58
660.82
1.65%
7.55%
45.77%
2,196.80
1,827.76
40.69
150.14
8,703.37
4,090.47
4,612.89
103.56
4,716.45
591.62
1.66%
6.80%
47.00%
27.8%
0.0%
28.2%
17.8%
0.6%
-2.0%
2.9%
-45.9%
1.9%
11.7%
Investments
Treasury investments are generally made for liquidity management
purposes. The Company primarily invests in G-secs, bank deposits,
and liquid schemes of mutual funds to meet these requirements. The
Companys investment portfolio stood at ` 18,670 million in FY201516, compared with ` 12,834 million in FY2014-15. Of the total, ` 12,894
million was deployed in various funds, ` 5,040 million in debentures
and bonds, certificate of deposits of ` 449 million, ` 165 million in
equity of various companies and other investments of ` 105 million.
The portfolio also contains 130,000 shares valued at ` 17 million in
The Bombay Stock Exchange Ltd.
Cash & Cash equivalent

A detailed breakdown of cash and cash equivalents is given below:
` million
Cash balance
Bank balances in India
Current accounts
Deposit accounts
Unclaimed dividend account
Bank balances held by
subsidiaries outside India
Current accounts
Deposit accounts
Total cash and bank
balances
Cash and cash equivalents/
Total assets
Cash and cash equivalents/
revenues
As on
March 31, 2016
127.60
As on
March 31, 2015
479.88
9,107.66
6,296.89
4.25
11,535.76
6,003.08
7.75
744.80
7.09
16,288.29
254.20
6.70
18,287.38
7.12%
9.42%
40.76%
51.32%
Deferred Tax Assets and Liabilities

Deferred tax assets and liabilities have been computed as per the provisions
of the Income Tax Act, 1961. Deferred tax assets (Net) were ` 1,307 million
as at FY2015-16, compared with ` 1,228 million as at FY2014-15.
HUMAN RESOURCES
IIFLs human resource department has been constantly striving to
support the businesses, implement digital solutions, and build a
strong culture of transparency and service orientation within the
organisation. The Group continued to live up to the expectations
of building people-friendly policies and practices in FY2015-16 and
closely align them to its business requirements.
Strong Management Team
This year, IIFL was increasingly looked at as a preferred employer by
senior professionals from the banking and financial services industry.
The Group attracted several top-notch professionals in the Wealth,
NBFC and HFC businesses, who were driven by the agenda of growth
and transformation. The entrepreneurial culture that IIFL prides in is a
magnet for talent that is looking for opportunities to make an impact
in an environment that encourages innovation and risk taking. The
management team has been strengthened by the Groups niche
hiring in its sales, technology, risk, operations and HR functions.
Technology Enablement
The Group has made substantial attempts in designing a
technologically sound human resource system, known as Adrenalin.
It can be easily accessed by all employees, at all times as an app.
This web-based system for Employee Life Cycle Management has
substantially reduced the time spent on administrative activities.
Training and Development
The Group provides learning opportunities in diverse subjects, such
as financial planning, mutual funds, as well as fundamental and
The entrepreneurial culture

that IIFL prides in is a magnet
for talent that is looking for
opportunities to make an
impact in an environment that
encourages innovation and
risk taking
technical analysis, through classroom coaching and e-learning. The

Group also provides product-specific trainings for all its businesses.
During the year, IIFL initiated free-of-cost, short-duration Customer
Education Programmes for its customers across the country. The
programmes primarily focused on capital market, derivatives, financial
planning, and commodities. IIFL also launched Paid Education
Programme to deliver these trainings to willing participants.
Encouraging Performance
IIFL, as an organisation, holds performance and potential to determine
employee growth and promotions. Individual Performance Measures
(IPMs) for employees is IIFLs very own way of setting expectations
across clearly demarcated parameters. A formal bi-annual process
supplements the Groups efforts to evaluate the performance of
employees in an objective and transparent manner and provide
feedback in a constructive manner.
Encouraging gender diversity
IIFL is an equal opportunity employer. To cultivate a healthy and
balanced workforce, focus is given particularly on having at least one
female employee in branches. Quarterly women-oriented workshops/
programmes are conducted for mentoring and development of
the female staff. During the year, IIFL launched the WIW (Women
Influence Women) Series to showcase the Star Women performers
who were nominated on various criteria.
Focus on enhancing employee engagement
IIFL promotes creativity and innovation among its employees, and
this can only happen when employees are engaged at work. Various
initiatives were introduced during the year to actively engage and
connect with employees, spread across locations and businesses.
Initiatives are also underway to measure employee engagement at a
team level through a regular Pulse Survey, and facilitating the teams
to work on specific interventions to enhance team scores.
73
IIFL believes that Enterprise

Risk Management provides a
sound foundation to ensure that
the risk-taking activities across
the Group are in line with the
business strategy, the risk appetite
approved by the Board and
regulatory requirements.
RISK MANAGEMENT
Risk management is a key element of IIFLs business strategy and
is integrated seamlessly across all of its business operations. The
objective of IIFLs risk management process is to optimise the riskreturn equation and ensure meticulous compliance to all extant laws,
rules, and regulations applicable for all of its business activities.
IIFL seeks to foster a strong and disciplined risk management culture
across all of its business entities and at all levels of employees.
IIFL takes a holistic view of risk management and undertakes an
enterprise-wide risk management approach under the Enterprise
Risk Management (ERM) Framework. IIFL believes that ERM provides
a sound foundation to ensure that the risk-taking activities across
the Group are in line with the business strategy, the risk appetite
approved by the Board and regulatory requirements.
IIFL adopts the three lines-of-defence (3 LOD) model wherein
management control at the business entity level is the first line of
defence in risk management. Various risk control and compliance
oversight functions, established by the management are the second
line of defence. Finally, the third line comprises the internal audit/
assurance function. All three lines play a distinct role within IIFLs
wider governance framework.
IIFLs experienced compliance and audit and risk management teams
play a vital role in ensuring that rules and regulations are strictly
followed in all processes, not just in letter but also in spirit. The risk
management discipline is centrally initiated but implemented at
the business entity level. This ensures that each of the operating
subsidiaries is fully responsible for the initiation, management,
measurement, and mitigation of all risk-taking activities within
the business unit, and for meticulous compliance to all regulatory
guidelines pertaining to the specific business.
Risk management also forms a critical part of the Groups training
modules across all levels, so that employees across the hierarchy are
74
trained on risk management and implications thereof. The Companys

well-defined organisational structure, documented policies and
standard operating procedures (SOPs), authority matrix and internal
controls ensure efficiency of operations, besides compliance with
internal policies and regulatory requirements.
IIFL has adopted digital initiatives in all its key businesses, starting
with broking and distribution followed by loans and credit as well
as customer service, internal operations and HR. Digitization ensures
less human intervention and superior customer service. Moreover,
technology vastly eliminates the scope for any fraud, omission, and
commission of errors.
Credit, Liquidity and Finance Risk
In the financing business, IIFL has a multi-level Credit and Investment
Committee consisting of Directors of the Board / Head of the
Departments to consider medium to large credit proposals. However,
smaller proposals are decided at appropriate level as per the approval
matrix. The Group has in place Risk Management Committee and
Asset Liability Management Committee (ALCO), consisting of
Directors and senior officials. They regularly meet and review the
policies, systems, controls, and positions of the financing business.
The Risk Management Committee reviews the risk management
processes, covering credit and underwriting controls, operations,
technology and compliance risks.
Enterprise risk management framework, put in place at the Group
level, provides oversight on the risk-taking activities and guidance.
The ALCO committee reviews the strategic management of interest
rate and liquidity risk, review of product pricing for various loans and
advances, desired maturity profile and mix of the incremental assets
and liabilities. It also reviews the Companys funding policies in the
light of interest rate movements and desired fund mixes, particularly
fixed / floating rate funds, wholesale / retail funds and money market
funding, among others.
To ensure frequent reviews and actions, an internal ALCO Operating
Committee has also been put in place. The Committee consists of
business, finance, and treasury heads, which meets on a monthly
basis, analyses and initiates appropriate actions keeping in view the
emerging conditions. The supervisory ALCO of the Board ensures
that the business and risk management strategy operates within the
limits/parameters set by the Board and reviews the functioning of the
internal ALCO. It also reviews the Companys funding strategy and
implementation of ALCOs decisions.
Market Risk
The financial sector is affected by a variety of factors linked to domestic
economic progress and global developments. Any significant economic
event happening across the globe can have a direct or indirect impact
on the Company. To mitigate this, the Company has diversified its
revenue streams across multiple product lines and businesses, involving
fund and non-fund based advisory and distribution businesses. Under
the fund-based business, the Company has a diversified portfolio

of mortgage/home loan, gold loan, loan against securities, medical
equipment finance, commercial vehicle finance, and SME business
loan. Similarly, in non-fund based business, it has a diversified offering
of equity, currency, commodity broking, wealth management and
depository services, asset management, alternate investment funds,
domestic and offshore services, distribution of financial products,
investment banking, and institutional equities.
Technology Risk
IIFL understands the importance of technology in the business segments
it operates and lays utmost emphasis on the system development and
use of best technology available in the industry. Numerous initiatives have
been launched for continued focus on effectiveness and digitization of
the businesses and organisational processes. New apps on mobiles and
tablets have been deployed to offer seamless process, improve customer
convenience and employee productivity.
The management periodically reviews information security threats
and has taken substantial steps to ensure the organisation is
safeguarded against hacking attacks, data leakage and security
breaches. The IT and certain business processes have successfully
completed upgradation of ISO 27001 to latest 2013 framework
demonstrating implementation of effective information security
process and reinforcing our commitment to provide robust and
secure technology for all our clients. During the year, the Company
has implemented technology to block illegitimate network traffic and
automated blocking of malicious attack from the internet.
The Group has invested resources in implementing controls and it
continuously monitors any violations, preventing misuse and data
leakage.
Compliance Risk
The Group operates primarily in the financial services space. Each of its
businesses is carried on under separate units/entity and is regulated
by the respective regulator. The compliance function forms a critical
part of the Groups operations.
IIFL is registered and regulated by SEBI for merchant banking,
stock broking, depository participant, commodity broking,
portfolio management, advisory, asset management, mutual
fund, and alternate investment fund businesses. India Infoline
Finance Ltd. is an NBFC registered with RBI, and the housing
finance subsidiary namely India Infoline Housing Finance
Ltd. is registered with National Housing Bank. The insurance
broking subsidiary is registered with IRDA. Besides, the foreign
subsidiaries are registered with respective overseas regulatory
authorities. The Company has a full-fledged compliance
department manned by knowledgeable and well-experienced
professionals in compliance, corporate, legal and audit functions.
The department guides the businesses/support functions on all
regulatory compliances and monitors implementation of extant
regulations/circulars, ensuring all the regulatory compliances,

governance and reporting of the Group.
The compliance and audit discipline extends across the entire
transaction cycle: KYC process, term sheets/agreements, vetting
transaction execution, transaction settlement involving securities,
loan documentations pre-and post-disbursement, fund transfer,
customer reporting and confirmation and regulatory information/
returns/reports to various regulatory authorities, among others.
Operating in financial services space, the Company has put in
place adequate systems and controls to ensure compliance with
anti-money laundering standards. Besides, the Group entities are
also registered with US-IRS under Foreign Account Tax Compliant
Act (FATCA), wherever applicable, in compliance with regulatory
requirements. The Company has instituted special purpose audits
for credit audit, verification audit, broking/DP systems audit, portfolio
management audit and asset management function, among others.
Moreover, compliance with corporate acts, including Companies
Act, SEBI Act, FEMA, Securities Contracts (Regulation) Act and Rules,
RBI-NBFC regulations, NHB-HFC regulations, Insurance Act, and so
on was verified by independent secretarial auditors on the holding
company and major subsidiaries, during the year. Their reports and
recommendations were considered by the Board and necessary
implementations have been initiated.
The compliance requirements across various service points have been
communicated comprehensively to all, through compliance manuals
and circulars. To ensure complete involvement in the compliance process,
heads of all businesses/zones/area offices and departments across
businesses/entities submit quarterly compliance reports. The compilations
of these reports are reviewed by the Audit Committee/Board and are
also submitted to regulatory authorities, periodically. Besides, the internal
auditors verify the compliances as part of their audit process.
Human Resource Risk
The Group has taken several actions to ensure that the talent
pipeline for the Company is strong especially when it comes to key
management positions. We have been able to attract top notch talent
from MNC and Indian corporates wherever required to supplement
our existing management capability. We have also been able to
retain our top performing home grown talent by offering them larger
opportunities when a vacancy has arisen internally.
The Group also has a strong focus on ensuring that employees are
adequately trained in their job functions and on all compliance related
trainings. The HR function also ensures all statutory compliances
with labour laws and other relevant statutes and ensures that strong
background screening standards are in place to minimise any risk of
fraud from incoming employees.
A strong emphasis on internal controls on various HR processes and
technology enablement also ensures that operational risk in the HR
function is managed well.
75
Reputation Risk
Over the years, the Company has fostered a culture that enables
operating managers to say No to poor quality business and
eschewing from adopting short cuts and stopgap alternatives. In
addition, it has in place stringent employee code of conduct and
trading guidelines, which are to be followed by every employee. The
Companys policy and processes ensure close monitoring and strict
disciplinary actions against those deviating from the same.
With customer-centricity at the heart of all its activities, the
Company has institutionalised a number of measures to secure
customer interests. Placement and execution of orders by clients
instantaneously, trader terminals, tablets, and mobile applications
providing real-time data, ledger balances of the stocks and funds
position keep the customers informed about their positions online.
The Company transfers client funds/securities to the customers
in designated banks/demat accounts. All receipts and payments
from/to customers are done through account payee cheques/DDs
with client IDs, and no cash acceptance is permitted. The financing
business system provides for day-to-day updates on customer
security vaults, loan balances, and interest dues. During the year, the
Company has launched a mobile application for lending customers,
whereby customers can check their loan status and latest dues
instantly. The Company has established a strong system of custody/
safekeeping of securities documents at a centralised vault system
and gold jewellery at the respective branches in safe vaults and
controls through a 24X7 e-surveillance, access control and alarms,
among others. The Company makes constant and concerted efforts
to educate customers on the dos and donts with respect to their
dealings.
ERMC meets periodically and reviews the risk challenges and

mitigation actions
INTERNAL CONTROLS
The Companys internal audit is conducted as per the Annual Audit Plan
approved by the Audit Committee. The scope of internal auditcovers
all aspects of business including regular front-end and back-end
operations and internal compliances. It lays emphasis to check on
process controls, measures undertaken by the Company to monitor
risk and to check on leakages or frauds.The Company has invested in
ensuring that its internal audit and control systems are adequate and
commensurate with the nature of business, regulatory prescriptions
and the size of its operations. Moreover, the Company successfully
completed ISO 27001:2013 transition certificate, during the year.
The internal control system is supplemented by concurrent and
internal audits, as well as special audits and regular reviews by the
management. For Group-wide internal audits, the Company has
distributed the audit of major businesses to separate top audit
firms to have wider and heterogeneous verification approach and
inputs, and derive larger value from the audit process. In this regard,
the Company has in place Mahajan & Aibara for the capital markets
businesses, KPMG for NBFC and HFC businesses, M.P. Chitale &
Company for asset management business.
Key roles and responsibilities are enumerated below:

The Board of Directors
The Board of Directors set the overall risk strategy and appetite
for the Group
The Risk Management Committee (RMC) of the Board regularly
reviews the risk assessment of the Group to ensure that risktaking is within the limits defined by the Board
The Company also retains specialised audit firms to carry out specific /
concurrent audit of some critical functions, such as half-yearly
internal audit of broking business mandated by SEBI/ Exchanges,
DP processes, Know Your Customer (KYC) verifications, demat
transfers, pay-outs verifications, systems audit, branches and sub
brokers audits, PMS, mutual fund and alternative investment funds
operations audit, credit audit, loan documentation audits, pre / post
disbursement audit, end use verification audits and verification of
related party transactions, among others. The Company also has an
internal team of audit professionals at its head office in Mumbai,
supported by regional teams at zonal offices. The Group has in place
separate internal audit teams dedicated for major business verticals
i.e., NBFC, HFC, distribution and asset management business. The
internal team undertakes special situation audits and follows up on
implementation of internal auditors recommendations and action
taken reports. In addition, the Company complies with several
specific audits mandated by regulatory authorities such as SEBI /
Exchanges / Depositories, and the reports are periodically submitted
to the regulators.
Management Team
Enterprise Risk Management Committee (ERMC) is the Groups
apex-level management committee that supervises all risktaking activities to ensure adherence to the overall risk strategy
and appetite set by the Board
The Group CRO provides the leadership and oversight of effective
risk management practices undertaken at the operating entity
level, driving standardisation across the Group
The Board/Audit Committee reviews the overall risk management

framework and the adequacy of internal controls instituted by the
management team. The Audit Committee reviews major instances
of fraud on a quarterly basis and actions are taken on the same. It
also focuses on the implementation of the necessary systems and
controls to strengthen the system and prevent such recurrence. The
internal processes have been designed to ensure adequate checks
and balances, regulatory compliances at every stage. Internal audit
RISK GOVERNANCE FRAMEWORK

IIFL has put in place a robust risk governance structure at the Group
level and in each of the key operating entities with the active
involvement of the Board, management team, and risk management
committee. It provides guidance and direction to the management.
76
team carries out a risk-based audit of these processes to provide

assurance on the adequacy and effectiveness of internal controls for
prevention, detection, reporting and remediation of frauds.
Internal Financial Controls
The Company has in place adequate internal controls with reference
to financial statements and operations, and the same are operating
effectively. The internal auditors tested the design and effectiveness
of the key controls and no material weaknesses were observed in
their examination. Besides, statutory auditors verified the systems and
processes and confirmed that the Internal Financial Controls System
over financial reporting is adequate; and such controls are operating
effectively.
OUTLOOK
A sound financial system is essential for a countrys overall economic
growth. India, the worlds fourth largest economy, is projected to
grow at 7.5% in FY2016-17 (Source: World Bank). Yet, the per capita
income in real terms during FY2015-16 stood at` 72,889 or` 6,074
per month (Source:mospi.nic.in).Policy reforms promoting inclusive
growth and an easily accessible financial system will form the basis
for a sustainable growth path. During the year, the government
introduced and implemented several policies in this regard. The
Jan Dhan Yojana - Aadhaar number - Mobile connectivity (JAM)
Trinity will bring in more people under the umbrella of the formal
financial sector. A normal monsoon this year would rejuvenate the
rural economy and create more jobs, increasing disposable income.
Furthermore, an improved rural economy will spur demand for
financial services.
Companies with a diversified business model and a consistent

strategy are most likely to gain from improving prospects of the
Indian economy and financial services sector. There is a need for
players to adopt a holistic approach towards digitalization and in
aligning it with their business strategy.
A broad customer base, wide pan-India reach, diversified product
range, experienced team of professionals, and well-developed
systems and processes position IIFL suitably well to capture the
emerging opportunities in the financial services space. IIFL is focused
on fortifying its relationship with clients through seamless service and
differentiated offerings. For this, the Group will leverage on digitization
and a cost-effective model to enhance its operational processes. The
Group will proactively attract and retain talented, motivated, and
proven professionals and work on strategic alliances. Furthermore,
it will augment services complementing the organisations core
competences and grow in the financial services space.
Date: May 05, 2016

Place: Mumbai
Nirmal Jain
Chairman
DIN: 00010535
77
Corporate Governance Report

This Corporate Governance Report relating to the year ended on March
31, 2016 has been issued in compliance with the applicable provisions
of SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 and forms a part of the Report of the Directors to the Members
of the Company.
1. OUR COMPANYS PHILOSOPHY ON THE CORPORATE
GOVERNANCE

IIFL Holdings Limited (the Company) follows the highest
standards of governance and disclosure. The Company
firmly believes that adherence to business ethics and sincere
commitment to corporate governance will help the Company
achieve its vision of being the most respectedcompany in the
financial services space in India. Since inception, the promoters
have demonstrated exemplary track record of governance
and utmost integrity. The Company is in compliance with
the requirements of the guidelines on corporate governance
stipulated under Clause 49 of the Listing Agreement and SEBI
(Listing Obligations and Disclosure Requirements) Regulations,
2015. With the implementation of stringent employee code
of conduct policy and adoption of a Whistle Blower Policy,
the Company has moved ahead in its pursuit of excellence in
corporate governance.

Our Board has Independent Directors, highly respected for
their professional integrity as well as rich financial and banking
experience and expertise. We have an advisory board comprising
stalwarts with long and immaculate careers in banks, public
service and legal profession.
2. BOARD OF DIRECTORS
(a) Composition of the Board of Directors as on March 31,
2016:
The Board of Directors (Board) of the Company has an optimum
combination of executive and non-executive directors (including
one women director). The Board provides leadership, strategic
guidance and discharges its fiduciary duties of safeguarding the
interest of the Company and its stakeholders.
The Chairman of the Board is an Executive Director and majority
of the Board comprises of Non-Executive and Independent
Directors. None of the Directors of the Company are related to
each other. The composition of the Board is as follows:
Category
Executive Directors
Name of the Directors

Mr. Nirmal Jain
(Chairman & Promoter)
Mr. R Venkataraman
(Managing Director & Co-Promoter)
78
Independent Directors
Non-Executive Directors other

than Independent Directors*
Mr. Kranti Sinha

Mr. Nilesh Vikamsey
Mr. Arun Kumar Purwar
Dr. S Narayan
Ms. Geeta Mathur
* Mr. Sunil Kaul (Non- Executive Director) resigned from the Board of the Company
w.e.f. January 20, 2016
(b) The brief profile of the Directors are as follows:

Mr. Nirmal Jain (Chairman)
Mr. Nirmal Jain is the founder and Chairman of the Company, is a
PGDM (Post Graduate Diploma in Management) from IIM (Indian
Institute of Management), Ahmedabad, a rank holder Chartered
Accountant and a Cost Accountant. He started his career in 1989
with Hindustan Lever Limited. He founded Probity Research
and Services Pvt. Ltd. (later renamed India Infoline Limited) in
1995; one of the first independent equity research companies
in India. He was instrumental in steering the groups foray into
various financial sector activities that have grown over the years
into significant businesses in terms of net worth and profitability.
Under his leadership, IIFL Group has attainted its position as a
dominant and diversified player in the financial services space
over the past 21 years.
Mr. R. Venkataraman (Managing Director)
Mr. R. Venkataraman, Co-Promoter and Managing Director of the
Company, is a B.Tech (Electronics and Electrical Communications
Engineering, IIT Kharagpur) and an MBA (IIM, Bangalore). He joined
the Companys Board in July 1999. He has been contributing
immensely into the establishment of various businesses and
spearheading key initiatives of the group over the past 16 years.
He previously held senior managerial positions in ICICI Limited,
including ICICI Securities Limited, their investment banking joint
venture with J P Morgan of US and Barclays BZW. He worked as
the Assistant Vice President with G E Capital Services India Limited
in their private equity division. He has a varied experience of more
than 25 years in the financial services sector.
Mr. Kranti Sinha (Independent Director)

Mr. Kranti Sinha Board member since January 2005
completed his masters from the Agra University and started
his career as a Class I Officer with Life Insurance Corporation of
India (LIC). He served as the Director and Chief Executive of LIC
Housing Finance Limited from August 1998 to December 2002
and concurrently as the Managing Director of LICHFL Care
Homes Limited (a wholly-owned subsidiary of LIC Housing
Finance Limited). He retired from the permanent cadre of the
Executive Director of LIC. He also served as the Deputy President
of the Governing Council of Insurance Institute of India and
as a member of the Governing Council of National Insurance
Academy, Pune apart from various other such bodies.
Corporate Governance Report | Statutory Reports
Mr. Nilesh Vikamsey (Independent Director)

Mr. Nilesh Vikamsey is a Senior Partner at M/s Khimji Kunverji &
Co.,Chartered Accountants, a member firm of HLB International.
Mr. Vikamsey is the Vice President of the Institute of Chartered
Accountant of India (ICAI). Mr. Vikamsey is Chairman of Federal
Bank Limited, also on the Board of a number of companies
like SBI Life Insurance Company Limited, Thomas Cook (India)
Limited, Navneet Education Limited, SOTC Travel Services
Private Limited and Extensible Business Reporting Language
(XBRL) India among others. Mr. Vikamsey was Chairman of SEBIs
Qualified Audit Report Committee (QARC) & member of its
Committee on Disclosures and Accounting Standards (SCODA),
LLP Committee of Ministry of Corporate Affairs (MCA), Chairman
of Education & CPD Committee of South Asian Federation of
Accountants (SAFA), IRDAs Committee on Road Map for Risk
Based Solvency Approach in Insurance, Chairman of ICAIs Board
of Studies, Research Committee, Financial Reporting Review
Board & Expert Advisory Committee & Vice Chairman of ICAIs
Committee on Information Technology & Corporate Laws and
Corporate Governance Committees etc.
Mr. A. K. Purwar (Independent Director)
Mr. Purwar is currently Chairman of ILFS Renewable Energy, one
of the largest renewable energy Company of the country. He also
works as an independent director in leading Companies across
diverse sectors like Power, Solar Energy, Telecom, Steel, Engineering
Consultancy, Pharmaceuticals, Entertainment and Financial Services.
He also acts as an Advisor to Mizuho Securities, Japan. Mr. Purwar
was the Chairman of State Bank of India the largest Bank in the
country from November, 2002 to May, 2006. He held several
important and critical positions like Managing Director of State
Bank of Patiala, Chief Executive Officer of Tokyo covering almost
entire range of commercial banking operations in his long and
illustrious career at the Bank. He was alsoassociated in setting
up of SBI Life. Mr. Purwar also worked as Chairman of Indian
Bank Association during 2005-2006. He has received CEO of the
year Award from The Institute of Technology and Management
(2004), Outstanding Achiever of the year award from Indian
Banks Association (2004) Finance Man of the Year Award by the
Bombay Management Association in 2006.
Mr. Chandran Ratnaswami (Non-Executive Director)
Mr. Chandran Ratnaswami, Board Member since May 2012, is
a Non-Executive Director of the Company. He is the Managing
Director of Hamblin Watsa Investment Counsel Limited, a wholly
owned investment management company of Fairfax Financial
Holdings Limited. He was recently appointed as director and
CEO of Fairfax India Holdings Corporation. Mr. Ratnaswami serves
on the Boards of ICICI Lombard General Insurance, Thomas Cook
(India), Fairbridge Capital in India, Zoomer Media, Fairfax India
Holdings Corporation in Canada, First Capital Insurance Limited,
Singapore, Thai Reinsurance, Thailand, and Union Assurance
General, Sri Lanka. Mr. Ratnaswami holds a Bachelors degree

in Civil Engineering from IIT Madras, India and an MBA from the
University of Toronto, Canada.
Dr. S. Narayan (Independent Director)
Dr. S Narayan Board Member since August - 2012 is a retired
IAS Officer. He was an eminent public administrator for nearly
four decades (1965 to 2004). He was in public service in the
State and Central Government in development administration.
Retired as Economic Advisor to the Prime Minister of India, he
has rich experience in implementation of economic policies and
monitoring of the special economic agenda of the Cabinet on
behalf of the Prime Minister`s Office, and is also experienced
in formulation of macro-economic policy for the Government
tariff and taxation policies, as well as initiatives for modernizing
the capital markets. Dr. Narayan holds M.Sc., MBM, M Phil, Ph.D.
degree. He is a director on the board of several leading public
limited Companies.He is a Senior Research Fellow at the Institute
of South Asian Studies, National University of Singapore, at
Singapore since 2005.
Ms. Geeta Mathur (Independent Director)

Ms. Geeta Mathur Board Member since September 2014
is a Chartered Accountant, specializes in the area of project,
corporate and structured finance, treasury, investor relations
and strategic planning. She started her career with ICICI, where
she worked for over 10 years in the field of project, corporate
and structured finance as well represented ICICI on the Board of
reputed companies such as Eicher Motors, Siel Limited etc. She
then worked in various capacities in large organizations such as
IBM and Emaar MGF across areas of Corporate Finance, Treasury,
Risk Management and Investor relations.She is currently on the
board of several large listed companies including Motherson
Sumi Limited, NIIT Limited and RSWM. She is a graduate in
Commerce from Shriram College of Commerce, Delhi University.
c) Board Meetings and Directorship / Committee
membership(s) of Directors:
Five Board Meetings were held during the year 2015-2016 on
the following dates: May 07, 2015, June 09, 2015, July 29, 2015,
October 24, 2015 and January 29, 2016.

As mandated by SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, none of the Directors on
the Board of the Company is Member of more than ten (10)
specified Committees and none is a Chairman of more than five
(5) specified Committees across all the Indian Public Limited
companies in which they are Directors. The Company has
received necessary disclosures from all the Directors regarding
Committee positions held by them in other Companies. The
table below gives the details of the names of the members of
the Board, their status, their attendance at the Board Meetings
79
Corporate Governance Report (contd.)
and the last AGM, their Directorships, Committee Memberships and Chairmanships in Indian Companies as on March 31, 2016. It excludes
Directorships of Private Limited Companies, Foreign Companies and Section 8 Companies:
Name of the Director (DIN)
Date of
appointment
Category
Number
of board
meeting
attended
during the
year
Attendance Directorships
at last AGM
in Indian
Public
Limited
companies
(Including
IIFL Holdings
Limited)
Membership of
Committees
(including of IIFL
Holdings Limited)1
Member Chairman2
02
Nil
Mr. Nirmal Jain

(DIN: 00010535)
18/10/1995
Executive Chairman
Yes
05
Mr. R. Venkataraman
(DIN: 00011919)
05/07/1999
Managing Director
Yes
09
07
01
Mr. Kranti Sinha

(DIN: 00001643)
22/01/2005
Yes
07
03
05
Mr. Nilesh Vikamsey

(DIN: 00031213)
11/02/2005
Yes
07
03
03
Mr. A. K. Purwar
(DIN: 00026383)
10/03/2008
Yes
07
03
03
*Mr. Sunil Kaul

(DIN: 05102910)
05/11/2011
Yes
01
00
00

(DIN: 00109215)
15/05/2012
Yes
05
01
00
Mr. S. Narayan
(DIN: 00094081)
01/08/2012
No
06
02
03
Ms. Geeta Mathur

(DIN: 02139552)
18/09/2014
Yes
09
05
03
* Mr. Sunil Kaul (Non-Executive Director) resigned from the Board of the Company w.e.f January 20, 2016.
1. The committees considered for the above purpose are those prescribed in the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 viz. Audit Committee and
Stakeholders Relationship Committee.
2. This is in addition to the number of committees in which the director is designated as a committee member.
d) Board Level Performance Evaluation:

The Nomination and Remuneration Committee has laid down
the criteria for performance evaluation of Executive Directors,
Non Executive Directors including Independent Directors (IDs)
and Board as a Whole.

The criteria for performance evaluation are as under:

For Chairman:

The criteria for evaluation of Chairman, inter alia, includes
his ability to conduct meetings, ability to elicit inputs from
all members, ability to table and openly discuss challenging
matters, attendance at meetings, assistance to board in
formulating policies and setting standards, accessibility, ability to
analyze strategic situations, ability to project positive image of
the Company, compliance with regulatory requirements.
80

For Executive Directors:

The criteria for evaluation of Executive Directors, inter alia,
includes their ability to elicit inputs from all members, ability
to table and openly discuss challenging matters, attendance
and participation at meetings, integrating quality and reengineering, capitalize on opportunities created by economic
and technological changes, assistance to board in formulating
policies and setting standards and following them, accessibility,
ability to analyze strategic situations, ability to project
positive image of the Company, compliance with regulatory
requirements, handling critical situations concerning the group.

For Non-Executive Directors (including Independent
Directors):
The criteria for evaluation of Non-Executive Directors, inter alia,
includes attendance at the meetings, study of agenda and active
participation, contribution to discussions on strategy, participate
constructively and actively in committees of the Board, exercise
of skills and diligence with due and reasonable care and to bring
independent judgment to the Board, ability to bring in best

practices from his / her experience, adherence to the code of
conduct.

For Board as a whole:

The criteria for evaluation of the Board, inter alia, includes
composition and diversity, induction programme, team work,
performance culture, risk management and financial controls,
integrity, credibility, trustworthiness, active and effective
participation by members.
e) Separate meetings of the Independent Directors:

In compliance with the provisions of the Companies Act, 2013
and Regulation 25 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, a seperate meeting of
Independent Directors of the Company was held on March 31,
2016, inter alia, to discuss the following:

To review the performance of non-independent directors
and the Board as a whole;

To review the performance of the Chairperson of the
company;

To assess the quality, quantity and timeliness of flow of
information between the company management and the
Board that is necessary for the Board to effectively and
reasonably perform their duties.
Upon the conclusion of the meeting, the Independent Directors
expressed their satisfaction over the performance of the other
directors and the Board as a whole. They also expressed their
satisfaction over the quality, quantity and flow of information
between the company management and the Board /
Committees of the Board from time to time.
f) Familiarization programme for Independent Directors:

The Board members are provided with necessary
documents/brochures, reports and internal policies to
enable them to familiarize with the Companys procedures
and practices. Periodic presentations are made at the Board
and Board Committee Meetings, on business and operations
of the Company as well as the Group. Quarterly updates
on relevant statutory changes are discussed at the Board
meetings. The details of such familiarization programmes of
the Company may be accessed on the Companys website at
the link http://www.indiainfoline.com/aboutus/corporategovernance/policies.
g) Meetings of the Board:

Frequency: The Board meets at least once a quarter to
review the quarterly results and other items of the Agenda.
Whenever necessary, additional meetings are held. In case
of business exigencies or matter of urgency, resolutions
are passed by circulations, as permitted by law, which are
confirmed in the next Board Meeting.

Board Meeting Location: The location of the Board /
Committee Meetings is informed well in advance to all the
Directors. Each Director is expected to attend the Board /
Committee Meetings.
Notice and Agenda distributed in advance: The Companys
Board / Committees are presented with detailed notes,
along with the agenda papers which are being circulated
well in advance of the Meeting. The Company has
implemented App based e-meeting system accessible
through secured iPads provided to the directors and key
officials. The agenda, presentation, notes and minutes are
made available to the Board and Committee members. The
Company Secretary in consultation with the Chairperson
of the Board / Committees sets the Agenda for the
Board / Committee Meetings. All material information is
incorporated in the Agenda for facilitating meaningful and
focused discussions at the Meeting. Where it is not practical
to attach any document to the Agenda, the same is tabled
before the Meeting with specific reference to this effect
in the Agenda. In special and exceptional circumstances,
additional or supplementary items on the Agenda are
permitted. The Board periodically reviews compliance
reports of laws applicable to the Company, prepared and
placed before the Board by the Management.

Other Matters: The senior management team of the
Company is advised to schedule its work plans in advance,
particularly with regard to matters requiring discussions/
decision with the Board/ committee Members.
Presentations by Management: The Board / Committee is
given presentations, wherever practicable covering finance,
sales, marketing, major business segments and operations
of the Company, global business environment including
business opportunities, business strategy, risk management
practices and operating performance of the Company before
taking on record the financial results of the Company.
Access to employees: The Directors are provided free access
to officers and employees of the Company. Whenever any
need arises, the Board / Committee Members are at liberty
to summon the personnel whose presence and expertise
would help the Board to have a full understanding of the
issues being considered.
h) Information Supplied to the Board / Committees:

Among others, information supplied to the Board / Committees
includes:

Annual operating plans of the businesses and budgets and
any update thereof.

Capital budgets and any updates thereof.

Quarterly results of the Company.

Minutes of the Meetings of the Board and all other
Committees of the Board.

The information on recruitment and remuneration of
senior officers just below the Board level, including the
81
appointment or removal, if any, of Chief Financial Officer

and Company Secretary.
Status of important/material litigations etc.

Show cause, demand, prosecution notices and penalty
notices, which are materially important.

Fatal or serious accidents, dangerous occurrences, any
material effluent or pollution problems.
Any material default in financial obligations to and by the
Company or substantial non-payment for goods sold by the
Company.
Any issue, which involves possible public or product liability
claims of substantial nature, including any judgement or order,
which may have passed strictures on the conduct of the
Company or taken an adverse view regarding another enterprise
that can have negative implications on the Company.
Details of any joint venture or collaboration agreement.

Transactions that involve substantial payment towards
royalty, goodwill, brand equity or intellectual property.
Any significant development in human resources / industrial
relations front, as and when it occurs.
Sale of material nature of investments, assets which are not
in the normal course of business.
Quarterly details of foreign exchange exposures and the
steps taken by management to limit the risks of adverse
exchange rate movement, if material.
Compliance status of any regulatory, statutory nature or
listing requirements and shareholders service, such as nonpayment of dividend, delay in share transfer, if any, and
others and steps taken by company to rectify instances of
non compliances, if any.
i) Minutes of the Meetings: The draft Minutes of the proceedings

of the Meetings are circulated amongst the Members of the
Board / Committees. Comments and suggestions, if any,
received from the Directors are incorporated in the Minutes, in
consultation with the Chairman. The Minutes are confirmed by
the Members and signed by the Chairman at the next Board /
Committee Meetings. All Minutes of the Committee Meetings
are placed before the Board Meeting for perusal and noting.
j) Post meeting follow-up mechanism: The Company has an
effective post meeting follow-up review and reporting process
for the decisions taken by the Board and Committee(s) thereof.
The important decisions taken at the Board / Committee(s)
Meetings, which calls for actions to be taken are promptly
initiated and wherever required, communicated to the concerned
departments / divisions. The action taken report is placed at the
immediately succeeding Meeting of the Board / Committee(s)
for information and review by the Board/ Committee(s).
3. AUDIT COMMITTEE

The Audit Committee of your Company comprises of
three Independent Directors (Mr. Nilesh Vikamsey, Mr. Kranti Sinha
82
& Ms. Geeta Mathur) and one Executive Director

(Mr. R. Venkataraman). Mr. Kranti Sinha, an Independent Director,
is the Chairman of the Committee. All the members of the
Audit Committee are financially literate and possess thorough
knowledge of the financial services industry.

The scope of the Audit Committee includes the references
made under Regulation 18 read with part C of schedule II of SEBI
(Listing Obligations and Disclosure Requirements) Regulations,
2015 as well as section 177 and other applicable provisions
of Companies Act, 2013 besides the other terms that may be
referred by the Board of Directors. The broad terms of reference
of the Audit Committee are:

1) Oversight of the Companys financial reporting process and

the disclosure of its financial information to ensure that the
financial statement is correct, sufficient and credible;
2)
Recommendation for appointment, remuneration and
terms of appointment of auditors of the company;
3) Approval of payment to statutory auditors for any other

services rendered by the statutory auditors;
4)
Reviewing, with the management, the annual financial
statements and auditors report thereon before submission
to the board for approval, with particular reference to:
(a)
Matters required to be included in the Directors
Responsibility Statement to be included in the Boards
report in terms of clause (c) of sub-section 3 of Section
134 of the Companies Act, 2013;

(b) Changes, if any, in accounting policies and practices
and reasons for the same;

(c) Major accounting entries involving estimates based on
the exercise of judgment by management;
(d)
Significant adjustments made in the financial
statements arising out of audit findings;

(e) Compliance with listing and other legal requirements
relating to financial statements;

(f ) Disclosure of any related party transactions;

(g) Qualifications in the draft audit report.

5) Reviewing, with the management, the quarterly financial

statements before submission to the Board for approval;
6) Reviewing, with the management, the statement of uses /

application of funds raised through an issue (public issue,
rights issue, preferential issue, etc.), the statement of funds
utilized for purposes other than those stated in the offer
document / prospectus / notice and the report submitted
by the monitoring agency monitoring the utilisation of
proceeds of a public or rights issue, and making appropriate
recommendations to the Board to take up steps in this matter;
7)
Review and monitor the auditors independence and
performance, and effectiveness of audit process;
8) Approval or any subsequent modification of transactions of

the company with related parties;
9) Scrutiny of inter-corporate loans and investments;
10)
Valuation of undertakings or assets of the company,
wherever it is necessary;
11)
Evaluation of internal
management systems;
financial
controls
and
risk
12) Reviewing, with the management, performance of statutory

and internal auditors, adequacy of the internal control systems;
13) Reviewing the adequacy of internal audit function, if any,

including the structure of the internal audit department,
staffing and seniority of the official heading the department,
reporting structure coverage and frequency of internal
audit;
14) Discussion with internal auditors of any significant findings

and follow up there on;
15) Reviewing the findings of any internal investigations by

the internal auditors into matters where there is suspected
fraud or irregularity or a failure of internal control systems of
a material nature and reporting the matter to the board;
16)
Discussion with statutory auditors before the audit
commences, about the nature and scope of audit as well as
post-audit discussion to ascertain any area of concern;
17) To look into the reasons for substantial defaults in the payment
to the depositors, debenture-holders, shareholders (in case of
non-payment of declared dividends) and creditors;
18) To review the functioning of the Whistle Blower Mechanism;
19) Approval of appointment of CFO (i.e., the whole-time Finance

Director or any other person heading the finance function or
discharging that function) after assessing the qualifications,
experience and background, etc. of the candidate;
20) Carrying out any other function as is mentioned in the

terms of reference of the Audit Committee.

21) Reviewing the following information:
1)
Management discussion and analysis of financial
condition and results of operations;
2)
Statement of significant related party transactions
(as defined by the Audit Committee), submitted by

management;
3)
Management letters/letters of internal control
weaknesses issued by the statutory auditors;
4)
Internal audit reports relating to internal control
weaknesses; and

5) The appointment, removal and terms of remuneration
of the Chief Internal Auditor shall be subject to review
by the Audit Committee.
The Audit Committee of the Company met five (5) times during
the last financial year on May 06, 2015, June 09, 2015, July 29, 2015,
October 24, 2015 and January 29, 2016. The necessary quorum was
present at the meetings. The gap between two Audit Committee
Meetings was not more than four (4) months.
The constitution of the Audit Committee and details of attendance
of each member of the committee at the aforesaid Meeting(s) of
Committee as on March 31, 2016 is given below:
Name of the
members
Designation NonNo. of
Committee
Executive/
committee meeting
Independent meetings attended
held
Mr. Nilesh Vikamsey Chairman
Independent
05
05
Director
Mr. Kranti Sinha
Member
Independent
05
05
Director
Mr. R Venkataraman Member
Executive
05
05
Director
Note: Mr. Kranti Sinha, Independent Director was appointed as Chairman of Audit
Committee in place of Mr. Nilesh Vikamsey and Ms. Geeta Mathur, Independent Director,
was inducted as a member of the Committee w.e.f May 06, 2016.
Audit Committee meetings are attended by the Chief Financial

Officer of the Company and representatives of Statutory Auditors
and Internal Auditors, if required. The Company Secretary acts as the
Secretary of the Audit Committee.
The Chairman of the Audit Committee was present at the last Annual
General Meeting of the Company held on July 29, 2015.
4. NOMINATION AND REMUNERATION COMMITTEE

In compliance with the provision of section 178 of the
Companies Act, 2013 and Regulation 19 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, the
Nomination and Remuneration Committee comprises of three
Independent Directors with Mr. Kranti Sinha as the Chairman
of the Committee, Mr. Nilesh Vikamsey and Mr. A K Purwar as
members of the Committee.
The scope of activities of the Nomination and Remuneration
Committee is as set out in Regulation 19 of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 read with Section
178 of the Companies Act, 2013. The terms of reference of the
Nomination and Remuneration Committee are broadly as follows:
83
1. Succession planning of the Board of Directors and Senior

Management Employees;
2. Identifying and selection of candidates for appointment
as Directors / Independent Directors based on certain laid
down criteria;
3.
Identifying potential individuals for appointment as Key
Managerial Personnel and to other Senior Management positions;
4. Formulate and review from time to time the policy for selection
and appointment of Directors, Key Managerial Personnel and
senior management employees and their remuneration;
5. Review the performance of the Board of Directors and Senior
Management Employees based on certain criteria as approved
by the Board. In reviewing the overall remuneration of the Board
of Directors and Senior Management, the Committee ensures
that the remuneration is reasonable and sufficient to attract,
retain and motivate the best managerial talent, it also ensures
that the relationship of remuneration to performance is clear,
that the performance meets the appropriate performance
benchmarks and that the remuneration involves a balance
between fixed and incentive pay, reflecting the short-term and
long-term objectives of the Company.
The Nomination and Remuneration Committee also administer your

Companys Stock Option plans. The stock options granted by the
Committee are disclosed in detail in the Directors Report.
The constitution of the Nomination and Remuneration Committee
and details of attendance of each member of the committee at the
Meeting of Committee held on May 07, 2015 and January 29, 2016 is
given below:
Name of the
members
Designation NonNo. of
Committee
Executive/
committee meeting
Independent meetings attended
held
Independent
Mr. Kranti Sinha
Chairman
2
2
Director
Independent
Mr. Nilesh Vikamsey Member
2
1
Director
Independent
Mr. A K Purwar
Member
2
2
Director
During Financial Year 2015-2016, the Committee also approved

matters relating to allotment and grant of stock option(s), through
circular resolutions.
The Company Secretary of the Company acts as the Secretary of the
Committee.
The Chairman of the Nomination and Remuneration Committee was
present at the last Annual General Meeting of the Company held on
July 29, 2015.
The Board of Directors of the Company has approved Nomination
& Remuneration Policy of the Company, which sets out the guiding
84
principles for appointment & remuneration of Directors, Key

Managerial Personnel and Senior Management of the Company. The
detail of Nomination & Remuneration policy and remuneration paid
to Directors is as follows:
(a) Nomination and Remuneration Policy

I. Appointment and removal of Directors, Key
Managerial Personnel and Senior Management

1. Appointment Criteria and Qualifications

a) A person being appointed as director, KMP or in
senior management should possess adequate
qualification, expertise and experience for the
position he / she is considered for appointment.
b)
Independent Director:
(i)
Qualifications of Independent Director

An Independent Director shall possess
appropriate
skills,
experience
and
knowledge in one or more fields of finance,
law, management, sales, marketing,
administration,
research,
corporate
governance, operations or other disciplines
related to the companys business.
(ii) Positive attributes of Independent
Directors:
An Independent Director shall be a person
of integrity, who possesses relevant expertise
and experience and who shall uphold
ethical standards of integrity and probity; act
objectively and constructively; exercise his
responsibilities in a bona-fide manner in the
interest of the company; devote sufficient
time and attention to his professional
obligations for informed and balanced
decision making; and assist the Company
in implementing the best corporate
governance practices.
2.
Removal

Due to reasons for any disqualification mentioned
in the Act or under any other applicable Act, rules
and regulations there under, the Committee may
recommend, to the Board with reasons recorded
in writing, removal of a Director, KMP or Senior
Management Personnel subject to the provisions and
compliance of the said Act, rules and regulations.
3.
Retirement
The Director, KMP and Senior Management Personnel
shall retire as per the applicable provisions of the Act
and the prevailing policy of the Company. The Board
will have the discretion to retain the Director, KMP,

Senior Management Personnel in the same position/
remuneration or otherwise even after attaining the
retirement age, for the benefit of the Company.
II. Remuneration
A.
Directors

a. Executive Directors (Managing Director,
Manager or Whole-Time Director)
(i)
At the time of appointment or reappointment, the Executive Directors shall
be paid such remuneration as may be
mutually agreed between the Company
(which includes the N&R Committee and the
Board of Directors) within the overall limits
prescribed under the Companies Act, 2013.
(ii)
The remuneration shall be subject to the
approval of the Members of the Company in
General Meeting as per the requirement of
the Companies Act, 2013.
(iii)
The remuneration of the Manager/ CEO/
Managing Director/ Whole-Time Director
is broadly divided into fixed and incentive
pay reflecting short-term and long-term
performance objectives appropriate to the
working of the Company. In determining the
remuneration (including the fixed increment
and performance bonus), the Committee
shall consider the following:

the relationship of remuneration and
performance benchmark;

balance between fixed and incentive
pay reflecting short and long-term
performance objectives, appropriate to
the working of the Company and its goals;
responsibility required to be shouldered,
the industry benchmarks and the
current trends;

the Companys performance vis--vis
the annual budget achievement and
individual performance.
b.
(i)
The Non-Executive Independent Director
may receive fees for attending meeting of
Board or Committee thereof. Provided that
the amount of such fees shall not exceed
Rupees One Lac per meeting of the Board
or Committee or such amount as may be
prescribed by the Central Government from

time to time.
(ii)
A Non-Executive Director may be paid
commission on an annual basis, of such sum
as may be approved by the Board on the
recommendation of the Committee.
(iii)
The Committee may recommend to
the Board, the payment of commission,
to reinforce the principles of collective
responsibility of the Board.

(iv) In determining the quantum of commission
payable to the Directors, the Committee shall
make its recommendation after taking into
consideration the overall performance of the
Company and the onerous responsibilities
required to be shouldered by the Director.

(v) The total commission payable to the Directors
shall not exceed prescribed limits as specified
under Companies Act, 2013.

(vi) The commission shall be payable on prorate
basis to those Directors who occupy office for
part of the year.

B. KMP & Senior Managerial Personnel
The remuneration to the KMP and Senior Management
Personnel will be based on following guidelines:
a.
Maintaining a balance between fixed and
incentive pay reflecting short and long-term
performance objectives appropriate to the
working of the Company;
b.
Compensation should be reasonable and
sufficient to attract retain and motivate KMP and
senior management;
c. Remuneration payable should comprise of a fixed
component and a performance linked variable
based on the extent of achievement of individual
performance vis-a-vis overall performance of the
company;

d. Remuneration shall be also considered in the form
of long-term incentive plans for key employees,
based on their contribution, position, and length
of service, in the nature of ESOPS/ESPS.
III. Evaluation
The Committee shall carry out evaluation of performance
of every Director at regular interval (yearly). The Committee
shall also formulate and provide criteria for evaluation
of Independent Directors and the Board as a whole, if
applicable.
85
(b) Details of Remuneration paid to Directors during FY2015-16 and details of number of shares and convertible instruments
held by Directors as on March 31, 2016 is as under:
Name of the Director
Designation
Salary and Commission

perquisite
Mr. Nirmal Jain*

Mr. R. Venkataraman*
Mr. Kranti Sinha
Mr. Nilesh Vikamsey
Mr. A. K. Purwar
Dr. S. Narayan
Ms. Geeta Mathur
#Mr. Sunil Kaul
Executive Chairman
Managing Director
34,770,000
24,400,000
-
1,000,000
1,000,000
1,000,000
1,000,000
1,000,000
-
Sitting Fees Contribution

to PF and
other funds
405,000
360,000
270,000
120,000
195,000
-
21,600
321,600
-
Stock No. of equity

options shares held
12,500
25,000
25,000
-
51,252,000
19,909,432
102,500
140,000
75,000
-
* Entire remuneration is paid by the subsidiaries of the Company i.e India Infoline Finance Limited and India Infoline Limited to Mr. Nirmal Jain and Mr. R. Venkataraman respectively.
# Mr. Sunil Kaul (Non- Executive Director) resigned from the Board of the Company w.e.f. January 20, 2016
The term of office of the Managing Director and Executive Chairman

is for five years from the date of their respective appointments. This
employment shall be deemed to be terminated on the occurrence of
death, on expiration of tenure, permanent disability or on resignation.
In the event of termination for any of the reasons specified above,
they or their Nominee shall be entitled to receive as a lump sum
severance payment, a sum equal to 5 times the annual salary.
(c) Remuneration to Non-Executive/ Independent Directors:
During the financial year 2015-16, the Independent Directors
were paid ` 30,000/- (Rupees Thirty Thousand only) towards
sitting fees for attending each Board Meeting and Audit
Committee Meeting and ` 15,000/- (Rupees Fifteen Thousand
only) towards attending each of the other committee meetings
plus the reimbursement directly related to the actual travel and
out-of-pocket expenses, if any, incurred by them.
Apart from above, the Non-Executive Directors and Independent
Directors are eligible for commission as approved by the
shareholders of the Company at the Annual General Meeting held
on July 29, 2011. The amount of commission is based on the overall
financial performance of the Company and Board of Directors.
The Independent Directors were granted with ESOPs under the
Companys ESOPs Schemes prior to the notification of Companies
Act, 2013 and SEBI (Share Based Employee Benefits ) Regulations,
2014 which are being exercised after due vesting as per the terms
of grants. No ESOP grants were made to the Independent Directors
after the aforesaid notifications in compliance with Companies
Act, 2013 and SEBI (Share based employee benefits) Regulations,
2014. Apart from the above, no other remuneration is paid to the
Non-Executive/ Independent Directors.
The Company has obtained a Directors and Officers Liabilities
Insurance policy covering all Directors and Officers of the
Company in respect of any legal action that might be initiated
against any Director or Officer of the Company.
86
5. STAKEHOLDERS RELATIONSHIP COMMITTEE

The Stakeholders Relationship Committee comprises of Ms. Geeta
Mathur, Independent Director as the Chairperson and Mr. Nirmal
Jain and Mr. R. Venkataraman, Executive Directors as the Members.
The broad terms of reference of committee are as under:

1. Approval of transfer/transmission of shares/debentures and
such other securities as may be issued by the Company
from time to time;

2. Approval to issue of duplicate share certificates for shares/
debentures and other securities reported lost, defaced or
destroyed, as per the laid down procedure;
3. Approval to issue new certificates against subdivision of
shares, renewal, split or consolidation of share certificates /
certificates relating to other securities;
4. Approval to issue and allot right shares / bonus shares
pursuant to a Rights Issue / Bonus Issue made by the
Company, subject to such approvals as may be required;
5.
To approve and monitor dematerialization of shares /
debentures / other securities and all matters incidental or
related thereto;

6. Monitoring expeditious redressal of investors / stakeholders
grievances;

7. All other matters incidental or related to shares, debentures
and other securities of the Company.

During the year 2015-2016, the Company received 31
complaints from investors including complaints received
through SEBIs SCORES portal. All complaints were redressed to
the satisfaction of the shareholder. No complaints were pending
either at beginning or at the end of the year. The Chairman of
the Committee was present at the last Annual General Meeting
of the Company held on July 29, 2015.
No pledge has been created over the Equity Shares held by the
promoters as on March 31, 2016.
The constitution of the Stake Holders and Relationship Committee and details of attendance of each member of the committee at the
Meeting of Committee held on January 29, 2016 is given below:
Name of the members
Ms. Geeta Mathur
Mr. Nirmal Jain
Mr. R. Venkataraman
Designation
Chairperson
Member
Member
Non-Executive/ Independent
Independent
Executive Director
Executive Director
No. of committee meetings held

1
1
1
Committee meeting attended

1
1
1
The name, designation and address of Compliance Officer of the Company is as under:
Name and designation
Mr. Gajendra Thakur,

Company Secretary & Compliance Officer
Corporate Office Address

Contacts
IIFL Centre, Kamala City, Off. Senapati Bapat Marg, Lower Parel, Mumbai 400 013.
Tel: +91 22 4249 9000
Fax: +91 22 4060 9049
E-mail: shareholders@indiainfoline.com
The Company Secretary of the Company acts as Secretary of the Committee.
6. CORPORATE SOCIAL RESPONSIBILITY (CSR) COMMITTEE

In terms of Section 135 of the Companies Act, 2013 rules made
there under, the CSR Committee of the Board of Directors of the
Company was constituted on March 29, 2014.
The broad terms of reference of the committee are as under:
i. To monitor and review the risk management plan of the

Company;
Corporate Social Resposilibilty (CSR) Committee comprises of

Mr. Nirmal Jain, Chairman, Mr. R. Venkataraman, Managing
Director and Mr. Nilesh Vikamsey, Independent Director.
ii. To oversee risk management process, systems and measures

implemented to mitigate the same; and
iii. Any other matter as may be mandated/referred by the

Authority/Board.

The terms of reference of Corporate Social Responsibility
Committee (CSR) is mentioned below:

1. To review the existing CSR Policy indicating activities to be

undertaken as specified in Schedule VII of the Companies
Act, 2013. The CSR policy of the Company may be accessed
on the website of the company at the link http://www.
indiainfoline.com/aboutus/iifl-csr-policy
2.
To provide guidance on various CSR activities and to
monitor the same.
7. RISK MANAGEMENT COMMITTEE

In compliance with the Regulation 21 SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, the Company
has constituted a Risk Management Committee on October
21, 2014 to oversee the risk management performed by the
management, reviewing the risk framework of the company,
defining framework for identification, assessment, monitoring,
mitigation and reporting of risks.
The Risk Management Committee comprises of Mr. A. K. Purwar,
Independent Director, Mr. Nilesh Vikamsey, Independent Director
and Mr. Nirmal Jain, Executive Director.
During the year meetings of Risk Management Committee were

held on July 29, 2015 and January 29, 2016. The Committee
reviewed the policy, systems and processes and suggested
suitable additional measures as appropriate.

Besides, the Company has constituted an internal Risk
Management Committee consisting of Chairman, Managing
Director, Chief Risk Officer, Chief Financial Officer and Chief
Compliance Officer who reviews the Risk Management systems
and its functioning on a periodical basis. The Company has
also appointed a dedicated seasoned professional as Chief Risk
Officer who supervises the function on a continuous basis.
8. FINANCE COMMITTEE

The Finance Committee comprises of Mr. Nilesh Vikamsey,
Independent Director, Mr. R. Venkataraman, Managing Director
and Mr. Prabodh Agrawal, Chief Financial Officer. The broad
terms of reference of committee are as under:

to undertake borrowings by way of availing any Financial /
Credit Facilities from any Bank or Financial Institution or any
Corporate

issue of commercials papers, certificate of deposits
87
issue of debentures / bonds or other securities subject to

the limits approved by the shareholders / Board of Directors
of the Company
to invest the funds of the Company in debentures, bonds,
securities, units of mutual fund / AIFs / REITs or in any other
securities
to give guarantee for any loan, credit / financial facility
9. PERIODIC REVIEW OF COMPLIANCES OF ALL APPLICABLE

LAWS
Your Company follows a system whereby all the acts, rules
and regulations applicable to your Company are identified
and compliance with such acts, rules and regulations is
monitored by dedicated team on a regular basis. Verification

of the compliances with the major acts/regulations is carried
out by suitable external auditors/lawyers/Consultants and
their reports and implementation of their observations are
reported to the Board/Audit Committee. In addition, the audit
and verification plan and actual status thereof are reviewed
by the Board/Audit Committee periodically. A consolidated
compliance certificate based on the compliance status
received in respect of various laws, rules and regulations
applicable to your Company is placed before the Board on
regular basis and reviewed by the Board. Necessary reports
are also submitted to the various regulatory authorities as per
the requirements from time to time.
10. GENERAL BODY MEETINGS

The following table gives the details of the last three Annual General Meetings of the Company:
Date of AGM
July 29, 2015
July 30, 2014
July 23, 2013
Location
Hall of Harmony, Nehru Center, Dr. Annie Besant Road, Worli, Mumbai 400018
The following special resolution has been passed through Postal

Ballot (including electronic voting) during the last financial year
ended 2015-16 i.e. on December 01, 2015:

1. Ratification of the execution of (a) Share Subscription &

Purchase Agreement and (b) Shareholders Agreement
between IIFL Wealth Management Limited (Subsidiary
Company) and General Atlantic Singapore Fund Pte
Ltd, and approval for issuance of shares, warrants and
transfer of shares by IIFL Wealth Management Limited
in favour of General Atlantic Singapore Fund Pte. Ltd:
Votes in favour of resolution
Votes against the resolution
Percentage of Votes in favour of resolution
138,039,407
1,239,625
99.11%
The Board appointed Mr. Nilesh Shah, a Practicing Company

Secretary, as a Scrutinizer to conduct the postal ballot voting
process in a fair and transparent manner.

2. The Company is proposing to pass a Special Resolution

through Postal Ballot process for obtaining approval
of Shareholders for increase in the limits of making
Investments, giving Loans or Guarantee or for providing
Security from existing Rupees Ten Thousand Crores to
Rupees Twenty Thousand Crores.
The Board has appointed Mr. Mahesh Darji, a Practicing

Company Secretary, as a Scrutinizer to conduct the postal
ballot voting process.
88
Time
4.00 p.m.
4.00 p.m.
4.00 p.m.
Whether any special resolutions passed

Yes. 5 Special Resolutions were passed.
Yes. 1 Special Resolution was passed.
Yes. 2 Special Resolutions were passed.
The detailed procedure of passing of resolution through

Postal Ballot is explained in the Notice of Postal Ballot
and the same will also be available on the website of the
Company at www.indiainfoline.com
11. DISCLOSURES
(i) Disclosure on materially significant related party
transactions that may have potential conflict with the
interest of company at large:

The Company has put in place a policy for Related Party
Transactions (RPT Policy) which has been approved by the
Board of Directors. The Policy provides for identification of
RPTs, necessary approvals by the Audit Committee/Board/
Shareholders, reporting and disclosure requirements in
compliance with Companies Act, 2013 and SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.
All Transactions executed by the Company during the financial
year with related parties were on arms length basis and in the
ordinary course of business. All such Related Party Transactions
were placed before the Audit Committee for approval, wherever
applicable.
During the year, the Company had not entered into any contract /
arrangement / transaction with related parties, which could be
considered material in accordance with SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 and the policy
of the Company on materiality of related party transactions. The
policy on materiality of Related Party Transactions and dealing
with Related Party Transactions as approved by the Board may
be accessed on the Companys website at the link http://www.

indiainfoline.com/aboutus/corporate-governance/policies.
Your may refer to Note no. 31 to the financial statement which
contains related party disclosures.
(vi) Disclosure of accounting treatment:

There was no deviation in following the treatments prescribed
in any of Accounting Standards (AS) in the preparation of the
financial statements of your Company.
(ii) Details of non-compliance

No major strictures/penalties were imposed on your Company
by Stock Exchanges or by the Securities and Exchange Board of
India or by any statutory authority on any matter related to the
Securities markets during the financial year 2015-16.
(vii) Details of Unclaimed shares of the Company

The Company has 9,780 Equity Shares in the India InfolineUnclaimed Securities Suspense Account in the name of 21
shareholders at the beginning of the FY2015-16. The Company
has been transferring the shares lying unclaimed under the IPO
to the eligible shareholders as and when the request for the same
has been received after proper verification. However, during the
year ended March 31, 2016, the Company has not received any
request for the claiming these shares. As on March 31, 2016, there
were 9,780 Equity Shares remaining unclaimed in the Unclaimed
Suspense Account in the name of 21 Shareholders.
(iii) Whistle Blower Policy/ Vigil Mechanism

In Compliance of the Companies Act, 2013 and SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015,
the Company has adopted a Whistle Blower Policy and has
established the necessary vigil mechanism for employees to
report genuine concerns about unethical behavior, actual or
suspected fraud or violation of the Companys code of conduct
or ethics policy. The Policy also provides for adequate safeguard
against victimization of Whistle Blower who avails of such
mechanism and provides for the access to the Chairman of Audit
Committee. None of the Whistle Blowers has been denied access
to the Audit Committee.
(iv) Prevention of Insider Trading
In January 2015, SEBI notified the SEBI (Prohibition of Insider
Trading) Regulations, 2015 that came into effect from May 15,
2015. Pursuant thereof, the Company as a listed Company and
market intermediary has formulated and adopted a new code
for prevention of Insider Trading incorporating the requirements
in accordance with the regulations, clarifications and circulars
and the same are updated as and when required.
Particulars
Opening Balance as on April 1 , 2015
Additions, if any, during FY2015-16
Less: Claims received and shares
transferred
Closing Balance as on March 31, 2016
Number of
Shareholders
Number of
Shares
21
0
9,780
0
21
9,780
All the Board of Directors, designated employee and connected

persons have affirmed compliance with the Code.
12. MEANS OF COMMUNICATION TO THE STAKEHOLDERS

The primary source of information to the shareholders, customers,
analysts and other stakeholders of your Company and to public at
large is through the website of your Company www.indiainfoline.
com. The Annual Report, quarterly results, shareholding pattern,
material events, corporate actions, copies of press releases, schedule
of analysts/investor meets, among others, are regularly sent to Stock
Exchanges and uploaded on the Companys website. Quarterly/
annual financial results are regularly submitted to the Stock
Exchanges in accordance with the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.
(v)
Compliance with Mandatory and Non-Mandatory
Provision
Your Company has adhered to all the mandatory requirements
of Corporate Governance norms as prescribed by Regulations
17 to 27 and Clause (b) to (i) of sub-regulation (2) of Regulation
46 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 to the extent applicable to the Company.
The Board of Directors has approved a policy for determining

materiality of events for the purpose of making disclosure to
the stock exchange. The Chairman, Managing Director, Chief
Compliance Officer, Chief Financial Officer and the Company
Secretary of the Company are empowered to decide on the
materiality of the information for the purpose of making
disclosure to the Stock Exchanges.

The status on the Compliance with the Non-mandatory
recommendation in the SEBI Regulations is as under

The position of the Chairman of the Board of Directors and
Managing Director are separate

Submission of Internal Audit Report to the Audit Committee

The company follows a robust process of communicating
with the shareholders which has been explained earlier in
the report under Means of Communication
All the disclosure made to the stock exchanges are also available
on the Companys website under the heading Investors News.
The quarterly and annual results of your Company are published in
widely circulated newspapers. Your Company also regularly makes
presentation to the analyst in their meetings held from time to time,
transcripts of which are uploaded on your Companys website. The
schedule of analyst meets/Institutional Investors meets are also
informed to the public through the Stock Exchanges.
89
13. GENERAL SHAREHOLDERS INFORMATION

1.
2.
Annual General Meeting

Financial calendar (2016-2017)
3.
Book closure date
4.
Interim dividend
5.
Listing of equity shares on stock

exchanges at
Friday, July 29, 2016 at 4.00 P.M. Hall of Harmony, Nehru Centre, Dr. Annie Besant Road, Worli, Mumbai - 400 018
April 1, 2016 to March 31, 2017
Results for the quarter ended June 30, 2016 within 45 days from the end of the quarter
Results for the quarter ended September 30, 2016 within 45 days from the end of the quarter
Results for the quarter ended December 31, 2016 within 45 days from the end of the quarter
Results for the quarter and year ended March 31, 2017 within 60 days from the end of the quarter
July 23, 2016 to July 29, 2016
During 2015-16, your Company has on January 29, 2016 declared and paid interim dividend of ` 4.25/- per equity
share, which includes a special dividend of ` 1.25/- per equity share to commemorate a decade of listing.
1. National Stock Exchange of India Limited

Exchange Plaza, Plot No. C/1, G Block,

Bandra Kurla Complex, Bandra (E)

Mumbai-400 051
2.

BSE Limited
Phiroze Jeejeebhoy Towers
Dalal Street, Mumbai-400 001
The Listing Fees for the FY2016-17 have been paid to the aforesaid Stock Exchanges.
National Stock Exchange of India Limited IIFL
BSE Limited 532636
6.
Stock code
7.
Stock market data

Table below gives the monthly high and low quotations of shares traded at BSE Limited and the National Stock Exchange of India Limited for the current year.
The chart below plots the monthly closing price of IIFL Holdings Limited versus the BSE - Sensex and NSE - S&P CNX Nifty for the year ended March 31, 2016.
BSE
NSE
Month
High
Low
Volume
High
Low
Volume
185.60
168.10
1,173,066
185.90
166.40
1,919,808
April, 2015
189.00
169.40
1,158,948
189.45
169.30
2,052,703
May, 2015
189.90
160.20
154,852
190.45
167.10
1,257,973
June, 2015
225.60
169.50
1,802,670
225.95
172.00
10,657,693
July, 2015
199.50
180.00
249,102
225.95
187.05
87,153
August, 2015
192.65
180.00
206,514
193.25
181.05
5,346,664
September, 2015
212.95
186.10
591,825
213.05
184.65
5,810,621
October, 2015
214.00
180.00
721,093
215.20
181.70
5,585,923
November, 2015
214.00
192.10
177,144
214.90
192.25
1,594,830
December, 2015
225.00
188.80
1,006,954
225.40
188.65
2,748,607
January, 2016
213.00
163.50
115,301
220.00
163.5
921,813
February, 2016
211.20
164.10
114,036
214.80
164.05
2,100,006
March, 2016
Demat ISIN numbers in NSDL and ISIN - INE530B01024
CDSL for equity shares
Registrar & Transfer Agent
Link Intime India Private Limited, C-13, Pannalal Silk Mills Compound, L. B. S. Marg, Bhandup (West), Mumbai 400 078
Tel: 022-25963838
Email: rnt.helpdesk@linkintime.co.in
Share transfer system
Your Companys shares are compulsorily traded in dematerialized form. In the case of transfers in physical form,
which are lodged at the Registrar and Transfer Agents Office, these are processed within a period of 30 days from
the date of receipt.
All share transfers and other share related issues are approved in the Stakeholders Relationship Committee Meeting,
which is normally convened as and when required.
Dematerialization of shares
As on March 31, 2016, 99.90% of the paid-up share capital of the Company was in dematerialized form. Trading in
equity shares of the Company is permitted only in dematerialized form through CDSL and NSDL as per notifications
issued by the Securities and Exchange Board of India.
8.
9.
10.
11.
90
12.
13.
14.
15.
Debenture Trustee
Milestone Trusteeship Services Private Limited

602, Hallmark Business Plaza, Sant Dnyaneshwar Marg,
Opp. Guru Nanak Hospital,Bandra (East),
Mumbai - 400 051
Contact Person: Mr. Jagdish Kondur
Phone: +91 22 6716 7000
Correspondence
Link Intime India Private Limited
for dematerialization, transfer of
C-13, Pannalal Silk Mills Compound,
shares, non-receipt of dividend
L. B. S. Marg, Bhandup (West),
on shares and any other query
Mumbai 400 078.
relating to the shares of the
Contact Person: Ms. Sharmila Amin
Company
Tel: +91 22 2596 3838
Any query on Annual Report
Mr. Gajendra Thakur
contact at corporate office
Company Secretary and Compliance Officer, IIFL Centre, Kamala City, Off Senapati Bapat Marg, Lower Parel,
Mumbai 400 013.
Email: shareholders@indiainfoline.com
Outstanding GDRs/ADRs/Warrants The Company does not have any outstanding GDRs/ADRs/Warrants as on date. The Company has outstanding
or any convertible instruments,
unexercised ESOPs (vested or Not vested) of 4,670,000 stock options as on March 31, 2016 under its ESOP plans
conversion date and likely impact which may be exercised by the grantees as per the vesting Period. Each option granted is convertible into one
on equity
equity share of the Company. Upon exercise of options by grantees, the paid-up share capital of the Company will
accordingly increase.
14. SHAREHOLDING PATTERN

Categories of Equity Shareholders as on March 31, 2016:
Number of equity shares held
Category
Promoters & Promoters Group
Indian Public & others
Mutual Fund
Corporate Bodies
Banks, Financial Institutions
Foreign Institutional Investors
NRIs/OCBs/Foreign Nationals/FC/QFI
Grand Total
Percentage of holding
29.18
13.03
0.53
1.24
0.00
22.23
33.79
100.00
92,361,432
41,264,616
1,666,640
3,899,339
6,169
70,376,169
106,962,488
316,536,853
15. DISTRIBUTION OF SHAREHOLDING AS ON MARCH 31, 2016

The distribution of shareholders as on March 31, 2016 is as follows:
No. of equity shares held (range)
1 500
501 1000
1001 2000
2001 3000
3001 4000
4001 5000
5001 10000
10001 and more
Total
No. of shareholders
% of shareholders
85.47
6.88
No. of shares
17,965
1,444
2,056,100
1,109,848
% of shareholdings
0.65
0.35
624
228
99
106
202
350
21,018
2.97
1.08
0.47
0.50
0.96
1.67
100.00
928,655
575,398
352,294
502,741
1,511,980
309,499,837
316,536,853
0.29
0.18
0.11
0.16
0.48
97.78
100.00
91
IIFL Holdings Limited share price versus the NSE S&P CNX Nifty
SENSEX VS IIFL
30,000
250
20,000
150
15,000
100
10,000
50
5,000
APR
MAY
JUNE
JULY
AUG
SEP
OCT
NOV
DEC
JAN
FEB
MAR
NIFTY CLOSING
200
IIFL CLOSING
SENSEX CLOSING
25,000
NIFTY VS IIFL
9,000
8,000
7,000
6,000
5,000
200
150
4,000
3,000
2,000
100
50
1,000
APR
MAY
SENSEX
IIFL
YEAR 2015-2016
16. PROCEEDS FROM PUBLIC ISSUES, RIGHT ISSUES AND

PREFERENTIAL ISSUE, AMONG OTHERS
Your Company did not raise money through any public issue,
right issue or preferential issue during the FY2015-16.
17. SUBSIDIARY COMPANIES

For the financial year 2015-2016, your Company had one
material Indian Subsidiary i.e India Infoline Finance Limited.
Ms. Geeta Mathur, Independent Director on the Board of the
holding company is also an Independent Director on the Board
of India Infoline Finance Limited. As for the financial year 201617, your Company has three material Indian subsidiaries i.e. India
Infoline Finance Limited, IIFL Wealth Management Limited and
IIFL Wealth Finance Limited.
The Audit Committee reviews the financial statements including
particulars of investments made by all the unlisted subsidiary
companies.
Your Company has a system of placing the minutes of the
Board/Audit Committee and statements of all the significant
250
JUNE
JULY
AUG
SEP
OCT
NOV
DEC
JAN
FEB
MAR
NIFTY
IIFL
YEAR 2015-2016
transactions/developments of all the unlisted subsidiary

companies at the Meeting of Board of Directors of Holding
Company.
The policy for determining material subsidiaries as approved by
the Board may be accessed on the Companys website at the link
http://www.indiainfoline.com/aboutus/corporate-governance/
policies.
18. CEO/CFO CERTIFICATE

The Certificate required under SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 duly signed by
the CEO and CFO was submitted to the Board and the same is
annexed to this Report.
19. CODE OF CONDUCT
The confirmation from the Chairman regarding compliance with
the code by all the Board Members and Senior Management
forms part of the Report. The Code of Conduct is displayed on
the website of the Company at www.indiainfoline.com
Date: May 05, 2016

Place: Mumbai
92
IIFL CLOSING
IIFL Holdings Limited share price versus the BSE Sensex
Nirmal Jain
Chairman
DIN: 00010535
Annexure
Chief Executive Officer (CEO) and Chief Financial Officer (CFO) Certification
under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
To,
The Board of Directors
We certify that:
(a) We have reviewed the financial statements and the cash flow statement of IIFL Holdings Limited for the year ended March 31, 2016 and
that to the best of our knowledge and belief:

(i) These statements do not contain any materially untrue statement or omit any material fact or contain statements that might be
misleading;
(ii) These statements together present a true and fair view of the Companys affairs and are in compliance with the existing accounting
standards, applicable laws and regulations.
(b) There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which are fraudulent,
illegal or violative of the Companys code of conduct.
(c) We accept responsibility for establishing and maintaining internal controls for financial reporting and we have evaluated the effectiveness
of Companys internal control systems pertaining to financial reporting. We have not come across any deficiencies in the design or
operation of such internal controls.
(d) We have indicated to the Auditors and the Audit Committee:

(i) significant changes in internal control during the year;
(ii) that there are no significant changes in accounting policies during the year;
(iii) that there are no instances of significant fraud of which we have become aware.
R. Venkataraman
Managing Director
DIN: 00011919
Nirmal Jain
Chairman
DIN: 00010535
Prabodh Agrawal
Place: Mumbai
Date: May 05, 2016
93
Declaration on Compliance
with the Code of Conduct
This is to confirm that the Company has adopted a Code of Conduct for its board members and the senior management and the same is
available on the Companys website. I confirm that the Company has in respect of financial year ended March 31, 2016, received from the
senior management team of the Company and the Members of the Board, declaration of compliance with the Code of Conduct as applicable
to them.
For the purpose of this declaration, the term senior management means the direct reportees to the Chairman and the Managing Director.
Nirmal Jain
Chairman
DIN: 00010535
Place: Mumbai
Date: May 05, 2016
94
Auditors Certificate on Compliance of

conditions of Corporate Governance
To the Members of
Mumbai
We have examined the compliance of conditions of Corporate Governance by, IIFL Holdings Limited (the Company) for the year ended
on 31st March 2016, as stipulated in clause 49 of the listing agreement (the Listing Agreement) of the Company with the stock exchanges
for the period from 1st April, 2015 to 30th November, 2015 and as per the relevant provisions of Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015 (the Listing Regulations) as referred to in Regulation 15(2) of the Listing
Regulations for the period from 1st December 2015 to 31st March 2016.
The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was limited to a review of
the procedures and implementations thereof, adopted by the company for ensuring compliance of the conditions of Corporate Governance
as stipulated in the said clauses. It is neither an audit nor an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, and based on the representations made
by the Directors and the Management, we certify that the Company has complied with, in all material respect, the conditions of Corporate
Governance as stipulated in the above mentioned Listing Agreement / Listing Regulations, as applicable.
We further state that such Compliance is neither an assurance as to future viability of the Company nor of the efficiency or effectiveness with
which the Management has conducted the affairs of the Company.
For Sharp & Tannan Associates
Chartered Accountants
Firms registration no.109983W
By the hand of
Place : Mumbai
Date : 5th May, 2016
Tirtharaj Khot
Partner
Membership No.(F) 037457
95
Independent Auditors Report

To the Members of IIFL Holdings Limited
REPORT ON THE STANDALONE FINANCIAL STATEMENTS
We have audited the accompanying standalone financial statements
of IIFL Holdings Limited (the Company), which comprise the Balance
Sheet as at March 31, 2016, and the Statement of Profit and Loss, and
the Cash Flow Statement for the year then ended, and a summary
of significant accounting policies and other explanatory information.
relevant to the Companys preparation of the financial statements

that give a true and fair view in order to design audit procedures
that are appropriate in the circumstances. An audit also includes
evaluating the appropriateness of the accounting policies used
and the reasonableness of the accounting estimates made by the
Companys Directors, as well as evaluating the overall presentation of
the financial statements.
MANAGEMENTS RESPONSIBILITY FOR THE STANDALONE

FINANCIAL STATEMENTS
The Companys Board of Directors is responsible for the matters stated
in Section 134(5) of the Companies Act, 2013 (the Act) with respect
to the preparation of these standalone financial statements that give
a true and fair view of the financial position, financial performance
and cash flows of the Company in accordance with the accounting
principles generally accepted in India, including the Accounting
Standards specified under Section 133 of the Act, read with Rule 7
of the Companies (Accounts) Rules, 2014. This responsibility also
includes maintenance of adequate accounting records in accordance
with the provisions of the Act for safeguarding of the assets of
the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting
policies; making judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for ensuring
the accuracy and completeness of the accounting records, relevant
to the preparation and presentation of the financial statements that
give a true and fair view and are free from material misstatement,
whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and

appropriate to provide a basis for our audit opinion on the standalone
financial statements.
OPINION
In our opinion and to the best of our information and according
to the explanations given to us, the aforesaid standalone financial
statements give the information required by the Act in the manner
so required and give a true and fair view in conformity with the
accounting principles generally accepted in India, of the state of
affairs of the Company as at March 31, 2016, and its profit and its cash
flows for the year ended on that date.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1. As required by the Companies (Auditors Report) Order, 2016 (the
Order) issued by the Central Government of India in terms of
Section 143(11) of the Act, we give in the Annexure A; a statement
on the matters specified in paragraphs 3 and 4 of the Order.
2.
As required by Section 143(3) of the Act, we report that:
(a) We have sought and obtained all the information and
explanations which to the best of our knowledge and belief
were necessary for the purposes of our audit;
(b) In our opinion, proper books of account as required by law

have been kept by the Company so far as it appears from
our examination of those books;
(c) The Balance Sheet, the Statement of Profit and Loss and
the Cash Flow Statement dealt with by this report are in
agreement with the books of account;
(d) In our opinion, the aforesaid standalone financial statements

comply with the Accounting Standards specified under
Section 133 of the Act, read with Rule 7 of the Companies
(Accounts) Rules, 2014;
(e) On the basis of the written representations received from

the directors as on March 31, 2016 taken on record by the
Board of Directors, none of the directors is disqualified as on
March 31, 2016 from being appointed as a director in terms
of Section 164 (2) of the Act;
AUDITORS RESPONSIBILITY
Our responsibility is to express an opinion on these standalone
financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be
included in the audit report under the provisions of the Act and the
Rules made thereunder.
We conducted our audit in accordance with the Standards on
Auditing specified under Section 143(10) of the Act. Those Standards
require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence
about the amounts and the disclosures in the financial statements.
The procedures selected depend on the auditors judgment,
including the assessment of the risks of material misstatement of
the financial statements, whether due to fraud or error. In making
those risk assessments, the auditor considers internal financial control
96
Standalone | Financial Statements
(f )
With respect to the adequacy of the internal financial
controls over financial reporting of the Company and
the operating effectiveness of such controls, refer to our
separate report in Annexure B; and
(g)
With respect to the other matters to be included in
the Auditors Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our opinion
and to the best of our information and according to the
explanations given to us:
i. The Company does not have any pending litigations

which would impact its financial position in its
financial statements, refer note no. 24 to the financial
statements;
ii. The Company did not have any long-term contracts

including derivative contracts for which there were any
material foreseeable losses; and
iii.
There has been no delay in transferring amounts
required to be transferred to the Investor Education
and Protection Fund by the Company.
For Sharp and Tannan Associates
Firms Registration No.:109983W
By the hand of
Place: Mumbai
Date: May 05, 2016
Tirtharaj Khot
Partner
Membership No.: (F) 037457
97
Annexure A to the Auditors Report

The Annexure referred to in Independent Auditors report to the
members of IIFL Holdings Limited (the Company) for the year
ended March 31, 2016. We report that:
1. (a) The Company has maintained adequate records to show
full particulars, including quantitative details and situation
of the fixed assets.

(b) As explained to us, these fixed assets have been physically
verified by the management in accordance with a
phased programme of verification which in our opinion is
reasonable, having regard to the size of the Company and
nature of its assets. The frequency of physical verification is
reasonable and no material discrepancies were noticed on
such verification.
(c) According to the information and explanations given to us
and on the basis of our examination of the records of the
Company, the title deed of immovable property is held in
the name of the Company
2. The Company is not carrying on any manufacturing or trading

activity. Therefore, paragraph 3 (ii) of the order is not applicable
to the Company.
3. The Company has granted loan to nine companies covered in
the register maintained under section 189 of the Companies Act,
2013 (the Act).

(a) In our opinion, the rate of interest and other terms and
conditions on which the loans had been granted to the
companies listed in the register maintained under Section
189 of the Act were not, prima facie, prejudicial to the
interest of the Company.
(b) In the case of the loans granted to the Companies listed
in the register maintained under section 189 of the Act,
the borrowers have been regular in the payment of the
principal and interest as stipulated.
(c)
There are no overdue amounts in respect of the loan
granted to companies listed in the register maintained
under section 189 of the Act.
4. In our opinion and according to the information and explanations

given to us, the Company has complied with the provisions
of section 185 and 186 of the Act, with respect to the loans,
investments, guaranties and securities made.
5. The Company has not accepted any deposits during the year
from the public to which the directives issued by Reserve Bank of
India and the provisions of Section 73 to 76 and any other relevant
provisions of the Act and the rules framed thereunder apply.
6. As per the information and explanations given to us, in respect of
the class of industry the Company falls under, the maintenance of
cost records has not been prescribed by the Central Government
under section 148(1) of the Companies Act, 2013. Therefore,
Paragraph 3 (vi) of the Order is not applicable to the Company.
7. (a) According to the information and explanations given to
us and the records of the Company examined by us, the
Company is generally regular in depositing undisputed
statutory dues including provident fund, employees state
insurance, income tax, sales tax, service tax, duty of customs,
duty of excise, value added tax and any other material
statutory dues as applicable to the Company, with the
appropriate authorities. There were no undisputed amounts
payable in respect of provident fund, employees state
insurance, income tax, sales tax, service tax, duty of customs,
duty of excise, value added tax and any other material
statutory dues as applicable to the Company outstanding
as at March 31, 2016 for a period of more than six months
from the date they became payable.

(b) According to the information and explanations given to

us and records of the Company examined by us, there are
no cases of non-deposit with the appropriate authorities
of disputed dues of service tax or duty of customs or duty
of excise. However, according to the information and
explanations given to us, the following dues of sales tax,
value added tax, profession tax and income tax have not
been deposited by the Company on account of disputes:
Name of the
Statute
Nature of the
disputed dues
Amount of Tax
(` In millions)
MVAT Act, 2002
Delay in filing VAT Audit Report

for the period 2007-2008
Profession Tax , Penalty & Interest
Disallowance of Expenses
U/S 14 A
0.56
F.Y. 2007-2008
Jt. Comm. Of Sales Tax
1.55
0.61 outstanding out of
total demand of 4.02
A.Y.2007-2008
A.Y.2006-2007
Dy. Comm. Of Sales Tax Appeals

CIT (Appeals) of Income Tax has partly decided the
appeal in favor of the Company. Order giving effect
to CIT order is pending with Assessing officer.
Profession Tax
Income Tax Act,1961
98
Period to which
Forum where
the amount relates dispute is pending
Name of the
Statute
Nature of the
disputed dues
Amount of Tax
(` In millions)
Income Tax Act,1961
Disallowance of Depreciation,
Disallowance U/S 14A and
U/S 14 A and ESOP Expenses
7.03
A.Y.2007-2008
59.38
A.Y.2008-2009
Income Tax Act,1961
U/S 14 A and ESOP Expenses
96.25
A.Y.2009-2010
Income Tax Act,1961
U/S 14 A and ESOP Expenses and
Transfer Pricing Adjustment
45.16 outstanding out

of total demand of
67.07
35.39
A.Y.2010-2011
ITAT has passed the order in favor of Company

deleting all addition. Order giving effect to ITAT
order is pending with Assessing officer.
ITAT has passed favorable order for ESOP
Expenses. However, partly allowed revenue
appeal for 14A. Order giving effect to the ITAT is
pending with Assessing Officer. The Company
has filed an appeal before High Court against
the ITAT order on 14A.
CIT(A) has passed favorable order for 14A
expenses and disallowed ESOP Expenses.
Order giving effect to the CIT(A) is pending
with Assessing Officer. The Company has filed
an appeal before ITAT order on ESOP expenses
against CIT(A) Order.
CIT Appeals of Income Tax
A.Y. 2011-2012
132.84
A.Y. 2012-2013
Company is in process of filing Appeal with

Income Tax Act,1961
Income Tax Act,1961
Income Tax Act,1961
8. Based on our audit procedures and according to the information

and explanations given to us, the Company has not defaulted in
repayment of its dues to debenture holders. The Company has
not borrowed from bank, financial institution and government
during the year.
9. The Company did not raise any money by way of initial public
offer or further public offer (including debt instruments) and
term loan during the period. Therefore, paragraph 3 (ix) of the
Order is not applicable to the Company.
10. During the course of our examination of the books and records of
the Company, carried out in accordance with generally accepted
auditing practices in India and according to the information and
explanations given to us, no material fraud by the Company or
on the Company by its officers or employees has been noticed
or reported during the course of our audit.
11. According to the information and explanations give to us and based
on our examination of the records of the Company, the Company
has not paid / provided for managerial remuneration. Therefore,
paragraph 3 (xi) of the Order is not applicable to the Company.
Period to which
Forum where
the amount relates dispute is pending
transactions with the related parties are in compliance with

sections 177 and 188 of the Act where applicable and details of
such transactions have been disclosed in the financial statements
as required by the applicable accounting standards.
14. According to the information and explanations give to us and
based on our examination of the records of the Company, the
Company has not made any preferential allotment or private
placement of shares or fully or partly convertible debentures
during the year. Therefore, paragraph 3 (xiv) of the Order is not
applicable to the Company.
15. According to the information and explanations given to us
and based on our examination of the records of the Company,
the Company has not entered into non-cash transactions with
directors or persons connected with him. Therefore, paragraph 3
(xv) of the Order is not applicable to the Company.
16. The Company is not required to be registered under section 45IA of the Reserve Bank of India Act 1934.
By the hand of
12. In our opinion and according to the information and explanations
given to us, the Company is not a nidhi company. Therefore,
paragraph 3(xii) of the Order is not applicable to the Company.
13. According to the information and explanations given to us
and based on our examination of the records of the Company,
Place: Mumbai
Date: May 05, 2016
Tirtharaj Khot
Partner
99
Annexure B to the Auditors Report

Independent Auditors report to the members of IIFL Holdings Limited
(the Company) on the Internal Financial Controls under Clause (i) of
Sub-section 3 of Section 143 of the Companies Act, 2013 (the Act).
We have audited the internal financial controls over financial reporting
of the Company as of March 31, 2016 in conjunction with our audit
of the standalone financial statements of the Company for the year
ended on that date.
MANAGEMENTS RESPONSIBILITY FOR INTERNAL
FINANCIAL CONTROLS
The Companys management is responsible for establishing and
maintaining internal financial controls based on the internal control
over financial reporting criteria established by the Company
considering the essential components of internal control stated
in the Guidance Note on Audit of Internal Financial Controls over
Financial Reporting issued by the Institute of Chartered Accountants
of India (ICAI).
These responsibilities include the design, implementation and
maintenance of adequate internal financial controls that were
operating effectively for ensuring the orderly and efficient conduct
of its business, including adherence to Companys policies, the
safeguarding of its assets, the prevention and detection of frauds and
errors, the accuracy and completeness of the accounting records, and
the timely preparation of reliable financial information, as required
under the Companies Act, 2013.
Our responsibility is to express an opinion on the Companys internal
financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note on
Audit of Internal Financial Controls over Financial Reporting (the
Guidance Note) and the Standards on Auditing, issued by ICAI and
deemed to be prescribed under section 143(10) of the Companies
Act, 2013, to the extent applicable to an audit of internal financial
controls, both applicable to an audit of Internal Financial Controls
and, both issued by the Institute of Chartered Accountants of India.
Those Standards and the Guidance Note require that we comply
with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether adequate internal financial
controls over financial reporting was established and maintained and
if such controls operated effectively in all material respects.
100
Our audit involves performing procedures to obtain audit evidence

about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial
reporting, assessing the risk that a material weakness exists, and
testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk. The procedures selected
depend on the auditors judgment, including the assessment of the
risks of material misstatement of the financial statements, whether
due to fraud or error.
appropriate to provide a basis for our audit opinion on the Companys
internal financial controls system over financial reporting.
MEANING OF INTERNAL FINANCIAL CONTROLS OVER
FINANCIAL REPORTING
A companys internal financial control over financial reporting is a
process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
accepted accounting principles. A companys internal financial control
over financial reporting includes those policies and procedures
that (1) pertain to the maintenance of records that, in reasonable
detail, accurately and fairly reflect the transactions and dispositions
of the assets of the company; (2) provide reasonable assurance
that transactions are recorded as necessary to permit preparation
of financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the
company are being made only in accordance with authorisations
of management and directors of the company; and (3) provide
reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use, or disposition of the companys assets
that could have a material effect on the financial statements.
INHERENT LIMITATIONS OF INTERNAL FINANCIAL
CONTROLS OVER FINANCIAL REPORTING
Because of the inherent limitations of internal financial controls over
financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to
error or fraud may occur and not be detected. Also, projections of any
evaluation of the internal financial controls over financial reporting to
future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of changes
in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
OPINION
In our opinion, the Company has, in all material respects, an adequate
internal financial controls system over financial reporting and such
internal financial controls over financial reporting were operating
effectively as at March 31, 2016, based on the internal control over
financial reporting criteria established by the Company considering
the essential components of internal control stated in the Guidance

Note on Audit of Internal Financial Controls Over Financial Reporting
issued by the Institute of Chartered Accountants of India.
By the hand of
Place: Mumbai
Date: May 05, 2016
Tirtharaj Khot
Partner
101
Standalone
Balance Sheet
As at March 31, 2016
(` in Millions)
Particulars
As at
March 31, 2016
As at
March 31, 2015
3
4
633.07
14,125.84
14,758.91
620.47
13,380.16
14,000.63
500.00
6.88
506.88
500.00
3.48
503.48
99.24
37.94
137.18
15,402.97
173.38
14.02
187.40
14,691.51
8.72
0.47
16.09
25.28
14,173.50
146.92
251.52
14,571.94
9.32
9.32
13,782.98
171.79
257.38
14,212.15
52.43
33.44
707.23
12.65
805.75
15,402.97
32.78
416.17
2.98
18.11
470.04
14,691.51
-
Note No.
EQUITY AND LIABILTIES
(1) Shareholder's Funds

(a) Share capital

(b) Reserve and surplus

Sub Total
(2) Non Current Liabilities

(a) Long-term borrowings

(b) Deferred tax liabilties (net)

(c) Other Long-term liabilities

(d) Long-term provisions

Sub Total
(3) Current Liabilities

(a) Short-term borrowings

(b) Trade payables
(A) Total outstanding dues of micro enterprises and small enterprises
(B) Total outstanding dues of creditors other than micro enterprises and small enterprises

(c) Other current liabilities

(d) Short-term provisions

Sub Total

Total
7
6
II ASSETS
(1) Non Current Assets

(a) Fixed assets
(i) Tangible assets
(ii) Intangible assets
(iii) Capital work-in-progress

Sub Total

(b) Non current investments

(c) Deferred tax assets (net)

(d) Long-term loans & advances

(e) Other non current assets

Sub Total
(2) Current Assets

(a) Current investments

(b) Inventories

(c) Trade receivables

(d) Cash and bank balances

(e) Short-term loans & advances

(f ) Other current assets

Sub Total

Total

See accompanying notes forming part of the standalone financial statements
9
10
11
12
13
14
15
1-34
As per our attached report of even date

Firms Registration No. 109983W
By the hand of
For and on behalf of the Board of Directors
Tirtharaj Khot
Partner
Membership No (F) 037457
Nirmal Jain
Chairman
(DIN: 00010535)
R.Venkataraman
Managing Director
(DIN: 00011919)
Place : Mumbai
Dated: May 05, 2016
Prabodh Agrawal
Gajendra Thakur
Company Secretary
102
Standalone Statement
of Profit and Loss

For the year ended March 31, 2016
(` in Millions)
Particulars
Note No.
2015-16
2014-15
16
17
2,114.07
0.03
2,114.10
1,090.40
10.05
1,100.45
18
19
20
21
87.83
63.45
0.88
57.63
209.79
1,904.31
21.65
43.29
0.73
22.49
88.16
1,012.29
159.63
24.87
184.50
1,719.81
9.31
15.51
5.25
30.07
982.22
5.49
5.46
3.24
3.15
INCOME
Revenue from operations
Other income
Total Revenue
EXPENDITURE
Employee cost
Finance cost
Depreciation
Administration and other expenses
Total Expenses
Profit Before Tax
Tax expenses :

Current tax

Deferred tax expenses

Short / (Excess) provision for income tax
Total Tax Expenses
Profit for the Year
Earnings per equity share of face value of ` 2 each

Basic (in `)

Diluted (in `)
See accompanying notes forming part of the standalone financial statements
22
22
1-34

By the hand of
Tirtharaj Khot
Partner
Nirmal Jain
Chairman
(DIN: 00010535)
R.Venkataraman
Managing Director
(DIN: 00011919)
Place : Mumbai
Dated: May 05, 2016
Prabodh Agrawal
Gajendra Thakur
Company Secretary
103
Standalone Cash Flow Statement

(` in Millions)
Particulars
2015-16
2014-15
1,904.31
1,012.29
CASH FLOWS FROM OPERATING ACTIVITIES

Net profit before taxation, and extraordinary item
Adjustments for:
Depreciation & amortisation
Provisions for gratuity
Provision for expenses
Provisions for leave encashment
0.88
3.18
26.39
0.48
0.73
0.09
2.97
0.62
30.93
1,935.24
Operating Profit Before Working Capital Changes

Increase / (Decrease) in other current liabilities
(Increase) / Decrease in trade receivable
(Increase) / Decrease in short term loan & advances
(Increase) / Decrease in long term loan & advances
Increase / (Decrease) in short term & long term provision
(Increase) / Decrease in other current assets
(74.14)
(19.64)
(704.25)
5.85
(2.74)
5.46
4.41
1,016.70
165.55
(32.78)
(0.80)
(53.24)
(4.44)
170.11
(789.46)
1,145.78
(159.63)
986.15
Cash Generated from Operations

Tax (Paid) / Refund
Net Cash from/(used in) Operating Activities (a)
244.40
1,261.10
(14.56)
1,246.54
CASH FLOWS FROM INVESTING ACTIVITIES

(16.84)
(390.52)
1.00
(Purchase) /Sale of fixed assets (includes intangible assets) (net)

(Investment) / Sale in subsidiaries (net)
Bank balances not considered as cash & cash equivalents - (Placed)/Matured
Proceeds from fixed deposit
Net Cash from/(used in) Investing Activities (b)
(0.72)
(1,120.84)
(1.00)
(406.36)
(1,122.56)
CASH FLOWS FROM FINANCING ACTIVITIES

379.28
(1,340.80)
Proceeds from issuance of share capital

Proceeds from long term borrowings
Dividend paid (including dividend distribution tax)
Net Cash from /(used in) Financing Activities (c)
Net Increase/(Decrease) in Cash and Cash Equivalents (a+b+c)
690.93
500.00
(907.49)
(961.52)
(381.73)
Cash and cash equivalents at beginning of the year

Cash and cash equivalents at end of the year (Refer note no. 13)
Net Increase/(Decrease) in Cash and Cash Equivalents
415.17
7.75
33.44
(381.73)
415.17
407.42
See accompanying notes Forming Part of the standalone financial statements note 1
to 34
By the hand of
Tirtharaj Khot
Partner
Nirmal Jain
Chairman
(DIN: 00010535)
R.Venkataraman
Managing Director
(DIN: 00011919)
Place : Mumbai
Dated: May 05, 2016
Prabodh Agrawal
Gajendra Thakur
Company Secretary
104
283.44
407.42
Standalone Financial Statements of IIFL Holdings Limited

Notes forming part of Standalone Financial Statements for the year ended March 31, 2016
NOTE 1. CORPORATE INFORMATION:

IIFL Holdings Limited was incorporated on October 18, 1995 and
is engaged in Merchant Banking and Investment Advisory services
besides holding investments in subsidiaries. The Group business
consist of finance, financial services, capital market services,
distribution of financial products and wealth management services
which are carried out by separate subsidiaries of IIFL Holdings Limited.
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES:
2.1 Basis of Accounting and Preparation of Financial
Statements:
The financial statements have been prepared in accordance
with the Generally Accepted Accounting Principles in India
(Indian GAAP) to comply with all material aspects of the
applicable Accounting Standards notified under section 133 of
Companies Act, 2013 (Act) read with Rule 7 of the Companies
Accounts Rules, 2014 (as amended) and the relevant provisions
of the Companies Act, 2013. The financial statements have been
prepared on accrual basis under the historical cost convention.
The accounting policies adopted in the preparation of the
financial statements are consistent with those followed in the
previous year by the Company.
2.2 Use of Estimates:
The preparation of financial statements in conformity with the
generally accepted accounting principles which requires the
management to make estimates and assumptions that affect
the reported amount of assets and liabilities on the date of
the financial statements and the reported amount of revenues
and expenses during the reporting period. The management
believes that the estimates used in the preparation of financial
statements are prudent and reasonable. Difference between the
actual result and estimates are recognized in the period in which
the results are known / materialized.
2.3 Fixed Assets and Depreciation and Amortization:
Fixed assets are stated at cost of acquisition less accumulated
depreciation and impairment loss, if any, thereon. Depreciation
is charged using the straight line method based on the useful
life of fixed assets as estimated by the management as specified
below. Depreciation is charged from the month in which new
assets are put to use. No depreciation is charged for the month
in which assets are sold. In the case of transfer of used fixed
assets from group Companies, depreciation is charged over the
remaining useful life of the assets. Individual assets / group of
similar assets costing up to ` 5,000 has been depreciated in full in
the year of purchase. Lease hold land is depreciated on a straight
line basis over the lease hold period.
Estimated useful life of the assets is as under:

Class of Assets
Buildings*
Computers*
Office Equipment
Electrical Equipment *
Furniture and Fixtures*
Vehicles*
Software
Useful life in Years

20
3
5
5
5
5
3
* For these class of assets, based on internal assessment and independent

technical evaluation carried out by external valuers, the management
believes that the useful lives as given above best represent the period
over which management expects to use these assets. Hence, the useful
lives for these assets are different from the useful lives as prescribed under
Part C of Schedule II of the Companies Act, 2013.
2.4 Translation of Foreign Currency Items:

Foreign currency transactions are recorded at the exchange rates
prevailing on the date of the transaction. Exchange difference,
if any, arising out of transactions settled during the year are
recognized in the statement of Profit and Loss. Foreign currency
monetary assets and liabilities are translated at the exchange
rate prevailing on the Balance Sheet date. The exchange gains or
losses, if any, are recognized in the statement of Profit and Loss
and related assets and liabilities are accordingly restated in the
Balance Sheet.
2.5 Revenue Recognition:
Revenue is recognized to the extent it is probable that the
economic benefits will flow to the Company and the revenue
can be reliably measured. The following specific recognition
criteria must also be met before revenue is recognized.

(a) Income related to advisory activities, Investment banking,

Merchant banking is accounted on accrual basis.
(b) Dividend income is recognized when the right to receive

payment is established.
(c) Capital Gain/ Loss is recognized on the date of trade.
(d) Interest Income is recognized on accrual basis.
2.6 Employee Benefits:

The Companys contribution towards Provident Fund and Family
Pension Fund, which are defined contribution, are accounted for
on an accrual basis and recognised in the Statement of Profit & loss.

The Company has provided Compensated Absences on
the basis of actuarial valuation. Gratuity is post employment
benefit and is in the nature of defined benefit plan. The Liability
105
recognized in the Balance Sheet in respect of gratuity is the

present value of defined benefit obligation at the Balance Sheet
date together with the adjustments for unrecognized actuarial
gain or losses and the past service costs. The defined benefit
obligation is calculated at or near the Balance Sheet date by an
independent actuary using the projected unit credit method.
2.7 Deferred Employee Stock Compensation:
The stock options granted by the Company are accounted for as
per the accounting treatment prescribed by SEBI (Employee Stock
Option Scheme and Employee Stock Purchase) Guidelines, 1999
and the guidance note on Accounting for Stock Options issued
by The Institute of Chartered Accountant of India, whereby the
intrinsic value of the options are recognised as deferred employee
compensation. The deferred employee compensation is charged
to the Statement of Profit and Loss on a straight line basis over
the vesting period of the options. The Employee Stock Options
Outstanding Account, net of unamortised Deferred Employee
Compensation is shown separately as part of Reserves and Surplus.
2.8 Provisions, Contingent Liabilities and Contingent Assets:

The Company creates a provision when there is present
obligation as a result of a past event that probably requires an
outflow of resources and a reliable estimate can be made of the
amount of the obligation. A disclosure for a contingent liability is
made when there is a possible obligation or a present obligation
that may, but probably will not, require an outflow of resources.
When there is a possible obligation or a present obligation in
respect of which the likelihood of outflow of resources is remote,
no provision or disclosure is made.
Provisions are reviewed at each Balance Sheet date and adjusted
to reflect the current best estimate. If it is no longer probable
that the outflow of resources would be required to settle the
obligation, the provision is reversed.
Contingent Assets are neither recognized nor disclosed in the
2.9 Taxes on Income:
Tax expense comprises current and deferred tax. Current incometax is measured at the amount expected to be paid to the tax
authorities in accordance with the Income-tax Act, 1961 enacted
in India. Provision for current tax is computed based on estimated
tax liability computed after adjusting for allowance, disallowance
and exemptions in accordance with the applicable tax laws.
Deferred income taxes reflect the impact of timing differences
between taxable income and accounting income originating
106
during the current year and reversal of timing differences for the
earlier years. Deferred tax is measured using the tax rate and the
tax laws enacted or substantively enacted at the Balance Sheet
date. The deferred tax asset is recognised or unrecognised, to
the extent that it has become reasonably certain or virtually
certain, as the case may be, that sufficient future taxable income
will be available. At each reporting date, the Company reassesses unrecognized deferred tax assets. Deferred tax liability
is recognised as and when arisen.
2.10 Operating Leases:
Lease rentals in respect of operating lease arrangements are
charged to the Statement of Profit & loss in accordance with
Accounting Standard 19 Leases, issued by the Institute of
Chartered Accountants of India.
2.11 Investments:
Investments, which are readily realizable and intended to be
held for not more than one year from the date on which such
investments are made, are classified as current investments. All
other Investments are classified as non current investments.
Current investments are stated at lower of cost or fair value. Non
current investments are carried at cost. Provision for diminution
in value of non current investments is made, if in the opinion of
the management such diminution is other than temporary. For
investment in mutual funds, the net assets value (NAV) declared
by the mutual funds at the Balance Sheet date is considered as
the fair value.
2.12 Inventories:
Closing stock is valued at cost or market value whichever is
lower. Cost is computed on FIFO basis. The comparison of cost
and market value for arbitrage portfolio is done separately for
each script.
2.13 Earnings Per Share:
Basic earnings per share for equity shareholders have been
calculated by dividing the Net Profit or loss after Tax by the
weighted average number of equity shares outstanding during
the period.
The diluted earnings per share for equity shareholders have
been computed by dividing the Net Profit or loss after Tax by the
weighted average number of shares after giving dilutive effect of
the outstanding stock options.
2.14 Preliminary Expenses are written off in same financial year in
which they are incurred.

NOTE 3. SHARE CAPITAL

a. The Authorized, Issued, Subscribed and fully paid up share capital comprises equity shares as follows:
(` in Millions)
Particulars
As at
March 31, 2016
As at
March 31, 2015
1,200.00
1,200.00
633.07
633.07
620.47
620.47
Authorized :
600,000,000 (previous year - 600,000,000) equity shares of ` 2 each
Issued, Subscribed and Paid Up :
316,536,853 ( previous year 310,233,948) equity shares of ` 2 each fully paid up
Total
b. Reconciliation of the shares outstanding.

Particulars

No. of Shares
` in Millions

No. of Shares
` in Millions
At the beginning of the year

Add:- Issued during the year on exercise of ESOPs
Outstanding at the end of the year
310,233,948
6,302,905
316,536,853
296,199,003
14,034,945
310,233,948
620.47
12.60
633.07
592.40
28.07
620.47
c. Terms/rights attached to equity shares

The Company has only one class of equity shares having a par value of ` 2 per share. Each holder of equity shares is entitled to one vote
per share. The Company declares and pays dividends in Indian rupees. During the year ended March 31, 2016, the amount of per share
dividend recognised as distribution to equity shareholders was ` 4.25 (Previous Year ` 3).
d. Detail of shareholders holding more than 5% shares in the Company
No. of Shares % holding in
the class
Particulars

No. of Shares
% holding in
the class
Equity shares of ` 2 each fully paid up

Nirmal Bhanwarlal Jain
Madhu N Jain
68,788,445
51,252,000
27,910,000
19,909,432
17,000,000
21.73
16.19
8.82
6.29
5.37
51,252,000
27,910,000
19,909,432
17,000,000
16.52
9.00
6.41
5.48

Bharat H Parajia*
Carlyle Mauritius Investment Advisors Limited A/C Carlyle Mauritius III*
16,305,530
15,486,778
-
5.15
4.89
-
16,305,530
15,721,778
28,761,409
5.26
5.07
9.27
* Position as on March 31, 2016 is given as they were shareholders with more than 5% shareholding as on March 31, 2015.
e. Aggregate number of bonus shares issued, share issued for consideration other than cash and shares bought back during
the period of five years immediately preceding the reporting date :
Particulars
Equity shares bought back by the company
f.

March 31, 2016

No. of shares
-
March 31, 2015

No. of shares
-
March 31, 2014

No. of shares
-
March 31, 2013

No. of shares
-
March 31, 2012

No. of shares
-
Shares reserved for issue under options

For details of shares reserved for issue under the employee stock option (ESOP) plan of the Company, please refer note 28.
107
NOTE 4. RESERVE AND SURPLUS

(` in Millions)
Particulars
Capital Reserve
Opening balance
Closing Balance
Opening balance
Closing Balance
Opening Balance
Addition : Additions on ESOPs exercised
Closing Balance
Opening balance
Addition during the year from statement of profit and loss
Closing Balance
General Reserve
Opening balance
Addition :- due to transfer during the year from surplus in the statement of profit and loss
Closing Balance
Surplus/(Deficit) in the Statement of Profit and Loss
Opening balance
Addition: Profit for the year
Less:- Appropriations

Interim dividend

Dividend distribution tax

Debenture redemption reserve

General reserve
Net Surplus in the Statement of Profit and Loss
Total Reserve and Surplus
As at
March 31, 2016
As at
March 31, 2015
597.70
597.70
597.70
597.70
51.11
51.11
51.11
51.11
9,999.65
366.67
10,366.32
9336.43
663.22
9,999.65
0.57
42.01
42.58
0.57
0.57
854.00
854.00
854.00
854.00
1,877.13
1,719.81
1,802.97
982.22
1,340.80
42.01
906.80
0.69
0.57
1,877.13
13,380.16
2,214.13
14,125.84
NOTE 5. LONG-TERM BORROWINGS

(` in Millions)
Particulars
Non convertible debenture
Secured:
(Zero coupon secured redeemable non convertible debentures of Face value of ` 1 million each redeemable on
March 20, 2018 at premium)
Security: Immovable property and receivable of the Company both present & future, current assets, book debts
& such other assets of the Company
Total
As at
March 31, 2016
As at
March 31, 2015
500.00
500.00
500.00
500.00
Pursuant toSection 71 of the Companies Act, 2013 read with Rule 18 of the Companies (Share Capital and Debentures) Rules, 2014, Company
is required to create Debenture Redemption Reserveof a value equivalent to 25% of the debentures offered through a Privateissue and Public
issue. Accordingly, Proportionate amount of ` 42.01 million (Previous year ` 0.57 million) has been transferred to Debenture Redemption
Reserve Account for the financial year ended March 31, 2016.
108

NOTE 6. PROVISIONS
(` in Millions)
Current
Non Current
Particulars
0.74
26.39
0.33
10.48
37.94
Provision for compensated absences

Provision for gratuity
Provision for leave encashment
Provision for tax [Net of advance Tax ` 9.59 million (P.Y. ` 9.59 million)]
Total
5.92
0.96
6.88

Current
Non Current
0.25
0.32
2.97
10.48
14.02
0.75
2.73
3.48
NOTE 7. OTHER CURRENT LIABILITIES

(` in Millions)
Particulars
As at
March 31, 2016
As at
March 31, 2015
9.22
0.00
14.37
6.68
63.79
5.18
99.24
2.70
0.65
156.03
7.76
0.77
5.47
173.38
Accrued salaries & benefits

Contractually reimbursable expenses @
Statutory liabilities payable
Unpaid dividend
Interest accrued but not due
Other payable
Total
@ Amount is less than ` 0.01 million hence shown ` 0.00 million wherever applicable
NOTE 8. FIXED ASSETS:

(` in Millions)
Tangible assets
Particulars
Cost or Valuation
At April 1, 2015
Addition
Deductions/adjustments during the year
Depreciation
At April 1, 2015
Depreciation for the year
Deductions/adjustments during the year
Up to March 31, 2016
Net Block
At March 31, 2016
Intangible
assets
Software
Grand Total
Buildings
Office
Equipment
Total
14.08
0.72
14.80
14.80
14.08
0.25
0.97
0.25
15.05
0.50
0.50
0.75
15.55
5.46
0.02
5.48
5.48
0.70
6.16
0.15
0.17
0.85
6.33
0.03
0.03
0.88
6.36
8.72
9.32
0.47
-
9.19
9.32
7.92
0.80
8.62
0.70
At March 31, 2015
Note : Capital work in progress ` 16.09 million (previous year ` Nil ) pertains to intangible assets not capitalized.
109
NOTE 9. NON CURRENT INVESTMENT

(` in Millions)
Face Value
Particulars
Investments (At cost):
I) Trade
II) Others (Unquoted)
Investments in Subsidiaries:
Equity Instruments :
India Infoline Finance Limited *
IIFL Facilities Services Limited (Formerly known IIFL Realty Ltd)
India Infoline Media & Research Services Limited
5 Paisa Capital Limited (Formerly known as IIFL Capital Ltd)
India Infoline Insurance Services Limited
India Infoline Commodities DMCC**
IIFL Capital Inc
IIFL Asset Reconstruction Ltd
Sub Total
Preference Shares :
India Infoline Finance Limited ( 8 %Non Convertible Cumulative
Redeemable )
India Infoline Finance Limited (8 %Non Convertible Non Cumulative
Redeemable)
India Infoline Housing Finance Limited (6% Compulsorily
Convertible Cumulative Redeemable )
Sub Total
Others (Alternate Investment Fund)
IIFL Opportunity Fund Category III - AIF
IIFL Private Equity Fund Category II - AIF
IIFL Venture Fund Category I AIF
IIFL Income Opportunities Fund Category I I- AIF
(Previous year : FV ` 10 Per unit)
IIFL Income Opportunities Special Situation Category I I- AIF
IIFL Real Estate Fund (Domestic) Series 2 Category I I- AIF
Sub Total
Total Other Unquoted (a)
III) Others (Quoted)
Mutual Fund
Axis Mutual Fund
Total Other Quoted (b)
Total Investments (a+b)
Aggregate Book value - Quoted
Aggregate Market value - Quoted
Aggregate book value - Unquoted
` 10
` 10
` 10
`2
` 10
` 10
` 10
` 10
` 10
1.00
AED 1000
$0.01
` 10
Number
` in Millions
Number
` in Millions
237,154,030
9,000,000
209,000
45,000,000
50,000
3,050,000
500,000
280,630
16,900,100
150,000
100
2,050,000
10,152.99
605.18
20.00
225.00
0.50
120.50
33.40
10.00
953.13
11.20
40.29
20.50
234,467,549
9,000,000
209,000
45,000,000
50,000
3,050,000
500,000
280,630
16,900,100
150,000
950
100
9,723.15
605.18
20.00
225.00
0.50
120.50
5.00
10.00
953.13
11.20
11.75
40.29
-
12,192.69
11,725.70
` 10
50,000,000
500.00
50,000,000
500.00
` 10
75,000,000
750.00
75,000,000
750.00
` 10
60,000,000
600.00
1,250.00
1,850.00
` 0.89
5,000,000
0.10
0.10
0.10
7.21
5,000,000
0.10
0.10
0.10
52.75
` 10
` 10
13,597,048
46,956,551
143.30
500.00
5,000,000
7,500,000
79.23
75.00
650.81
14,093.50
` 10
47,672
207.28
13,782.98
80.00
80.00
14,173.50
80.00
80.06
14,093.50
13,782.98
13,782.98
* D
uring the year 2015-16, The Company acquired 1.13% share holding in India Infoline Finance Limited from Bennett Coleman & Co. Ltd., thereby, India
Infoline Finance Limited has become wholly owned Subsidiary of the Company.
** D
uring the year 2015-16, India Infoline Commodities DMCC has filed for liquidation and as per Liquidator report dated 17/02/2016 of RSM Dahman Auditors,
Dubai, UAE, necessary entries have been passed in the books recognizing the liquidation.
110

NOTE 10. DEFERRED TAX ASSETS

The Company recognized deferred tax assets for the year ended on March 31, 2016, since the management is reasonably / virtually certain
of its profitable operations in future. As per Accounting Standard 22 Accounting for Taxes on Income, the timing differences mainly relates to
following items and result in a net deferred tax asset.
(` in Millions)
Particulars
On gratuity
Long term capital loss
On fixed assets
Short term capital loss
Total
As at
March 31, 2016
As at
March 31, 2015
2.30
32.44
(0.77)
112.95
146.92
1.05
26.00
144.74
171.79
NOTE 11. LONG-TERM LOANS & ADVANCES

(` in Millions)
Particulars
Unsecured, considered good
Advance income tax [net of provision for income tax ` 3,186.19 million (previous year ` 3,026.56 million)]
MAT credit
Prepaid expenses
Deposits
Total
As at
March 31, 2016
As at
March 31, 2015
239.95
10.77
0.75
0.05
251.52
245.49
10.77
1.12
257.38
NOTE 12. TRADE RECEIVABLE

(` in Millions)
Particulars
Unsecured, considered good
Trade receivable outstanding for a period exceeding six months from date they are due for payment
Other trade receivable
Total
As at
March 31, 2016
As at
March 31, 2015
52.43
52.43
32.78
32.78
NOTE 13. CASH AND BANK BALANCES

(` in Millions)
Particulars
Cash & Cash Equivalent :
Cash on hand
Balances with Bank:

- In current accounts*

- Others Bank account**
Total Cash & Cash Equivalent (a)
Other Balances:
In Deposit account (maturity more than 3 months to 12 months)
Total Other Balances (b)
Total (a+b)
* The above balance includes cheque in hand of ` 21.73 million (previous Year ` 81.74 million)
** Balances with banks in unpaid dividend accounts.
As at
March 31, 2016
As at
March 31, 2015
0.04
29.19
4.25
33.44
407.38
7.75
415.17
33.44
1.00
1.00
416.17
111
NOTE 14. SHORT-TERM LOANS & ADVANCES

(` in Millions)
Particulars
As at
March 31, 2016
As at
March 31, 2015
705.77
0.24
1.22
707.23
2.18
0.54
0.26
2.98
Unsecured, Considered Good :

Loans & advances to subsidiary (for their business purposes)
Advances recoverable in cash or in kind or for value to be received.
Other loans & advances
Total
NOTE 15. OTHER CURRENT ASSETS

(` in Millions)
Particulars
Prepaid expenses
Others
Total
Current
Non Current
Current
Non Current
1.38
11.27
12.65
0.55
17.56
18.11
NOTE 16. REVENUE FROM OPERATIONS

(` in Millions)
Particulars
Revenue from Operations :
Fund Based Activities

Dividend from subsidiaries

Dividend from mutual fund

Dividend from equity shares others
Interest Income :

Interest on bank deposits

Interest income - AIF / Real estate fund

Interest income - ICD

Interest income - other
Advisory Fees / Investment Banking Income
Other Operating Income :

Capital gain - mutual fund current

Capital gain - securities current

Capital gain securities non current

Capital gain - AIF current
Total
2015-16
2014-15
1,323.29
-
902.74
5.40
2.25
0.04
40.91
67.01
2.48
558.15
0.05
6.64
22.07
0.32
79.08
30.29
0.98
90.92
2,114.07
7.88
23.68
40.19
0.10
1,090.40
NOTE 17. OTHER INCOME

(` in Millions)
Particulars
Interest on income tax refund
Miscellaneous income
Total
112
2015-16
2014-15
0.03
0.03
9.90
0.15
10.05

NOTE 18. EMPLOYEE COST

(` in Millions)
Particulars
2015-16
2014-15
Salaries and bonus

82.46
20.45
Contribution to provident and other funds#
1.61
0.49
Gratuity*
3.18
0.09
Leave encashment
0.48
0.62
Staff welfare expenses
0.10
Total
87.83
21.65
* The Company is recognising and accruing the employee benefit as per accounting standard (AS) 15 on Employee Benefits the disclosures of which are as under.
(` in Millions)
Particulars
Assumptions
Discount rate previous year
Salary escalation previous year
Discount rate current year
Salary escalation current year
Change in Benefit Obligation
Liability at the beginning of the year
Interest cost
Current service cost
Benefit paid
Actuarial (gain)/ loss on obligations
Liability transferred in/(out)
Liability transferred in/(out)
Liability at the end of the Year
Amount Recognised in the Balance Sheet
Liability at the end of the year
Fair value of plan assets at the end of the year
Differences
Amount of Liability Recognised in the Balance Sheet
Expenses Recognised in the Income Statement
Current service cost
Interest cost
Expected return on plan assets
Actuarial gain or loss
Expense Recognised in P&L
Balance Sheet Reconciliation
Opening net liability
Expense as above
Net transfer in
Net (liability)/asset transfer out
Employers contribution
Amount Recognised in Balance Sheet
2015-16
2014-15
8.04%
5.00%
7.84%
5.00%
9.14%
5.00%
8.04%
5.00%
3.04
0.24
0.49
2.45
2.10
(1.66)
6.66
2.04
0.19
0.44
(0.54)
3.01
(2.10)
3.04
(6.66)
(6.66)
(6.66)
(3.04)
(3.04)
(3.04)
0.49
0.24
2.45
3.18
0.44
0.19
(0.54)
0.09
3.04
3.18
2.10
(1.66)
6.66
2.04
0.09
3.01
(2.10)
3.04
# Defined Contribution Plans:
The Company has also recognised the following amounts as an expense.

(` in Millions)
Particulars
Contribution to provident fund & employee pension scheme
2015-16
2014-15
1.60
0.48
113
NOTE 19. FINANCE COSTS

(` in Millions)
Particulars
Interest expenses
Other borrowing cost
Total
2015-16
2014-15
63.07
0.38
63.45
43.29
43.29
NOTE 20. DEPRECIATION

(` in Millions)
Particulars
Depreciation on tangible assets
Depreciation on intangible assets
Total
2015-16
2014-15
0.85
0.03
0.88
0.73
0.73
NOTE 21. ADMINISTRATION AND OTHER EXPENSES

(` in Millions)
2015-16
2014-15
1.97
0.01
0.07
0.47
6.35
0.02
0.55
13.73
0.06
2.25
0.90
0.97
0.10
1.33
7.31
1.07
0.03
1.48
0.01
5.16
0.67
0.06
5.01
3.91
0.02
1.43
0.33
1.29
0.03
0.40
Rates & taxes

Repairs & maintenance:

- Computer @
0.45
0.05
0.03
0.00

- Others
Remuneration to auditors :

- As auditors - statutory audit

- Certification work and other matters

- Out of pocket expenses
Software charges
Travelling and conveyance
Brokerage related expenses
Donation
Miscellaneous expenses
Total
0.05
0.02
1.05
0.11
0.07
1.19
13.64
3.39
0.38
0.11
57.63
1.05
0.09
0.06
0.65
0.66
0.08
22.49
Particulars
Advertisement
Books & periodicals
Exchange and statutory charges
Marketing and commission expenses
Commission & sitting fees to non executive directors
Bank charges
Communication
Legal and professional charges
Electricity
Corporate Social Responsibility expenses
Office expenses
Meeting seminar & subscription
Postage and courier
Printing and stationery
Rent
Insurance
114

NOTE 22. EARNINGS PER SHARE (EPS)

2015-16
2014-15
A
B
A/B
1,719.81
313,063,775
5.49
982.22
303,037,800
3.24
1,719.81
313,063,775
2,124,100
315,187,875
5.46
982.22
303,037,800
8,463,140
311,500,940
3.15
Particulars
Face value of equity shares in ` fully paid up
Basic EPS :
Profit/(Loss) after tax as per statement of profit and loss (` in millions)
Weighted average number of shares subscribed (basic)
Basic EPS (`)
Diluted EPS :
Profit/(Loss) after tax as per statement of profit and loss (` in millions)
Weighted average number of shares subscribed
Add : Potential equity shares on account of conversion of employee stock option
Weighted average number of shares outstanding
Diluted EPS (`)
B
A/B
NOTE 23. CONTINGENT LIABILITIES

As of March 31, 2016, the Company had certain contingent liabilities not provided for, including the following:
(` in Millions)
Sr. No. Name of the Statute
(i)
(ii)
(iii)
In respect of income tax demands

In respect of MVAT demands
In respect of profession tax demands
As at
March 31, 2016
As at
March 31, 2015
353.73
1.55
221.83
5.90
1.55
NOTE: 24. There are no Pending Litigation by and on the Company as on the Balance Sheet date.
NOTE 25. CAPITAL AND OTHER COMMITMENTS AT BALANCE SHEET DATE
There were outstanding commitments for others to the tune of ` 0.24 million (previous year for investments ` 489.07 million) of the total
contractual obligation entered during the year.
NOTE 26. THE COMPANY HAS PROVIDED CORPORATE GUARANTEE ON BEHALF OF THE FOLLOWING SUBSIDIARIES FOR THEIR
BUSINESS PURPOSES.
Sr. No. Name of the subsidiary
1
IIFL Facilities Services Limited(Formerly known as IIFL Realty Ltd)
5 Paisa Capital Limited ( Formerly known as IIFL Capital Ltd)
` in Millions
1,250.00
(1,250.00)
64,500.00
(75,650.00)
22,430.00
(2,000.00)
2,000.00
(4,650.00)
750.00
(750.00)
6,500.00
(6,500.00)
(Figure in bracket represents previous year figures)
115
NOTE: 27. Disclosure of loans/advances to subsidiaries and associates etc. as required under schedule V read with Regulation 34(3) and 53(f )
of SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015
a)
` NIL (Previous year ` NIL) due from India Infoline Finance Limited (maximum amount outstanding during the year ` 515.00 million,
Previous Year : ` 2,690.00 million)
b)
` NIL (Previous year ` NIL) due from IIFL wealth Management Limited (maximum amount outstanding during the year ` NIL, Previous Year :
` 1,000.00 million)
c)
` NIL (Previous year ` NIL) due from India Alternate Investment Advisor Private Limited (maximum amount outstanding during the year
` 366.80 million, Previous Year : ` NIL)
d)
` 316.50 million (Previous year ` NIL) due from India Infoline Insurance Broker Limited (maximum amount outstanding during the year
` 331.50 million Previous Year : ` NIL)
e)
` 2.50 million (Previous year ` NIL) due from India Infoline Insurance Services Limited (maximum amount outstanding during the year
` 2.50 million, Previous Year : ` NIL)
f )
` 23.10 million (Previous year ` NIL) due from 5 paisa Capital Limited (maximum amount outstanding during the year ` 165.00 million,
Previous Year : ` NIL)
g)
` NIL (Previous year ` NIL) due from India Infoline commodities Limited (maximum amount outstanding during the year ` 315.50 million, Previous
Year : ` NIL)
h)
` NIL (Previous year ` NIL) due from IIFL Facilities Services Limited (maximum amount outstanding during the year ` 4.50 million, Previous
Year : ` NIL)
i)
` NIL (Previous year ` NIL) due from India Infoline Housing Finance Limited (maximum amount outstanding during the year ` 420.00
million, Previous Year : ` 2,500.00 million)
j)
` 363.80 million (Previous year ` NIL) due from India Infoline Media and Research Services Limited (maximum amount outstanding during
the year ` 400.00 million, Previous Year : ` NIL)
k)
` NIL (Previous year ` NIL) due from India Infoline Limited (maximum amount outstanding during the year ` NIL, Previous Year :
` 6,385.80 million)
l)
` NIL (Previous year ` 2.18 million) due from India Infoline Commodities DMCC dubai (maximum amount outstanding during the year
` 2.18 million Previous Year : ` 2.18 million )
NOTE: 28. The Company has implemented Employee Stock Option Scheme 2007, 2008 (ESOP Schemes) and has outstanding options granted
under the said Schemes. The options vest in graded manner and must be exercised within a specified period as per the terms of the grants
made by the Remuneration and Compensation Committee and ESOP Schemes.
a)
The details of various Employee Stock Option Schemes are as under:
Particulars
ESOP 2007
No. of options as on March 31, 2016

Method of accounting
Vesting Plan
Intrinsic Value
Options granted would vest over a period of five
years subject to a minimum period of one year
from the date of grant of options
Five years from the date of grant
October 17, 2008, December 18, 2008,
January 1, 2009 and March 5, 2012
ESOP 2008
4,670,000
Intrinsic Value
Options granted would vest over a period of five
years subject to a minimum period of one year
from the date of grant of options
Exercise Period
Seven years from the date of grant
Grant Dates
December 18, 2008, January 1, 2009, May 27, 2009,
December 10, 2009, September 20, 2010, May 7, 2011,
May 15, 2012, August 10, 2012, October 29, 2012
November 05, 2013, August 05, 2014, November 20,
2014 , March 02, 2015 and March 08, 2016
Grant Price (` Per Share)
` 63.75, ` 45.30, ` 50.90 and ` 70.00
` 45.30, ` 50.90, ` 100.00, ` 136.00, ` 105.00,
` 72.40, ` 45.90, ` 56.60, ` 68.15, ` 58.10, ` 134.75,
` 188.40, ` 181.55 and ` 180
Market Price on the date of Grant of Option (`) *
` 63.75 , ` 45.30, ` 50.90 and ` 70.00
` 45.30, ` 50.90, ` 100.00, ` 136.00, ` 105.00,
` 72.40, ` 45.90, ` 56.60, ` 68.15, ` 58.10, ` 134.75,
` 188.40, ` 181.55 and ` 180
* C
losing price at the stock exchange, as on the previous trading day of the date of grant, as per SEBI (Employee Stock Option Scheme and Employee Stock
Purchase Scheme) Guidelines, 1999.
116

b)
Movement of options granted:
Particulars
Options outstanding at the beginning of the year
Granted during the year
Exercised during the year
Lapsed during the year
Options outstanding at the end of the year
ESOP 2007
ESOP 2008
2,299,755
1,688,755
611,000
-
11,345,650
900,000
7,114,150
461,500
4,670,000
NOTE: 29. In the opinion of the management, there is only one reportable business segment as envisaged by AS 17 Segment Reporting.
Accordingly, no separate disclosure for segment reporting is required to be made in the financial statements of the Company.
Secondary segmentation based on geography has not been presented as the Company operates primarily in India and the Company perceives
that there is no significant difference in its risk and returns in operating from different geographic areas within India.
NOTE: 30. CORPORATE SOCIAL RESPONSIBILITY
During the financial year 2015-16, the Company spend ` 2.25 million (P.Y. ` 3.91 million) out of the total amount of ` 2.34 million
(P.Y. ` 6.59 million) required to be spent as per section 135 of the Companies Act 2013 in respect of Corporate Social Responsibility (CSR). The
Company was focused on implementing the projects identified by the CSR Committee and had successfully completed most of the projects.
The Company had substantially utilised the amount required to be spent on CSR projects and there is a small amount of ` 0.09 million remain
as unspent. The Company has many ongoing projects and plans to further increase the spend in the year to come through its impact driven
projects.
NOTE 31. RELATED PARTY DISCLOSURES AS ON MARCH 31, 2016
A) Related parties where control exists
Nature of relationship
Name of party
Subsidiaries including step down subsidiaries

IIFL Facilities Services Limited (Formerly IIFL Reality Limited)
5 Paisa Capital Limited (Formerly IIFL Capital Limited)
IIFL Distribution Services Limited (Formerly IIFL Distribution Services Private Limited)
IIFL Investment Advisors And Trustee Services Limited (Formerly IIFL Trustee Services Limited )
IIFL Trustee Limited (Formerly India Infoline Trustee Company Limited)
IIFL Asset Management Limited (Formerly India Infoline Asset Management Company Limited)
IIFL Alternate Asset Advisors Limited
India Infoline Commodities DMCC (up to February 17, 2016)
IIFL (Asia) Pte Limited
IIFL Securities Pte Limited
IIFL Capital Pte. Limited (formerly IIFL Wealth Pte. Limited)
IIFL Assets Reconstruction Limited
India Alternatives Investment Advisors Private Limited
IIFL Inc.
IIFL Private Wealth (Suisse) SA.
IIFL Capital Inc.
117
Nature of relationship
Joint Venture
Key Management Personnel
Other related parties
B)
Name of party
IIFL Wealth Finance Limited (Formerly Chephis Capital Markets Limited)
IIFL Properties Private Limited (Formerly Ultra Sign and Display Private Limited)
Meenakshi Tower LLP (Joint venture of wholly owned subsidiary IIFL Facilities Services Limited)
Mr. Nirmal Jain
Mr. R. Venkataraman
Mrs. Madhu Jain (wife of Mr. Nirmal Jain)
Mrs. Aditi Venkataraman (wife of Mr. R Venkataraman)
Orpheus Trading Private Limited
Ardent Impex Private Limited
Significant Transactions with Related Parties
Nature of Transaction
(` in Millions)
Total
Subsidiaries
Key Managerial
Personnel
Other Related
Party
(1,250.00)
(-)
(-)
(1,250.00)
919.19
(-)
(446.28)
(-)
(-)
(-)
(-)
919.19
(-)
(446.28)
(530.35)
20.50
(-)
(-)
(-)
(-)
(-)
(530.35)
20.50
(-)
11.76
(-)
(-)
(-)
11.76
(-)
(617.56)
(-)
(-)
(617.56)
(0.09)
(-)
(-)
(0.09)
0.14
(3.50)
17.19
(-)
4.09
(3.31)
2.68
(-)
3.54
(-)
0.08
(-)
14.66
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
0.14
(3.50)
17.19
(-)
4.09
(3.31)
2.68
(-)
3.54
(-)
0.08
(-)
14.66
(-)
Investment Made
Investment Sold
Investments
IIFL Assets Reconstruction Limited
Disinvestments
India Infoline Commodities DMCC
Purchase of Investments
Brokerage Expense
Interest Income ICD/NCD
IIFL Alternate Assets Advisors Limited
5 Paisa Capital Limited
IIFL Facilities Services Ltd.
118

(` in Millions)
Total
Subsidiaries
Key Managerial
Personnel
Other Related
Party
24.51
(-)
(1.56)
0.12
(-)
(13.69)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
24.51
(-)
(1.56)
0.12
(-)
(13.69)
676.57
(586.17)
270.00
(202.50)
124.88
(-)
117.04
(-)
18.44
(-)
66.50
(-)
49.86
(114.08)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
676.57
(586.17)
270.00
(202.50)
124.88
(-)
117.04
(-)
18.44
(-)
66.50
(-)
49.86
(114.08)
7.28
(-)
0.02
(-)
(-)
(-)
(-)
(-)
7.28
(-)
0.02
(-)
0.15
(-)
(-)
(-)
0.15
(-)
(0.35)
(-)
(-)
(0.35)
(7.83)
(0.48)
(-)
(-)
(-)
(-)
(7.83)
(0.48)
(500.00)
(360.40)
(50.00)
(-)
(-)
(-)
(-)
(-)
(-)
(500.00)
(360.40)
(50.00)
(500.00)
(-)
(-)
(500.00)
Dividend Income
Rent Expenses
IIFL Properties Private Limited
Corporate Social Responsibility Expenses
Interest Expenses
Interest Expenses ICD
ICD Taken
ICD Taken Repaid
119
(` in Millions)
Total
Subsidiaries
Key Managerial
Personnel
Other Related
Party
(360.40)
(50.00)
(-)
(-)
(-)
(-)
(360.40)
(50.00)
515.00
(3,190.00)
(1,000.00)
366.80
(-)
334.50
(-)
2.50
(-)
190.60
(-)
337.60
(-)
4.50
(-)
490.00
(2,500.00)
491.60
(-)
(6,385.80)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
515.00
(3,190.00)
(1,000.00)
366.80
(-)
334.50
(-)
2.50
(-)
190.60
(-)
337.60
(-)
4.50
(-)
490.00
(2,500.00)
491.60
(-)
(6,385.80)
515.00
(3,190.00)
(1,000.00)
167.50
(-)
366.80
(-)
18.00
(-)
337.60
(-)
4.50
(-)
127.80
(-)
490.00
(2,500.00)
(6,385.80)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
515.00
(3,190.00)
(1,000.00)
167.50
(-)
366.80
(-)
18.00
(-)
337.60
(-)
4.50
(-)
127.80
(-)
490.00
(2,500.00)
(6,385.80)
(14.30)
(-)
(-)
(14.30)
ICD Given
India Alternate Investment Advisor Private Limited
India Infoline Insurance Broker Limited
ICD Given Received Back
India Alternate Investment Advisor Private Limited
India Infoline Insurance Broker Limited
Advance Taken (Max.)
120

(` in Millions)
Total
Subsidiaries
Key Managerial
Personnel
Other Related
Party
(14.30)
(-)
(-)
(14.30)
0.00
(-)
0.21
(-)
1.57
(12.57)
(-)
(-)
(-)
(-)
(-)
(-)
0.00
(-)
0.21
(-)
1.57
(12.57)
(0.00)
(96.25)
(0.00)
0.29
(0.73)
3.38
(-)
0.36
(102.18)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(0.00)
(96.25)
(0.00)
0.29
(0.73)
3.38
(-)
0.36
(102.18)
1.57
(23.13)
0.09
(-)
(-)
(-)
(-)
(-)
1.57
(23.13)
0.09
(-)
(0.23)
IIFL Investment Advisors & Trustee Services Limited
(0.26)
0.57
(16.33)
(0.47)
(0.88)
(0.19)
(0.15)
0.76
(0.60)
(5.47)
(1.23)
7.12
(165.64)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(0.23)
(0.26)
0.57
(16.33)
(0.47)
(0.88)
(0.19)
(0.15)
0.76
(0.60)
(5.47)
(1.23)
7.12
(165.64)
Advance Taken Paid Back (Max.)
Allocation / Reimbursement of Expenses Paid
India Infoline Insurance Brokers Limited @
India Infoline Limited.
Others Paid
India Infoline Insurance Brokers Limited @
India Infoline Media and Research Services Limited @
Allocation / Reimbursement of Expenses Received
Others Received
IIFL Alternate Assets Advisors Limited
121
C)
Outstanding as on March 31, 2016
Particulars
Subsidiaries
Key Managerial Other Related Party

Personnel
(` in Millions)
Total
Sundry Receivables
(2.18)
2.50
(-)
316.50
(-)
363.80
(-)
23.10
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(2.18)
2.50
(-)
316.50
(-)
363.80
(-)
23.10
(-)
0.13
(-)
(-)
(-)
0.13
(-)
120.50
(120.50)
20.50
(-)
605.18
(605.18)
11.20
(11.20)
225.00
(225.00)
(11.76)
20.00
(20.00)
10,152.99
(9,723.15)
0.50
(0.50)
33.41
(5.00)
10.00
(10.00)
40.29
(40.29)
953.13
(953.13)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
120.50
(120.50)
20.50
(-)
605.18
(605.18)
11.20
(11.20)
225.00
(225.00)
(11.76)
20.00
(20.00)
10,152.99
(9,723.15)
0.50
(0.50)
33.41
(5.00)
10.00
(10.00)
40.29
(40.29)
953.13
(953.13)
1,250.00
(1,250.00)
(600.00)
(-)
(-)
(-)
(-)
1,250.00
(1,250.00)
(600.00)
1,250.00
(1,250.00)
(-)
(-)
1,250.00
(1,250.00)
Sundry Payable
IIFL Pvt Wealth Management (Dubai)
Investments in Subsidiaries
Equity
IIFL Asset Reconstruction Limited
India Infoline Media And Research Services Limited
IIFL Capital Inc
Preference Shares
India Infoline Housing Limited
Corporate Guarantee
122

Particulars
Subsidiaries
(` in Millions)
Total
Key Managerial Other Related Party

Personnel
22,430.00
(2,000.00)
2,000.00
(4,650.00)
64,500.00
(75,650.00)
750.00
(750.00)
6,500.00
(6,500.00)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
(-)
22,430.00
(2,000.00)
2,000.00
(4,650.00)
64,500.00
(75,650.00)
750.00
(750.00)
6,500.00
(6,500.00)
Note: Figures in bracket represent previous years figure.
NOTE 32. EARNINGS AND EXPENSES IN FOREIGN CURRENCY

(` in Millions)
Particulars
Earnings in Foreign Currency
Total Income
2015-16
2014-15
280.77
280.77
1.58
1.58
0.04
0.04
Expenses in Foreign Currency

Travelling expenses
Total Expenses
During the year the Company remitted the dividend in foreign currency for F.Y 2015-16. The details are under.
2015-16
2014-15
Interim Dividend
F.Y 2015-16
Interim Dividend
F.Y 2014-15
3
1,250,000
3.75
Particulars
Type of Dividend
Number of non-resident shareholder
Number of shares held by them
Gross amount of dividend (` in millions)
NOTE 33. No Interest has been paid/is payable by company during the year to Suppliers referred under the Small and Medium Enterprises
Development Act, 2006. The aforementioned is based on the response received by the Company to its inquiries with suppliers with regards to
applicability under the said act.
NOTE 34. Previous year figures have been regrouped, reclassified & rearranged, wherever considered necessary to confirm to current years
presentation.
By the hand of
Tirtharaj Khot
Partner
Nirmal Jain
Chairman
(DIN: 00010535)
R.Venkataraman
Managing Director
(DIN: 00011919)
Place : Mumbai
Dated: May 05, 2016
Prabodh Agrawal
Gajendra Thakur
Company Secretary
123

To the Members of IIFL Holdings Limited
REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS
We have audited the accompanying consolidated financial
statements of IIFL Holdings Limited (hereinafter referred to as the
Holding Company) and its subsidiaries (the Holding Company,
its subsidiaries together referred to as the Group), its jointly
controlled entity comprising of the Consolidated Balance Sheet as at
March 31, 2016, the Consolidated Statement of Profit and Loss, the
Consolidated Cash Flow Statement for the year then ended, and a
summary of the significant accounting policies and other explanatory
information (hereinafter referred to as the consolidated financial
statements).
MANAGEMENTS RESPONSIBILITY FOR THE CONSOLIDATED
FINANCIAL STATEMENTS
The Holding Companys Board of Directors are responsible for the
preparation of these consolidated financial statements in terms of
the requirements of the Companies Act, 2013 (hereinafter referred to
as the Act) that give a true and fair view of the consolidated financial
position, consolidated financial performance and consolidated cash
flows of the Group including jointly controlled entity in accordance
with the accounting principles generally accepted in India, including
the Accounting Standards specified under Section 133 of the Act,
read with Rule 7 of the Companies (Accounts) Rules, 2014. The
respective Board of Directors of the companies included in the Group
and the Management of its jointly controlled entity are responsible
for maintenance of adequate accounting records in accordance with
the provisions of the Act for safeguarding the assets of the Group
and for preventing and detecting frauds and other irregularities; the
selection and application of appropriate accounting policies; making
judgments and estimates that are reasonable and prudent; and
the design, implementation and maintenance of adequate internal
financial controls, that were operating effectively for ensuring the
accuracy and completeness of the accounting records, relevant to
the preparation and presentation of the financial statements that give
a true and fair view and are free from material misstatement, whether
due to fraud or error, which have been used for the purpose of
preparation of the consolidated financial statements by the Directors
of the Holding Company, as aforesaid.
Our responsibility is to express an opinion on these consolidated
financial statements based on our audit. While conducting the audit,
we have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be
included in the audit report under the provisions of the Act and the
Rules made there under.
We conducted our audit in accordance with the Standards on Auditing
specified under Section 143(10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the
audit to obtain reasonable assurance about whether the consolidated
financial statements are free from material misstatement.
124
An audit involves performing procedures to obtain audit evidence

about the amounts and the disclosures in the consolidated
financial statements. The procedures selected depend on the
auditors judgment, including the assessment of the risks of
material misstatement of the consolidated financial statements,
whether due to fraud or error. In making those risk assessments, the
auditor considers internal financial control relevant to the Holding
Companys preparation of the consolidated financial statements
that give a true and fair view in order to design audit procedures
that are appropriate in the circumstances. An audit also includes
evaluating the appropriateness of the accounting policies used and
the reasonableness of the accounting estimates made by the Holding
Companys Board of Directors, as well as evaluating the overall
presentation of the consolidated financial statements.
We believe that the audit evidence obtained by us is sufficient
and appropriate to provide a basis for our audit opinion on the
consolidated financial statements.
OPINION
In our opinion and to the best of our information and according to
the explanations given to us, the aforesaid consolidated financial
statements give the information required by the Act in the manner
so required and give a true and fair view in conformity with the
accounting principles generally accepted in India, of the consolidated
state of affairs of the Group and jointly controlled entity as at
March 31, 2016, and their consolidated profit and their consolidated
cash flows for the year ended on that date.
OTHER MATTERS
a) We did not audit the financial statements of 3 subsidiaries and
15 step-down subsidiaries, whose financial statements reflect
total assets of ` 26,256.49 millions as at March 31, 2016, total
revenues of ` 6,747.22 millions for the year ended on that date,
as considered in the consolidated financial statements. These
financial statements have been audited by other auditors whose
reports have been furnished to us by the Management and our
opinion on the consolidated financial statements, in so far as it
relates to the amounts and disclosures included in respect of
these subsidiaries and our report in terms of sub-sections (3) and
(11) of Section 143 of the Act, in so far as it relates to the aforesaid
subsidiaries is based solely on the reports of the other auditors.
b) We did not audit the financial statements of jointly controlled
entity, whose financial statements reflect total assets of ` 357.25
millions as at March 31, 2016, total revenues of ` NIL for the year
ended on that date, as considered in the consolidated financial
statements. These financial statements are unaudited and have
been furnished to us by the Management and our opinion on
the consolidated financial statements, in so far as it relates to the
amounts and disclosures included in respect of jointly controlled
entity, and our report in terms of sub-sections (3) and (11) of
Section 143 of the Act in so far as it relates to the aforesaid jointly
Consolidated | Financial Statements
controlled entity, is based solely on such unaudited financial

statements. In our opinion and according to the information and
explanations given to us by the Management, these financial
statements are not material to the Group.
Our opinion on the consolidated financial statements, and our report
on Other Legal and Regulatory Requirements below, is not modified
in respect of the above matters with respect to our reliance on the
work done and the reports of the other auditors and the financial
statement certified by the Management.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
As required by Section 143 (3) of the Act, we report, to the extent
applicable, that:
(a)
We have sought and obtained all the information and
explanations which to the best of our knowledge and belief
were necessary for the purposes of our audit of the aforesaid
(b) In our opinion, proper books of account as required by law
relating to preparation of the aforesaid consolidated financial
statements have been kept so far as it appears from our
examination of those books and the reports of the other auditors.
(c) The Consolidated Balance Sheet, the Consolidated Statement of
Profit and Loss, and the Consolidated Cash Flow Statement dealt
with by this Report are in agreement with the relevant books
of account maintained for the purpose of preparation of the
and our Reports of its subsidiary companies and Reports of the

other statutory auditor of its subsidiary / step down subsidiaries,
incorporated in India, none of the directors of the Group
companies, incorporated in India is disqualified as on March 31,
2016 from being appointed as a director in terms of Section 164
(2) of the Act.
(f ) With respect to the adequacy of the internal controls over
financial reporting of the Holding Company and the operating
effectiveness of such controls, refer to our separate Report in
Annexure A; and
(g) With respect to the other matters to be included in the Auditors
Report in accordance with Rule 11 of the Companies (Audit
and Auditors) Rules, 2014, in our opinion and to the best of our
information and according to the explanations given to us:

i. The consolidated financial statement disclosed the impact
of pending litigations on the consolidated financial position
of the Group Refer note 30 (b) and (c) to the Consolidated
Financial Statements.

ii. The Group did not have any long-term contracts including
derivative contracts for which there were any material
foreseeable losses; and

iii. There has been no delay in transferring amounts, required
to be transferred, to the Investor Education and Protection
Fund by the Holding Company, and there were no
amounts which were required to be transferred to Investor
Education and Protection Fund by its subsidiary companies
incorporated in India.
By the hand of
(d) In our opinion, the aforesaid consolidated financial statements

comply with the Accounting Standards specified under Section
133 of the Act, read with Rule 7 of the Companies (Accounts)
Rules, 2014.
(e) On the basis of the written representations received from the
directors of the Holding Company as on March 31, 2016 taken
on record by the Board of Directors of the Holding Company
Place: Mumbai
Date: May 05, 2016
Tirtharaj Khot
Partner
125
Annexure A to the
REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER
CLAUSE (i) OF SUB-SECTION 3 OF SECTION 143 OF THE
COMPANIES ACT, 2013 (THE ACT)
In conjunction with our audit of the consolidated financial statements
of the Company as of and for the year ended March 31, 2016, We have
audited the internal financial controls over financial reporting of IIFL
Holdings Limited (hereinafter referred to as the Holding Company)
and its subsidiary companies which are incorporated in India, as of
that date.
MANAGEMENTS RESPONSIBILITY FOR INTERNAL
FINANCIAL CONTROLS
The respective Board of Directors of the of the Holding Company and
its subsidiary companies, which are companies incorporated in India,
are responsible for establishing and maintaining internal financial
controls based on the internal control over financial reporting criteria
established by the Company considering the essential components
of internal control stated in the Guidance Note on Audit of Internal
Financial Controls Over Financial Reporting (the Guidance Note)
issued by the Institute of Chartered Accountants of India (ICAI). These
responsibilities include the design, implementation and maintenance
of adequate internal financial controls that were operating effectively
for ensuring the orderly and efficient conduct of its business, including
adherence to the respective companys policies, the safeguarding
of its assets, the prevention and detection of frauds and errors, the
accuracy and completeness of the accounting records, and the timely
preparation of reliable financial information, as required under the
Companies Act, 2013 (the Act).
Our responsibility is to express an opinion on the Companys internal
financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note issued
by the ICAI and the Standards on Auditing deemed to be prescribed
under Section 143(10) of the Act, to the extent applicable, to an audit
of internal financial controls, both issued by the ICAI. Those Standards
and the Guidance Note require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable
assurance about whether adequate internal financial controls over
financial reporting was established and maintained and if such
controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence
about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of
126
internal financial controls over financial reporting included obtaining

an understanding of internal financial controls over financial
reporting, assessing the risk that a material weakness exists, and
testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk. The procedures selected
depend on the auditors judgment, including the assessment of the
risks of material misstatement of the financial statements, whether
due to fraud or error.
appropriate to provide a basis for our audit opinion on the Companys
internal financial controls system over financial reporting.
MEANING OF INTERNAL FINANCIAL CONTROLS OVER
FINANCIAL REPORTING
A Companys internal financial control over financial reporting is
a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
accepted accounting principles. A Companys internal financial
control over financial reporting includes those policies and
procedures that: (1) pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures of
the company are being made only in accordance with authorisations
of management and directors of the company; and (3) provide
reasonable assurance regarding prevention or timely detection of
unauthorised acquisition, use, or disposition of the Companys assets
that could have a material effect on the financial statements.
INHERENT LIMITATIONS OF INTERNAL FINANCIAL
CONTROLS OVER FINANCIAL REPORTING
Because of the inherent limitations of internal financial controls over
financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to
error or fraud may occur and not be detected. Also, projections of any
evaluation of the internal financial controls over financial reporting to
future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of changes
in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
OPINION
In our opinion, the Holding Company and its subsidiary Companies,
which are companies incorporated in India, have, in all material
respects, an adequate internal financial controls system over financial
reporting and such internal financial controls over financial reporting
were operating effectively as at March 31, 2016, based on the internal
control over financial reporting criteria established by the Company
considering the essential components of internal control stated in
the Guidance Note issued by the ICAI.
OTHER MATTERS
Our aforesaid reports under Section 143(3)(i) of the Act on the
adequacy and operating effectiveness of the internal financial
controls over financial reporting insofar as it relates to one subsidiary

company and seven step down subsidiaries, which are companies
incorporated in India, is based on the corresponding reports of the
auditors of such companies incorporated in India.
By the hand of
Place: Mumbai
Date: May 05, 2016
Tirtharaj Khot
Partner
127
Consolidated
Balance Sheet

(` in Millions)
Particulars
As at
March 31, 2016
As at
March 31, 2015
633.07
28,566.49
0.09
29,199.65
11,758.21
620.47
24,956.43
25,576.90
2,644.67
6
14
7
8
90,203.09
104.16
176.12
790.08
91,273.45
94,711.80
42.05
102.68
612.61
95,469.14
9
10
35,995.09
37,518.06
9,173.54
7,538.91
33,277.77
15,996.88
2,090.88
96,534.16
228,765.47
14,163.83
8,741.76
2,567.40
70,529.96
194,220.67
4,694.63
53.91
56.04
578.31
5,382.89
5,790.62
1,411.06
4,562.33
50.56
103.56
383.47
5,099.92
5,709.22
1,269.58
90,071.01
3,139.12
67.93
100,479.74
50,555.65
2,833.70
99.31
60,467.46
12,879.23
333.00
5,861.11
16,288.29
7,125.12
2,549.13
4,995.35
18,287.38
80,484.39
6,647.27
409.55
122,902.84
228,765.47
87,163.34
7,890.69
642.28
128,653.29
194,220.67
Note No.
I EQUITY AND LIABILTIES
(1) Shareholder's Funds

(a) Share Capital

(b) Reserve and Surplus

(c) Money received against share warrants

Sub Total
(2) Minority Interest
(3) Non Current Liabilities

(a) Long-term Borrowings

(b) Deferred Tax Liabilties

(c) Other Long-term Liabilities

(d) Long-Term Provisions

Sub Total
(4) Current Liabilities

(a) Short-Term Borrowings

(b) Trade Payables

- Total outstanding dues of micro enterprises and small enterprises

- Total outstanding dues of creditors other than micro enterprises and small enterprises

(c) Other current liabilities

- Current portion of long term borrowing
- Others

(d) Short-term provisions

Sub Total

Total
3
4
5
7
8
II ASSETS
(1) Non-Current Assets

(a) Fixed assets
(i) Tangible assets

(ii) Intangible assets

(iii) Capital work-In-Progress
(iv) Goodwill

Sub Total

(b) Non-Current Investments

(c) Deferred Tax Assets (Net)

(d) Long-term loans & advances
- Loans
- Others

(e) Other non-current assets

Sub Total
(2) Current assets

(a) Current investments
(b) Inventories

(c) Trade receivables

(d) Cash and Bank balances

(e) Short-term loans & advances
- Loans
- Others

(f ) Other current assets

Sub Total
Total
See accompanying notes Forming Part of Consolidated Financial Statements
11
12
13
14
15
16
17
18
19
20
15
16
1 to 41

By the hand of
Tirtharaj Khot
Partner
Nirmal Jain
Chairman
(DIN: 00010535)
R.Venkataraman
Managing Director
(DIN: 00011919)
Place : Mumbai
Dated: May 05, 2016
Prabodh Agrawal
Gajendra Thakur
Company Secretary
128
Consolidated Statement of Profit and Loss

(` in Millions)
Particulars
2015-16
2014-15
28,694.21
6,748.82
4,397.44
116.23
39,956.70
25,207.52
5,827.01
4,475.71
126.61
35,636.85
7,044.52
16,799.95
660.82
5,874.56
1,150.58
31,530.43
8,426.27
6,049.22
14,338.24
591.62
6,369.91
1,049.23
28,398.22
7,238.63
8,426.27
7,238.63
2,915.53
41.77
2,957.30
(79.11)
2,878.19
5,548.08
2,823.48
28.58
2,852.06
(377.08)
2,474.98
4,763.65
436.32
5,111.76
290.40
4,473.25
16.33
16.22
14.76
14.36
Note No.
INCOME
Revenue from operations
Fund Based Activities
Financial Products Distribution
Capital Market Activities
Other Income
Total Revenue
21
EXPENDITURE
(a) Employee Benefits Expense
(b) Finance Cost
(c) Depreciation and Amortisation Expense
(d) Other Expenses
(e) Provisions and Write off
Total Expenses
Profit before exceptional items
Exceptional Items
Profit Before Tax
Tax expenses
(a) Current tax expense for current year
(b) Current tax expense relating to prior year
(c) Net Current Tax Expense
(d) Deferred Tax
Sub Total
Profit for The Year
22
23
24
25
26
Less: Share of Minority Interest

Net consolidted profit for the year
Earnings per equity share (Face Value ` 2)
(1) Basic (In `)
27
(2) Diluted (In `)

See accompanying notes Forming Part of Consolidated Financial Statements
27
1 to 41

By the hand of
Tirtharaj Khot
Partner
Nirmal Jain
Chairman
(DIN: 00010535)
R.Venkataraman
Managing Director
(DIN: 00011919)
Place : Mumbai
Dated: May 05, 2016
Prabodh Agrawal
Gajendra Thakur
Company Secretary
129
Consolidated Cash Flow Statement

(` in Millions)
As at
March 31, 2016
As at
March 31, 2015
8,426.27
7,238.63
660.82
591.62
Provisions for gratuity
76.69
32.57
Provisions for leave encashment
37.22
25.14
Provision for doubtful debts
471.32
113.83
Provision for doubtful loans
521.11
493.11
Contingent Provision against standard assets
150.48
240.20
(Profit)/ loss on sale of assets
18.37
166.33
Provision for dimunition in the value of Investment
63.41
14.40
16,799.95
14,338.23
Particulars
CASH FLOWS FROM OPERATING ACTIVITIES

Net profit before taxation, and exceptional items
Adjustments for:
Depreciation & Amortisation
Finance Cost
Provision for Contingencies
Operating profit before working capital changes
1.74
258.01
27,227.38
23,512.07
(Increase) / Decrease in trade receivables
(923.27)
(549.50)
(Increase) / Decrease in Inventory
2,216.13
(1,967.86)
(88.88)
1,198.87
Increase / (Decrease) in trade payable
1,634.63
(1,005.63)
Increase / (Decrease) in other current Liability
5,313.64
(367.66)
Increase / (Decrease) in provision
(33,365.98)
(39,413.45)
Cash generated from operations
2,013.65
(18,593.16)
Tax (Paid) / Refund
(2,554.57)
(2,669.32)
(540.92)
(21,262.48)
Increase / (Decrease) in loans and advances and Other Assets
Net cash used in operating activities
CASH FLOWS FROM INVESTING ACTIVITIES

(Purchase)/Sale of fixed assets (includes intangible assets)
(767.32)
(846.72)
(Purchase)/Sale of Non-current Investments
(146.35)
(1,366.63)
(5,754.11)
(1,364.43)
9.67
24.53
(Purchase)/Sale of Current Investments

(Repayment)/ Receipt of Deposit
(48.65)
(59.24)
(6,706.77)
(3,612.49)
Proceeds from issue of share capital (includes minority share capital)
9,400.77
2,711.69
Buy back of equity shares/Purchase of Minority stake in subsidiary
(425.84)
(2.53)
(17.03)
(Repayment) / Proceeds of Long term borrowings
(4,508.71)
31,803.02
(Repayment) / Proceeds of Short term borrowings
17,590.96
9,412.11
Dividend (Incl dividend distribution tax)
(1,900.53)
(1,111.34)
(Acquisition) / Liquidation of Subsidiary (net of cash acquired)

Net cash from / (used in) investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Foreign exchange fluctuation
130
(` in Millions)
As at
March 31, 2016
Particulars
(110.85)
(74.37)
(14,794.67)
(13,683.72)
Dividend paid to Minority Share holders

Finance cost paid
Net cash from financing activities
Net increase in cash and cash equivalents
5,248.60
29,040.36
(1,999.09)
4,165.39
18,287.38
14,121.99
Cash and cash equivalents at beginning of period
16,288.29
18,287.38
(1,999.09)
4,165.39
Cash and cash equivalents at end of period

Net increase in cash and cash equivalents
As at
March 31, 2015
Cash and cash equivalents include :

Cash on hand
127.60
479.88
Bank balances
9,856.71
11,645.96
Fixed deposits
6,303.98
6,161.54
See accompanying notes Forming Part of Consolidated Financial Statements Note 1 to 41

By the hand of
Tirtharaj Khot
Partner
Nirmal Jain
Chairman
(DIN: 00010535)
R.Venkataraman
Managing Director
(DIN: 00011919)
Place : Mumbai
Dated: May 05, 2016
Prabodh Agrawal
Gajendra Thakur
Company Secretary
131
Consolidated Financial Statements of IIFL Holdings Limited

Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016
NOTE 1. CORPORATE INFORMATION:

IIFL Holdings Limited was incorporated on October 18, 1995 and
is engaged in Merchant Banking and Investment Advisory services
besides holding investments in subsidiaries. The Group business
consist of finance, financial services, capital market services,
distribution of financial products and wealth management services
which are carried out by separate subsidiaries of IIFL Holdings Limited.
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES:
2.1 Basis of Consolidation:

a) Basis of Preparation:
The individual Balance Sheet as at March 31, 2016 and
Statement of Profit and Loss for the year ended March
31, 2016 of IIFL Holdings Limited (the Company) and
its subsidiaries and joint ventures (companies and / or
subsidiaries/ joint ventures), collectively referred to as
Group, have been consolidated as per principles of
consolidation enunciated in Accounting Standard (AS)
21- Consolidated Financial Statements as prescribed
by companies (Accounting standard) Rules, 2014 (as
amended). The financial statements have been prepared
under historical cost convention on an accrual basis. The
accounting policies adopted in the preparation of the
financial statements are consistent with those followed in
the previous year by the Company.

b) Principles of Consolidation:
The financial statements of the group companies of IIFL
Holdings Limited have been prepared in accordance
with the Generally Accepted Accounting Principles in
India (Indian GAAP) to comply with all material aspects
of the applicable Accounting Standards notified under
section 133 of the Companies (Act) read with rule 7 of
the Companies Accounts Rules, 2014 (as amended) and
the relevant provisions of the Companies Act, 2013. The
financial statements have been prepared on accrual basis
under the historical cost convention. The effects of all intergroup transactions and balances have been eliminated
on consolidation. The accounting policies adopted in the
preparation of the financial statements are consistent with
those followed in the Previous Year by the Company.

c) The list of subsidiaries and joint venture that have been

consolidated are given in note no 28.
2.2 Use of Estimates:

The preparation of financial statements in conformity with
the generally accepted accounting principles requires the
management to make estimates and assumptions that affect
the reported amount of assets and liabilities on the date of
the financial statements and the reported amount of revenues
and expenses during the reporting period. The management
believes that the estimates used in the preparation of financial
132
statements are prudent and reasonable. Difference between the

actual result and estimates are recognized in the period in which
the results are known / materialized.
2.3 Fixed Assets and Depreciation:
Fixed assets are stated at cost of acquisition less accumulated
depreciation and impairment loss, if any thereon. Depreciation
is charged using the straight line method based on the useful
life of fixed assets as estimated by the management as specified
below.
Depreciation is charged from the month in which new assets are
put to use. No depreciation is charged for the month in which
assets are sold.
In the case of transfer of used fixed assets from group companies,
depreciation is charged over the remaining useful life of the
assets. Individual assets / group of similar assets costing up to
` 5,000 have been depreciated in full in the year of purchase.
Leasehold land is depreciated on a straight line basis over the
leasehold period.
Estimated useful life of the assets is as under:
Class of assets
Buildings *
Computers *
Non Compete Fees
Electrical equipment *
Office equipment
Furniture and fixtures *
Vehicles *
Software
Useful life in years

20
3
5
5
5
5
5
3
* For these class of assets, based on internal assessment and independent technical
evaluation carried out by external values the management believes that the useful
lives as given above best represent the period over which management expects to use
these assets. Hence the useful lives for these assets are different from the useful lives as
prescribed under Part C of Schedule II of the Companies Act 2013.
2.4 Translation of foreign currency items :

Foreign currency transactions are recorded at the exchange rates
prevailing on the date of the transaction. Exchange difference,
if any, arising out of transactions settled during the year are
recognized in the Statement of Profit and Loss. Foreign currency
monetary assets and liabilities are translated at the exchange
rate prevailing on the Balance Sheet date. The exchange gains or
losses, if any, are recognized in the Statement of Profit and Loss
and related assets and liabilities are accordingly restated in the
Balance Sheet.
2.5 Revenue Recognition:
Revenue is recognized to the extent that it is probable that the
economic benefits will flow to the companies and the revenue
can be reliably measured. The following specific recognition
criteria must also be met before revenue is recognized.

a. Brokerage income earned on secondary market operations

is accounted on trade dates.
b. Interest Income is recognized on accrual basis.
c. Dividend income is recognized when the right to receive

payment is established on balance sheet date.
f. Brokerage income from commodities trading is accounted

for on the dates of respective trades.
d. Depository related, Investment banking related and Income

in respect of other heads is accounted on accrual basis.
g. Commission income on first year premium on insurance

policies is recognised, when an insurance policy sold by the
Company is accepted by the principal insurance company.
Renewal commission on policies is accounted for on receipt
basis.
comprising of Securities and Equity/Currency Derivatives

positions is determined on scrip basis (e.g. Nifty, SBI, HDFC)
with net unrealized losses on scrip basis being recognized
in the Statement of Profit and Loss and the net unrealized
gains on scrip basis are ignored.
e.
Income from arbitrage comprises profit/loss on sale of
securities held as stock-in-trade and profit / loss on equity
derivative instruments is accounted as per following;
(i) Profit / loss on sale of securities is determined based on

the FIFO cost of the securities sold.
h. Investment banking related income is accounted on accrual

basis.
(ii) Profit / loss on arbitrage transactions is accounted for

as explained below:
i. Portfolio management fee are accounted on accrual basis

as follows :
Initial and additional margin paid over and above initial

margin for entering into contracts for Equity Index /
Stock Futures / Currency Futures and or Equity Index /
Stock Options / Currency Options which are released on
final settlement/squaring-up of underlying contracts are
disclosed under other current assets. Mark-to-market
margin- Equity Index / Stock Futures / Currency Futures
representing the amounts paid in respect of mark to market
margin is disclosed under other current assets.

In case of percentage based fee, in accordance with
portfolio Management Agreement entered with the
respective clients, on quarterly basis
Equity Index / Stock Option / Currency Option Premium

Account represents premium paid or received for buying
or selling the Options, respectively.

The group complies, in all material respects, with the
Prudential Norms relating to income recognition,
accounting standards, asset classification and the minimum
provisioning for bad and doubtful debts, specified in the
directions issued by the Reserve Bank of India/National
Housing Bank as applicable.
One of the step down Subsidiary has recognised Income

from Penal charge, Penal interest and Cheque Bouncing
Charges pertaining to loan assets on receipt basis as against
the accrual system of the group which constitute 0.1% of
the total revenue of fund based segment of the group.
On final settlement or squaring up of contracts for Equity
Index / Stock Futures / Currency Future, the realized profit
or loss after adjusting the unrealized loss already accounted,
if any, is recognized in the Statement of Profit and Loss. On
settlement or squaring up of Equity Index / Stock Options /
Currency Option before expiry, the premium prevailing in
Equity Index / Stock Option / Currency Option Premium
Account on that date is recognized in the Statement of
Profit and Loss.
As at the Balance Sheet date, the Mark to Market / Unrealised
Profit / (Loss) on all outstanding arbitrage portfolio
Distribution fee / commission and other fee is recognised

on accrual basis in accordance with the terms agreed with
the counter party

j.
Mortgages and loan :
Dealer / agent commission paid or payable is recognised as

expense as and when it is incurred.

k. Revenue from Online Media is recognized pro-rata, over the

contractual /subscription period.
2.6 Employee Benefits:

The companys contribution towards Provident Fund and Family
Pension Fund, which are defined contribution, are accounted for
on an accrual basis and recognised in the Statement of Profit &
loss.
The Company has provided Compensated Absences on the
basis of actuarial valuation.
133

Gratuity is post employment benefit and is in the nature of defined

benefit plan. The Liability recognized in the Balance Sheet in respect
of gratuity is the present value of defined benefit obligation at the
Balance Sheet date together with the adjustments for unrecognized
actuarial gain or losses and the past service costs. The defined benefit
obligation is calculated at or near the Balance Sheet date by an
independent actuary using the projected unit credit method.
2.7 Deferred Employee Stock Compensation:
The stock options granted by the Company are accounted for
as per the accounting treatment prescribed by SEBI (Employee
Stock Option Scheme and Employee Stock Purchase) Guidelines,
1999 and the guidance note on Accounting for Stock Options
issued by The Institute of Chartered Accountant of India, whereby
the intrinsic value of the options are recognised as deferred
employee compensation. The deferred employee compensation
is charged to the Statement of Profit and Loss on a straight line
basis over the vesting period of the options.
2.8 Provisions, Contingent Liabilities and Contingent Assets:
A provision is recognised if, as a result of past event, the company
has a present obligation that can be estimated reliably, and it is
probable that an outflow of economic benefits will be required
to settle the obligation.
For its NBFC Subsidiary India Infoline Finance Limited (IIFL),
Non-performing loans are written off / provided for, as per
management estimates, subject to the minimum provision
required as per Non-Banking financial (Non-Deposit Accepting
or Holding) Companies Prudential Norms (Reserve Bank)
Directions, 2015 (RBI Directions, 2015) dated March 27, 2015.
Provision on standard assets is made as per notification no.
DNBR.009/CGM(CDS)-2015 dated March 27, 2015 issued by RBI.
For its Housing Finance subsidiary India Infoline Housing Finance
Limited (IIHFL), Non performing loans are written off / provided
for, as per management estimates subject to the minimum
provision required as per National Housing Bank (NHB) directions.
Provision on standard assets is made as per notification issued by
NHB. All such provisions are classified as long term provision.
The group creates a provision when there is present obligation
as a result of a past event that probably requires an outflow of
resources and a reliable estimate can be made of the amount
of the obligation. A disclosure for a contingent liability is made
when there is a possible obligation or a present obligation that
may, but probably will not, require an outflow of resources.
When there is a possible obligation or a present obligation in
respect of which the likelihood of outflow of resources is remote,
no provision or disclosure is made.
Provisions are reviewed at each balance sheet date and adjusted
to reflect the current best estimate. If it is no longer probable
134
that the outflow of resources would be required to settle the

obligation, the provision is reversed.
Contingent Assets are neither recognized nor disclosed in the
2.9 Taxes on Income:

Tax expense comprises current and deferred tax. Current
income-tax is measured at the amount expected to be paid to
the tax authorities in accordance with the Income-tax Act, 1961
enacted in India. Provision for current tax is computed based on
estimated tax liability computed after adjusting for allowance,
disallowance and exemptions in accordance with the applicable
tax laws.
Deferred income taxes reflect the impact of timing differences
between taxable income and accounting income originating
during the current year and reversal of timing differences for the
earlier years. Deferred tax is measured using the tax rate and the
tax laws enacted or substantively enacted at the Balance Sheet
date. The deferred tax asset is recognised or unrecognised, to
the extent that it has become reasonably certain or virtually
certain, as the case may be, that sufficient future taxable income
will be available. At each reporting date, the Company reassesses unrecognized deferred tax assets. Deferred tax liability
is recognised as and when arisen.
2.10 Operating Leases:
Lease rentals in respect of operating lease arrangements are
charged to the Statement of Profit & Loss in accordance with
Accounting Standard 19 Leases, issued by the Institute of
Chartered Accountants of India.
2.11 Investments:
Investments, which are readily realizable and intended to be
held for not more than one year from the date on which such
investments are made, are classified as current investments. All
other Investments are classified as non current investments.
Current investments are stated at lower of cost or market / fair
value. Non current investments are carried at cost. Provision for
diminution in value of non current investments is made, if in
the opinion of the management such diminution is other than
temporary. For investment in Mutual funds, the net Assets value
(NAV) declare by the Mutual Funds at the balance sheet date is
considered as the fair value.
2.12 Inventories:
Closing stock is valued at cost or market value whichever is lower.
Cost is computed on FIFO basis. The comparison of cost and market
value for arbitrage portfolio is done separately for each script.

2.13 Earnings Per Share:

Basic earnings per share for equity shareholders have been
calculated by dividing the Net Profit after Tax or loss by the weighted
average number of equity shares outstanding during the period.
The diluted earnings per share for equity shareholders have
been computed by dividing the Net Profit after Tax or loss by the
weighted average number of shares after giving dilutive effect of
the outstanding stock options.
2.14 Borrowings:

Borrowings are bifurcated under long term and short term
liabilities. Commercial papers are recognised at Face value at the
time of its issue. Any difference between the proceeds and the
redemption value is recognised in profit & loss account over the
period of the borrowings.
2.15 Debenture Issue Expenses:

Debenture issue expenses incurred on public issue of non
convertible debentures are amortized on weighted average
tenure of the underlying debenture.
In case of private placement of non convertible debentures the

same is charged to the profit and loss account in the year in
which they are incurred.
2.16 Preliminary Expenses:
Preliminary Expenses are written off in the financial year in which
it is incurred.
2.17 Assignment of loan portfolio:
Derecognition of loans assigned, in the books of the subsidiary
company, is based on the concept of surrender of control over
the loans resulting in a true sale of loans. Future interest spread
receivables in case of a par structure deals are recognised over
the tenure of agreements as per guidelines issued by the RBI.
Expenditure in respect of direct assignment is recognised
upfront. Credit enhancement in the form of cash collateral
provided by the subsidiary company is included under Cash and
bank balance / Loans and advances, as applicable.
NOTE 3. SHARE CAPITAL

a. The Authorised, Issued, Subscribed and Paid up share capital comprises of equity shares having a par value of ` 2 as follows:
(` in Millions)
Particulars
As at
March 31, 2016
As at
March 31, 2015
1,200.00
1,200.00
633.07
633.07
620.47
620.47
Authorised :
600,000,000 (Previous Year - 600,000,000) Equity Shares of ` 2 each
Issued , Subscribed and Paid Up :
316,536,853 (Previous Year - 310,233,948) Equity Shares of ` 2 each fully paid up
Total
b.
Reconciliation of the shares outstanding at the beginning and at the end of the reporting period.
(` in Millions)
Reconciliation of equity shares :

Particulars
At the beginning of the Period
Add:- Issued during the period on exercise of ESOPs
Outstanding at the end of the year

No. of Shares
` in Millions

No. of Shares
` in Millions
310,233,948
6,302,905
316,536,853
296,199,003
14,034,945
310,233,948
620.47
12.60
633.07
592.40
28.07
620.47
c . Terms/rights attached to equity shares

The Company has only one class of equity shares having at par value of ` 2 per share. Each holder of equity shares is entitled to one vote
per share. The Company declares and pays dividends in Indian rupees.
During the year ended March 31, 2016, the amount of per share dividend recognised as distributions to equity shareholders was ` 4.25
per equity share, which includes special dividend of ` 1.25 per equity share, to commemorate a decade of listing. (Previous Year ` 3/- per
equity share).
135

d. Detail of shareholders holding more than 5% shares in the Company

Particulars
Equity shares of ` 2 each fully paid

Nirmal Bhanwarlal Jain
Madhu N Jain
Bharat H Parajia *
Carlyle Mauritius Investment Advisors Limited A/C Carlyle Mauritius III *
No. of
Shares
% holding
in the class
No. of
Shares
% holding
in the class
68,788,445
51,252,000
27,910,000
19,909,432
17,000,000
16,305,530
15,486,778
-
21.73
16.19
8.82
6.29
5.37
5.15
4.89
-
51,252,000
27,910,000
19,909,432
17,000,000
16,305,530
15,721,778
28,761,409
16.52
9.00
6.41
5.48
5.26
5.07
9.27
* Position as on March 31, 2016 is given as they were shareholders with more than 5% shareholding as on March 31, 2015.
e. Aggregate number of bonus shares issued, share issued for consideration other than cash and shares bought back during the period of
five years immediately preceding the reporting date:
(` in Millions)
Particulars
Equity shares bought back by the company
f.
March 31, 2016

No. of shares
NIL
March 31, 2015

No. of shares
NIL
March 31, 2014

No. of shares
NIL
March 31, 2013

No. of shares
NIL
Shares reserved for issue under options
For details of shares reserved for issue under the employee stock option (ESOP) plan of the company, please refer note 33.
NOTE 4. RESERVE AND SURPLUS

Particulars
Opening balance
Add : Additions on ESOPs exercised
Less: Adjusted during the year
Closing balance
General Reserve
Opening balance
Add: Adjustment arising on account of sale of Subsidiary
Closing balance
I. Special Reserve Pursuant to Section 45 IC of Reserve Bank of India Act, 1934
Opening balance
Addition during the year
Closing balance
II. Special Reserve Pursuant to Section 29C of National Housing Bank Act,1987)
Opening balance
Closing balance
Total Special Reserve (I + II)
Foreign Exchange Fluctuation Reserve
Opening balance
Add / (Less): Effect of foreign exchange rate variations during the year
Closing balance
136
March 31, 2012

No. of shares
NIL
(` in Millions)
As at
March 31, 2016
As at
March 31, 2015
12,187.47
366.67
(16.23)
11,524.25
663.22
12,187.47
12,537.91
1,580.43
1,580.43
1,922.50
550.00
2,472.50
223.20
154.00
377.20
2,849.70
345.83
(2.53)
343.30
1,556.33
24.10
1,580.43
1,415.00
507.50
1,922.50
115.20
108.00
223.20
2,145.70
354.84
(9.01)
345.83

Particulars
Capital Reserve
Opening balance
Closing balance
Opening balance
Closing balance
Opening balance
Additions during the year
Closing balance
Surplus / (Deficit) in Statement of Profit and Loss
Balance as per last financial statements
Profit for the year
Add:- Adjustment arising out of Liquidation of Subsidiary
Less:- Appropriations
Preference Dividend
Interim Dividend
Deferred Tax *
Less : Minority Interest- Current Year Profit
Transferred to:
Special Reserve
Net Surplus in the statement of profit and loss
Total
As at
March 31, 2016
As at
March 31, 2015
433.70
-
433.70
-
433.70
433.70
51.11
-
51.11
-
51.11
51.11
2,737.82
1,429.41
4,167.23
2,039.96
697.86
2,737.82
5,474.37
5,548.08
55.94
3,435.61
4,763.64
-
(272.92)
(1,340.73)
(286.88)
(5.02)
(436.32)
(35.98)
(906.80)
(168.56)
(9.79)
(290.39)
(704.00)
(1,429.41)
(615.50)
(697.86)
6,603.11
28,566.49
5,474.37
24,956.43
* A
s per circular NHB(ND)/DRS/Policy Circular 65/2014-15 August 22, 2014 issued by NHB, Company has adjusted ` 5.02 millions (P.Y. ` 9.79 millions) pertaining to previous
years towards Deferred Tax Liability on the Special Reserves created & maintained under Section 36(1)(viii) of Income Tax Act, 1961 from reserves and the balance ` 14.81 millions
(P.Y. ` 15.77 millions) will be adjusted in next financial year.
NOTE 5. MINORITY INTEREST

(` in Millions)
Particulars
Minority Interest
Opening Interest
Subsequent increase/(decrease) during the year
Closing Minority Interest
As at
March 31, 2016
As at
March 31, 2015
2,644.67
9,113.54
11,758.21
428.18
2,216.49
2,644.67
137

NOTE 6. LONG TERM BORROWINGS

(` in Millions)
Non-Current portion
As at
As at
March 31, 2016 March 31, 2015
Particulars
Secured Loans
Loan from Banks (Secured against receivables) Refer Note 6.1 below
Non Convertible Debentures (Secured Against Immovable Property,
Stock and Book Debts) Refer Note 6.2 below
Current Maturities
As at
As at
March 31, 2016 March 31, 2015
46,065.25
31,731.67
45,202.40
38,239.75
21,057.82
12,195.13
13,233.83
930.00
Sub Total
Unsecured Loans
Non Convertible Debentures Refer Note 6.3 below
By Joint Venturer (Meenakshi LLP)
Amount disclosed under the head Other current liabilities
Sub Total
77,796.92
83,442.15
33,252.95
14,163.83
12,164.76
241.41
12,406.17
11,218.54
51.11
11,269.65
24.82
(33,277.77)
(33,252.95)
(14,163.83)
(14,163.83)
Total
90,203.09
94,711.80
During the year, its subsidiaries have raised Secured Term Loans aggregating ` 28,966.34 millions (Previous Year ` 31,150.00 millions) from
various banks and has also raised ` 12,675.00 millions (Previous Year ` 15,346.00 millions) by issue of Secured Non Convertible Debentures. Of
the above, Group has raised Foreign Currency Term Loan aggregating to ` 900.00 million (Previous Year ` Nill) from RBL
The above loans are secured by way of first pari passu charge over the current assets in the form of receivables, book debts, bills, outstanding
monies receivables including future movable assets, other than those specifically charged. Out of the total loans from banks, loans amounting
to ` 59,602.30 millions (Previous Year ` 70,950.00 millions) are also guaranteed by IIFL Holdings Limited, the holding Company.
6.1 TERM LOANS FROM BANKS - SECURED
(` in Millions)
Non Current
Maturities
Term Loan
Rate of interest*
9.01% to 10.00%
10.01% to 11.00%
11.01% to 12.00%
Total

1-3 years
3 years &
above
9,054.85
25,262.36
437.50
34,754.71
3,286.14
8,024.40
11,310.54
Total
12,340.99
33,286.76
437.50
46,065.25

1-3 years
3 years &
above
28,073.52
9,486.61
37,560.13
20.19
5,467.08
2,155.00
7,642.27
Total
20.19
33,540.60
11,641.61
45,202.40
*The rate of interest for the above term loans are linked to the base rates of the banks and are subject to change from time to time. The above
categorisation of loans has been based on the interest rates, prevalent as on the respective reporting dates.
6.2 NON CONVERTIBLE DEBENTURES SECURED

(` in Millions)
Particulars
Equity Linked Non Convertible Debentures - Series 042 Type II

Of Face Value ` 1,00,000 Each Redeemable On February 28, 2022 At Par
Non-Current Portion
As at
As at
March 31, 2016 March 31, 2015
Current Maturities
As at
As at
March 31, 2016 March 31, 2015
15.00
18.00
18.00
35.00
6.00
19.00
10.60% Redeemable Non Convertible Debentures Of Face Value

` 1,000,000 Each Redeemable On November 03, 2021 At Par
2,875.00
2,875.00
10.60% Redeemable Non Convertible Debentures Of Face Value ` 1,000,000

Each Redeemable On November 03, 2020 At Par
2,875.00
2,875.00
Equity Linked Non Convertible Debentures - Series 041 Type II Of Face Value
` 1,00,000 Each Redeemable On February 10, 2022 At Par
Equity Linked Non Convertible Debentures - Series 039 Type II Of Face Value
` 1,00,000 Each Redeemable On January 28, 2022 At Par
138

(` in Millions)
Particulars
Zero Coupon Secured Redeemable Non-Convertible Debentures Of Face Value
` 1,000,000 Each Redeemable On March 19, 2019 At Premium
11% Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable
On March 6, 2019
Zero Coupon Secured Non Convertible Debentures Of Face Value ` 1,000,000
Each Redeemable On February 27, 2019 At Premium
Equity Linked Coupon Non Convertible Debentures Of Face Value ` 1,000,000
January 18, 2019 At Par
Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 January
16, 2019 At Premium
Zero Coupon Secured Redeemable Non-Convertible Debentures Series A8
Option Iii Of Face Value ` 1,000,000 Each Redeemable On January 16, 2019 At
Premium
Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000
December 26, 2018 At Premium
11.52% Secured Non Convertible Debentures Series N1 Of Face Value ` 1000
Each Redeemable On December 26, 2018 At Par
Option Ii Of Face Value ` 1,000,000 Each Redeemable On December 26, 2018
At Premium
Cnx Nifty Index Linked Secured Redeemable Non-Convertible Debentures
Series Ihf 002 Of Face Value ` 1,000,000 Each Redeemable On December 21,
2018 At Par
Cnx Nifty Index Linked Secured Redeemable Non-Convertible Debentures
Series Ihf 001 Type B Of Face Value ` 1,000,000 Each Redeemable On
December 21, 2018 At Par
Option I Of Face Value ` 1,000,000 Each Redeemable On December 12, 2018
At Premium
November 27, 2018 At Premium
Option Iii Of Face Value ` 1,000,000 Each Redeemable On November 27, 2018
At Premium
November 08, 2018 At Premium
Zero Coupon Secured Redeemable Non-Convertible Debentures Series
A6 Option Ii Of Face Value ` 1,000,000 Each Redeemable On November 08,
2018 At Premium
Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 October
25, 2018 At Premium
17, 2018 At Premium
A5 Option Iii Of Face Value ` 1,000,000 Each Redeemable On October 17, 2018
At Premium
A5 Option Iii Of Face Value ` 1,000,000 Each Redeemable On October 17, 2018
At Premium
03, 2018 At Premium
Non-Current Portion
As at
As at
March 31, 2016 March 31, 2015
Current Maturities
As at
As at
March 31, 2016 March 31, 2015
60.00
60.00
100.00
100.00
100.00
100.00
50.00
44.00
44.00
34.00
3,944.62
4,018.64
34.00
310.00
290.00
34.00
34.00
60.00
60.00
30.00
30.00
30.00
30.00
30.00
30.00
130.00
139

(` in Millions)
Particulars
A5 Option I Of Face Value ` 1,000,000 Each Redeemable On October 03, 2018
At Premium
12% Secured Redeemable Non Convertible Debentures Option III Of Face
Value ` 1,000 Each Redeemable On September 30, 2018 At Par
12% Redeemable Non Convertible Debentures Option IV Of Face Value ` 1,000
Each Redeemable On September 30, 2018 At Par
September 13, 2018 At Premium
Option Ii Of Face Value ` 1,000,000 Each Redeemable On September 13, 2018
At Premium
Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 August
09, 2018 At Premium
Option I Of Face Value ` 1,000,000 Each Redeemable On August 09, 2018 At
Premium
Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 July 13,
2018 At Premium
Option II Of Face Value ` 1,000,000 Each Redeemable On July 13, 2018 At
Premium
Option I Of Face Value ` 1,000,000 Each Redeemable On June 28, 2018 At
Premium
10.40% Secured Redeemable Non Convertible Debentures Of Face Value
` 1,000,000 Each Redeemable On June 21, 2018 At Par
Option III Of Face Value ` 1,000,000 Each Redeemable On June 15, 2018 At
Premium
Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 June 14,
2018 At Premium
Option II Of Face Value ` 1,000,000 Each Redeemable On June 14, 2018 At
Premium
10.55% Non-Convertible Debentures Of Face Value ` 1,000,000 Each
Redeemable On June 11, 2018
Each Redeemable On May 31, 2018 At Par
Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 May 31,
2018 At Premium
Zero Coupon Secured Redeemable Non-Convertible Debentures Series 9
Option II Of Face Value ` 1,000,000 Each Redeemable On May 31, 2018
At Premium
10% Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable
On May 24, 2018
2018 At Premium
Option I Of Face Value ` 1,000,000 Each Redeemable On May 24, 2018 At
Premium
2018 At Premium
140
Non-Current Portion
As at
As at
March 31, 2016 March 31, 2015
Current Maturities
As at
As at
March 31, 2016 March 31, 2015
130.00
2,701.50
2,711.93
261.55
267.62
60.00
60.00
250.00
310.00
100.00
100.00
464.00
100.00
100.00
500.00
70.00
36.00
100.00
100.00
1,050.00
1,050.00
35.00
35.00
100.00
100.00
175.00
175.00
40.00

(` in Millions)
Particulars
Option II Of Face Value ` 1,000,000 Each Redeemable On May 08, 2018 At
Premium
Option IV Of Face Value ` 1,000,000 Each Redeemable On April 18, 2018 At
Premium
Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 April 17,
2018 At Premium
Option I Of Face Value ` 1,000,000 Each Redeemable On April 17, 2018 At
Premium
Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each
Redeemable On April 10, 2018 At Premium
Option III Of Face Value ` 1,000,000 Each Redeemable On April 10, 2018 At
Premium
Option IV Of Face Value ` 1,000,000 Each Redeemable On April 03, 2018 At
Premium
Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 Each
2018 At Premium
Option III Of Face Value ` 1,000,000 Each Redeemable On April 02, 2018 At
Premium
Option II Of Face Value ` 1,000,000 Each Redeemable On April 02, 2018 At
Premium
Equity Linked Non Convertible Debentures - Series 038 Of Face Value
` 1,00,000 Each Redeemable On March 19, 2018 At Par
Equity Linked Non Convertible Debentures - Series 042 Type I Of Face Value
Equity Linked Non Convertible Debentures - Series 042 Type III Of Face Value
Equity Linked Non-Convertible Debentures Of Face Value ` 1,000,000 Each
Redeemable On February 12, 2018
February 07, 2018 At Par
Equity Linked Non Convertible Debentures Of Face Value ` 1,000,000
February 07, 2018 At Par
Equity Linked Non Convertible Debentures - Series 040 Of Face Value
` 1,00,000 Each Redeemable On January 29, 2018 At Par
Redeemable On January 23, 2018 At Premium
Non-Current Portion
As at
As at
March 31, 2016 March 31, 2015
Current Maturities
As at
As at
March 31, 2016 March 31, 2015
39.00
70.00
70.00
142.00
102.00
67.00
67.00
37.00
37.00
433.00
433.00
62.00
62.00
33.00
33.00
200.00
130.00
62.00
62.00
33.00
33.00
120.00
120.00
248.00
458.00
250.00
250.00
50.00
50.00
361.00
403.00
25.00
12.00
275.00
307.00
152.00
202.00
34.00
34.00
141

(` in Millions)
Particulars
Option II Of Face Value ` 1,000,000 Each Redeemable On January 23, 2018 At
Premium
Zero Coupon Secured Redeemable Non Convertible Debentures. Series 7.
Option I. Date Of Maturity 09/01/2018
Option I Of Face Value ` 1,000,000 Each Redeemable On January 09, 2018 At
Premium
Redeemable On December 18, 2017 At Premium
Option Ii Of Face Value ` 1,000,000 Each Redeemable On December 18, 2017
At Premium
Redeemable On December 06, 2017 At Premium
Option I Of Face Value ` 1,000,000 Each Redeemable On December 06, 2017
At Premium
Zero Coupon Secured Redeemable Non Convertible Debentures. Series 4.
Option 2. Date Of Maturity 20/11/2017
Option Ii Of Face Value ` 1,000,000 Each Redeemable On November 20, 2017
At Premium
Redeemable On November 02, 2017 At Premium
Option I Of Face Value ` 1,000,000 Each Redeemable On November 02, 2017
At Premium
Zero Coupon Secured Redeemable Non-Convertible Debentures Series I
Option III Of Face Value ` 1,000,000 Each Redeemable On October 11, 2017 At
Premium
Redeemable On October 11, 2017 At Premium
Redeemable On October 3, 2017 At Premium
Option II Of Face Value ` 1,000,000 Each Redeemable On October 03, 2017 At
Premium
Redeemable On September 21, 2017 At Premium
Option I Of Face Value ` 1,000,000 Each Redeemable On September 21, 2017
At Premium
Option III Of Face Value ` 1,000,000 Each Redeemable On September 14, 2017
At Premium
Redeemable On August 31, 2017 At Premium
Zero Coupon Secured Redeemable Non-Convertible Debentures Option I Of
Face Value ` 1,000,000 Each Redeemable On August 31, 2017 At Premium
Redeemable On August 16, 2017 At Premium
142
Non-Current Portion
As at
As at
March 31, 2016 March 31, 2015
Current Maturities
As at
As at
March 31, 2016 March 31, 2015
33.00
33.00
30.00
30.00
30.00
30.00
60.00
60.00
60.00
60.00
40.00
40.00
40.00
40.00
610.00
610.00
115.00
115.00
40.00
40.00
35.00
35.00
91.00
91.00
91.00
91.00
39.00
39.00
39.00
39.00
65.00
65.00
65.00
65.00
500.00
170.00
170.00
170.00
170.00
180.00
180.00

(` in Millions)
Particulars
` 1,000,000 Each Redeemable On August 16, 2017 At Premium
Redeemable On July 03, 2017 At Premium
June 23, 2017 At Par
Zero Coupon Secured Redeemable Non Convertible Debentures Of Face
Value ` 1,000 Each Redeemable On June 20, 2017 At Par
Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 June 16,
2017 At Premium
Option Iii Of Face Value ` 1,000,000 Each Redeemable On June 15, 2017 At
Premium
May 15, 2017 At Par
` 1,000,000 Each Redeemable On May 15, 2017 At Premium
Each Redeemable On April 29, 2015 At Par
Equity Linked Non Convertible Debentures - Series 042 Type III Of Face Value
` 1,00,000 Each Redeemable On April 25, 2017 At Par
Zero Coupon Secured Non Convertible Debentures Of Face Value ` 1,000,000
Each Redeemable On April 24, 2017 At Premium
Equity Linked Non Convertible Debentures Of Face Value ` 1,000,000 April 18,
2017 At Par
Option Ii Of Face Value ` 1,000,000 Each Redeemable On April 10, 2017 At
Premium
Option I Of Face Value ` 1,000,000 Each Redeemable On April 10, 2017 At
Premium
Redeemable On April 4, 2017
2017 At Premium
Premium
Option I Of Face Value ` 1,000,000 Each Redeemable On March 20, 2017 At
Premium
Option I Of Face Value ` 1,000,000 Each Redeemable On March 07, 2017 At
Premium
07-Febraury -2017 At Premium
Non-Current Portion
As at
As at
March 31, 2016 March 31, 2015
Current Maturities
As at
As at
March 31, 2016 March 31, 2015
180.00
180.00
120.00
120.00
21.00
200.00
200.00
50.00
500.00
500.00
250.00
100.00
100.00
350.00
350.00
350.00
350.00
350.00
250.00
250.00
350.00
350.00
50.00
850.00
850.00
500.00
150.00
150.00
220.00
220.00
180.00
180.00
200.00
200.00
500.00
500.00
500.00
500.00
30.00
143

(` in Millions)
Particulars
Option I Of Face Value ` 1,000,000 Each Redeemable On February 07, 2017 At
Premium
Equity Linked Non Convertible Debenture -Series I-037 Of Face Value
` 1,00,000 Each Redeemable On November 21, 2016 At Par
Equity Linked Non Convertible Debenture-Series I-036 Of Face Value ` 1,00,000
Equity Linked Non Convertible Debenture-Series I-035 Of Face Value ` 1,00,000
` 1,00,000 Each Redeemable On October 25, 2016 At Par
` 1,00,000 Each Redeemable On October 24, 2016 At Par
12% Secured Redeemable Non Convertible Debentures. Option I. Of Face
12% Secured Redeemable Non Convertible Debentures. Option II. Of Face
Redeemable On September 6, 2016
Zero Coupon Secured Redeemable Non-Convertible Debentures Option Ii Of
Face Value ` 1,000,000 Each Redeemable On September 06, 2016 At Premium
Equity Linked Non Convertible Debentures - Series I 32 Of Face Value
` 1,00,000 Each Redeemable On September 02, 2016 At Par
Equity Linked Non Convertible Debentures - Series I 31 Face Value ` 1,00,000
11.90 % Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable
On August 18, 2016 At Par
11.70 % Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable
On August 18, 2016 At Par
` 1,00,000 Each Redeemable On August 18, 2016 At Par
` 1,00,000 Each Redeemable On July 25, 2016 At Par
144
Non-Current Portion
As at
As at
March 31, 2016 March 31, 2015
Current Maturities
As at
As at
March 31, 2016 March 31, 2015
30.00
56.50
56.50
350.00
350.00
62.30
62.30
74.10
74.10
30.50
30.50
93.50
93.50
5,845.21
4,981.88
840.48
728.44
50.00
50.00
50.00
50.00
59.00
59.00
13.00
13.00
2,275.08
2,094.35
200.49
104.46
35.00
35.00
44.70
39.70
26.70
26.70
85.20
85.20
148.40
148.40
142.50
117.20
388.90
381.80
27.50
27.50
146.00
145.50
74.40
74.40
266.10
235.70

(` in Millions)
Particulars
Premium
Redeemable On July 27, 2015 At Premium
Zero Coupon Secured Redeemable Non-Convertible Debentures of Face value
` 1,000,000 Each Redeemable on July 27, 2015 at premium
Zero Coupon Secured Redeemable Non-Convertible Debentures of Face Value
` 1,000,000 Each Redeemable on April 22, 2015 at premium
11.25% Secured Rated Non Convertible Debenture of Face Value ` 1,000,000
Each Redeemable on March 20, 2018 at Par
Non Convertible Debentures, 500 units of Face Value` 1,000,000/- Each
Redeemable onApril 25, 2018 @ ` 1,409,856/11.80% Secured Rated Non Convertible Debenture of Face Value ` 1,000,000
Each Redeemable on December 05, 2018 at Par
Zero Coupon Secured Redeemable NCD - Series A1 Option I- ISIN
INE487L07031
Zero Coupon Secured Redeemable NCD - Series A1 Option II- ISIN
INE487L07049
Total
Non-Current Portion
As at
As at
March 31, 2016 March 31, 2015
Current Maturities
As at
As at
March 31, 2016 March 31, 2015
500.00
150.00
100.00
200.00
500.00
500.00
500.00
500.00
1,620.00
1,620.00
220.00
220.00
160.00
130.00
300.00
500.00
31,731.67
38,239.75
12,195.13
930.00
The above debentures are secured by way of registered mortgage and/ or charge over immoveable property and/or current assets, book
debts, receivables (both present and future) and other assets of some of its subsidiaries. Debenture reserve on the Non convertible Debenture
has been created as disclosed in below.
Pursuant to Section 71 of the Companies Act, 2013 read with Rule 18 of the Companies (Share Capital and Debentures Rules, 2014) the Company
being an NBFC was required to create debenture redemption reserve of a value equivalent to 25% of the debentures offered through a public
issue Accordingly, ` 1,429.41 millions (Previous year ` 697.86 millions) has been transferred to Debenture Redemption Reserve account for the
financial year ended March 31, 2016.
NOTE 6.3. NON CONVERTIBLE DEBENTURES UNSECURED
(` in Millions)
Particulars
Non-Current Portion
As at
As at
March 31, 2016 March 31, 2015
Current Maturities
As at
As at
March 31, 2016 March 31, 2015

Redeemable On May 24, 2023 At Par
100.00
100.00

Redeemable On November 4, 2022 At Par
Redeemable On August 30, 2022 At Par
230.00
230.00
150.00
150.00
50.00
50.00
100.00

Redeemable On August 30, 2022 At Par
9.30% Unsecured Redeemable Non Convertible Subordinated Debentures
Series U04 Of Face Value ` 1,000,000 Each Redeemable On February 11, 2022
At Par
145

(` in Millions)
Particulars
Series U03 Of Face Value ` 1,000,000 Each Redeemable On January 25, 2022
At Par
10.50% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable
On September 16, 2021 At Par
On September 10, 2021 At Par
10.50% Unsecured Redeemable Non Convertible Subordinated Debentures Series
U02 Of Face Value ` 1,000,000 Each Redeemable On August 10, 2021 At Par
Series U01 Of Face Value ` 1,000,000 Each Redeemable On July 26, 2021 At Par
Redeemable On September 4, 2020 At Par
Redeemable On June 3, 2020 At Par
Redeemable On April 30, 2020 At Par
12% Unsecured Subordinate Non Convertible Debentures Option I Of Face
Value ` 1000 Each Redeemable On April 02, 2020 At Par
Zero Coupon Unsecured Subordinate Non Convertible Debentures Option II
Of Face Value ` 1000 Each Redeemable On April 02, 2020 At Premium
On March 30, 2019 (SBMIB VII 7 Years) At Par
On March 30, 2019 (SBMIB VI - 7 Years) At Par
On March 2, 2019 (SBMIB V 7 Years) At Par
Redeemable On February 27, 2019 At Par *
Redeemable On February 27, 2019 At Premium *
Redeemable On February 27, 2019 At Par *
On February 23, 2019 (SBMIB IV 7 Years) At Par
Redeemable On February 20, 2019 (Refer Note - 5.2.1) At Par
On February 7, 2019 (SBMIB III 7 Years) At Par
On February 7, 2019 (SBMIB II 7 Years) At Par
On January 18, 2019 (SBMIB I 7 Years) At Par
12.75% Non-Convertible Debentures Series N5 Of Face Value ` 1,000 Each
12.75% Non-Convertible Debentures Series N6 Of Face Value ` 1,000 Each
Zero Coupon Non-Convertible Debentures Series N7 Of Face Value ` 1,000
On April 04, 2018 (SBDB VI 6 Years) At Par
On March 30, 2018 (SBDB V 6 Years) At Par
146
Non-Current Portion
As at
As at
March 31, 2016 March 31, 2015
Current Maturities
As at
As at
March 31, 2016 March 31, 2015
100.00
150.00
200.00
100.00
170.00
2,000.00
2,000.00
100.00
100.00
450.00
450.00
1,798.58
1,798.58
201.42
201.42
0.35
0.35
0.05
0.05
0.09
0.09
250.00
250.00
250.00
250.00
250.00
250.00
0.47
0.47
500.00
500.00
0.25
0.25
0.03
0.03
1.16
1.16
3,947.18
3,796.14
600.38
600.38
451.09
451.09
1.77
1.77
1.79
1.79

(` in Millions)
Particulars
On March 30, 2018 (SBDB IV 6 Years) At Par
On March 1, 2018 (SBDB III 6 Years) At Par
On February 7, 2018 (SBDB II 6 Years) At Par
On January 23, 2018 (SBDB I 6 Years) At Par
On March 30, 2017 (SBMIB VI 5 Years) At Par
On March 30, 2017 (SBMIB VII 5 Years) At Par
On March 2, 2017 (SBMIB V 5 Years) At Par
On February 23, 2017 (SBMIB IV 5 Years) At Par
On February 7, 2017 (SBMIB III 5 Years) At Par
On February 7, 2017 (SBMIB II 5 Years) At Par
On Jaunary 18, 2017 (SBMIB I 5 Years) At Par
Total
Non-Current Portion
As at
As at
March 31, 2016 March 31, 2015
Current Maturities
As at
As at
March 31, 2016 March 31, 2015
1.44
1.44
2.41
2.41
2.54
2.54
3.76
3.76
3.23
3.23
2.33
2.33
3.13
3.13
3.79
3.79
4.77
4.77
3.30
3.30
4.27
4.27
12,164.76
11,218.54
24.82
* For these non-convertible Debenture, the subsidiary company has a call option, after 5 years from the date of allotment subject to prior
approval from Reserve Bank of India for redemption. The non-convertible Debenture does not have any put option.
NOTE 7. OTHER LIABILITIES
(` in Millions)
Particulars
Current maturities of long term borrowings
Sub Total
Security deposit received
Deposit (Beneficiary)
Temporary overdrawn bank balance as per books
Interest accrued but not due on borrowings
Advances from customers
Accrued Salaries & Benefits
Payables on account of assignment
Contractually Reimbursable Expenses
Statutory Remittances (Contributions to PF and ESIC, Withholding Taxes, Excise
Duty, VAT, Service Tax, etc.)
Income received in advance
Unpaid Dividend
Other Payables
Sub Total
Total
Non-Current
As at
As at
March 31, 2016 March 31, 2015
Current
As at
As at
March 31, 2016 March 31, 2015
71.75
30.82
73.54
-
60.51
32.41
9.76
-
33,277.77
33,277.77
244.59
7,746.50
4,500.56
898.44
527.17
1050.31
391.04
14,163.83
14,163.83
344.90
2,136.65
2,559.05
1,125.70
478.36
851.06
150.77
253.34
429.13
0.01
176.12
176.12
102.68
102.68
67.17
6.68
311.08
15,996.88
49,274.65
82.64
7.76
575.74
8,741.76
22,905.59
147

NOTE 8. PROVISIONS
(` in Millions)
Particulars
Provision for employee benefits
Provision for Leave encashment
Provision for Gratuity
Sub Total
Provision for others
Contingent Provision against standard assets
Non-Current
As at
As at
March 31, 2016 March 31, 2015
Current
As at
As at
March 31, 2016 March 31, 2015
63.73
22.70
86.43
49.26
13.25
62.51
20.12
20.16
40.28
17.32
2.97
20.29
703.60
0.05
550.10
-
1,434.63
1,736.05
Provision for tax (Net of Advance Tax - ` 3,301.43 millions

(PY - ` 2,300.91 millions)
436.55
760.63
Proposed dividend on preference share
146.85
35.98
703.65
790.08
550.10
612.61
32.57
2050.60
2090.88
14.45
2,547.11
2,567.40
Provision for tax on Dividend

Sub Total
Total
NOTE 9. SHORT TERM BORROWINGS

(` in Millions)
Particulars
Secured Loans*
Cash credit from banks
Loan from banks
Sub Total
Unsecured Loans
Commercial Paper & Inter Corporate Loan
Sub Total
Total
As at
March 31, 2016
As at
March 31, 2015
4,770.45
1,610.00
6,380.45
4,377.71
2,700.00
7,077.71
29,614.64
29,614.64
35,995.09
30,440.35
30,440.35
37,518.06
*The above secured borrowings are secured by way of first pari passu charge over the current assets in the form of receivables, book debts, bills, outstanding monies receivables
including future movable assets, other than those specifically charged. Out of the above secured borrowings, borrowings amounting to ` 4,770.45 millions (Previous Year ` 5,661.30
millions) are also guaranteed by IIFL Holdings Limited.
NOTE 10. TRADE PAYABLE

(` in Millions)
Particulars
Outstanding dues of Micro & Small Enterprises*
Outstanding dues of creditors other than micro & small enterprises
Total
As at
March 31, 2016
As at
March 31, 2015
9,173.54
9,173.54
7,538.91
7,538.91
*Trade payable includes ` Nil (Previous Year - ` Nil) payable to suppliers referred under the Micro, Small and Medium Enterprises Development Act, 2006.No Interest has been paid/is
payable by company during the year to Suppliers referred under the act. The aforementioned is based on the response received by the Company to its inquiries with suppliers with
regards to applicability under the said act.
148

NOTE 11. TANGIBLE ASSETS

(` in Millions)
Particulars
Cost or valuation as at April 1, 2015
Additions
Deductions/Adjustments
Depreciation
As at April 1, 2015
Depreciation For the year
Deductions/Adjustments
Net Block as at March 31, 2016
Land/
Leasehold
Land
1,827.76
0.91
1,826.85
Buildings
(Including
Land)
2,196.80
634.87
23.71
2,807.96
6.05
1.08
7.13
1,819.72
1,821.71
392.17
130.01
2.96
519.22
2,288.74
1,804.63
Computers
Electrical
Equipment
Furniture &
Fixture
Office
Equipment
Vehicles
Total
714.43
69.44
95.19
688.68
813.66
51.01
174.94
689.73
2,104.05
99.15
402.87
1,800.33
855.84
37.80
180.30
713.34
40.69
11.49
52.18
8,553.23
903.76
877.92
8,579.07
651.17
60.93
87.88
624.22
64.46
63.26
616.05
105.73
150.57
571.21
118.52
197.61
1,634.10
236.76
338.52
1,532.34
267.99
469.94
682.72
91.46
161.51
612.67
100.67
173.12
8.63
9.02
17.65
34.53
32.05
3,990.89
634.99
741.44
3,884.44
4,694.63
4,562.33
NOTE 12. INTANGIBLE ASSETS

(` in Millions)
Software
Particulars
Cost or valuation as at April 1, 2015
Additions
Deductions /Adjustments during the year
150.14
26.90
0.24
176.80
Depreciation
As at April 1, 2015
Depreciation for the year
Deductions/Adjustments during the year
99.58
25.83
2.52
122.89
53.91
50.56
Note: Capital work in progress is ` 56.04 millions (Previous Year ` 103.56 millions)
NOTE 13. NON CURRENT INVESTMENT

(` in Millions)
Particulars
Quoted, Non-Traded Investment
Mutual Fund
HDFC Debt Fund For Cancer Cure
IIFL Mutual Fund - Dynamic Bond Fund-Direct Plan-Growth
IIFL India Growth Fund Direct Plan- Growth
IIFL India Growth Fund
Axis Mutual Fund
Union KBC Mutual Fund
Sub Total
Non Convertible Debenture
IIFL Unsecured NCD-Series N6
IIFL Unsecured NCD-Series N7
Sub Total
Face Value
10
10
10
10
10
10
1000
1000

Number
` in Millions

Number
` in Millions
2,000,000
563,624.61
533,063.45
4,562,418
47,672,580
-
20.00
6.12
5.33
50.00
80.00
161.45
2,000,000
-
1085
261
99,990
20.00
1.00
21.00
1.22
0.35
1.57
149

(` in Millions)
Particulars
Unquoted, Non-Traded Investment (Valued at cost)
Equity
Fine worthy Software Solutions
MF Utilities India Pvt. Ltd.
CL Educate Limited
Equity Shares of Bombay Stock Exchange Limited
(Valued at written down value of the Membership card)
Credit Information Bureau (India) Limited
Sub Total
Non Convertible Debentures for Financing real estate projects
Galleria Developers Pvt Ltd- (Series C)
Assotech Limited
Radius & Deserve Land Developers Pvt Ltd
Roseberry Developers Pvt. Ltd.
Roseberry Developers Pvt. Ltd.- (Series B)
Wadhwa Group Holdings Pvt. Ltd.
Shambhavi Realty Private Limited
NUEVO SUNCITY PRIVATE LIMITED
Renaissance Indus Infra Pvt Ltd.
Sheth Buildwell Private Limited
Parinee Realty Pvt. Ltd.
Sutlej Housing Pvt. Ltd
Ruchi Priya Developers Pvt. Ltd.
Arch Agro Industries Limited
Less : Provision for diminution in the value of investment
Sub Total
Others (VCF / AIFs / PEs)
IIFL Real Estate Fund (Domestic) - series 1, -Class -B Carry Units *
IIFL National Development Agenda Fund -Class C Units
IIFL Assets Revival Fund -Class C Units
IIFL Income opportunity Fund Series -Special Situation -Class C units
Blume Venture Capital Fund
IIFL Venture Fund Category I AIF
IIFL Private Equity Fund Category II - AIF
IIFL Opportunities Fund Category III AIF
IIFL Income Opportunities Fund Category II- AIF
IIFL Income Opportunities Special Situation Category II- AIF
IIFL Real Estate Fund (Domestic) - Series 2 Category II- AIF
India Alternative Private equity Fund (Paid up ` 62.25)
India Alternative Private equity Fund (Face value PY - ` 95.07)
IIFL Asset Revival Fund
Malabar Capital Trust
IIFL Cash Opportunities Fund
IIFL Seed Ventures Fund 1
IIFL Best of Class Fund
IIFL Real Estate Fund Domestic Series 3
IIFL Investment Opportunities Fund- Spl. Series 1
Reliance Capital Limited (Market Linked Debenture)
Sub Total
Grand Total
Aggregate book value Quoted
Aggregate Market value Quoted
Aggregate book value Unquoted
* Amount is less than ` 0.01 millions, hence shown as ` 0.00 millions.
150
Face Value

Number
` in Millions

Number
` in Millions
10
1
10
1
10,000
500,000
23,980
130,000
0.10
0.50
10.00
16.87
10,000
500,000
23,980
130,000
0.10
0.50
10.00
16.87
10
250,000
155.00
182.47
250,000
155.00
182.47
100,000
100,000
1,000,000
100,000
65,981
100,000
100,000
100,000
13,131
100,000
100,000
100,000
100,000
10,000
-
2,600
120
1,516
9,500
2,634
4,000
16,320
4,000
16,707
-
260.00
120.00
100.00
950.00
34.59
400.00
1,631.99
400.00
167.07
(62.49)
4,001.16
857
4,680
2,400
3,000
11,500
959
10,000
2,580
3,723
700
7,425
16,707
-
85.71
468.00
240.00
300.00
1,150.00
95.92
1,000.00
258.00
372.27
70.00
742.50
167.07
(29.78)
4,919.69
230
9,466.56
2,477.36
1,487.50
5,000,000
13,597,048
46,956,551
5,500
10,000,000
37,500,000
10,000,000
25,000,000
7,978,614
508
0.00
0.10
0.03
14.88
0.10
0.10
0.10
7.21
143.30
500.00
169.75
1.65
100.01
37.50
90.01
250.00
80.00
50.80
1,445.54
5,790.62
161.45
160.36
5,629.17
230
9,466.56
6,548
2,477.36
1,662.50
5,000,000
5,000,000
5,000,000
1,916,381
821,306
9,481,291
621,475.28
448
0.00
0.10
0.10
0.03
16.63
0.10
0.10
0.10
52.75
79.23
75.00
101.90
43.65
100.00
70.00
44.80
584.49
5,709.22
22.57
23.32
5,686.65
10
10
10
10
10,000
10
10
10
95.55
100
10
100
10
10
10
10
10
100,000

NOTE 14. The group has recognized deferred tax assets for the year ended on March 31, 2016 since the management is reasonably/virtually certain of its
profitable operations in future. As per Accounting Standard 22 Accounting for Taxes on Income, the timing differences mainly relates to following items and
result in a net deferred tax asset.
(` in Millions)
Particulars
Deferred Tax Asset
Depreciation
On Gratuity/Leave Encashment
Provision for doubtful debts
Provision for Standard assets
Preliminary Expenses *
Short term/Long Term Capital losses/ Business Loss
Other
Total
Deferred Tax Liability
Deferred tax liability on Special reserve
Total
2015-2016
2014-2015
310.49
11.93
565.72
245.20
0.00
187.81
89.91
1,411.06
252.68
4.65
447.79
190.38
0.00
240.23
133.85
1,269.58
104.16
104.16
42.05
42.05
NOTE 15. LOANS & ADVANCES

(` in Millions)
Particulars
Loans

- Secured, considered good

- Secured, considered doubtful

- Unsecured considered good
Less: Provision for doubtful loans
Sub Total
Dues from customers -

- Secured, considered good

Secured, considered doubtful

- Unsecured considered good
Advances recoverable in cash or in kind or for value to be received
Unsecured
Deposits given
Deposit with exchange
Capital Advances Unsecured
Others Unsecured
Advance income tax (net of provisions)
Non Current ` 8,966.99 millions (Previous Year ` 6,961.40 millions) /
Current ` 129.63 millions (Previous Year ` Nil)
MAT Credit
Prepaid expenses
Sub Total
Total
Non-Current
As at
As at
March 31, 2016 March 31, 2015
Current
As at
As at
March 31, 2016 March 31, 2015
91,144.16
(1,073.15)
90,071.01
50,415.48
747.98
140.17
(747.98)
50,555.65
80,781.50
220.63
(517.74)
80,484.39
86,939.34
321.81
224.00
(321.81)
87,163.34
6,125.56
41.45
7,555.99
27.03
412.62
201.16
530.09
48.91
463.64
91.33
740.37
18.06
29.08
160.12
68.43
23.57
135.05
99.74
1,848.42
1,391.51
187.61
47.23
50.69
3,139.12
93,210.13
40.37
88.35
2,833.70
53,389.35
4.07
30.95
6,647.27
87,131.66
49.31
7,890.69
95,054.03
151

NOTE 16. OTHER ASSETS

(` in Millions)
Non-current
As at
As at
March 31, 2016 March 31, 2015
Particulars
65.97
1.96
67.93
Unamortised debenture issue expenses

Margin with exchanges
Prepaid expenses
Fixed Deposit - Current-Interest on FDR
Others
Total
Current
As at
As at
March 31, 2016 March 31, 2015
72.49
226.47
20.96
89.63
409.55
97.35
1.96
99.31
143.63
6.32
205.54
34.57
252.22
642.28
NOTE 17. CURRENT INVESTMENTS

Particulars
Quoted, Non-Traded Investment
Mutual Fund
IIFL Liquid Fund Direct Plan Growth
IIFL India Growth Fund Direct Plan - Growth
IIFL Dynamic Bond Fund
Franklin India Ultra Short Bond Fund-Super Institutional Plan
Reliance Money Manager Fund
Sundaram Ultra Short term Fund-Direct Plan Growth
ICICI Pru Liquid Direct Plan Growth
JPMORGAN FMP SR 38 GR 29AP19
RELIANCE MF XXVI SR 21 GR 30MY17
HDFC Debt fund for Cancer Care
HDFC Floating rate Income Fund Short Term Plan
ICICI Prudential Value Fund Series 6 (Div)
ICICI Prudential Value Fund Series 6
Birla Sunlife Fixed Term Plan SR IP Regular
ICICI Prudential Gilt fund
Birla Sunlife Savings Fund
Kotak Bond Plan A
HDFC Monthly Income Plan-Long Term Plan-Growth
Birla Sunlife Income Plus Growth
Reliance Fixed Horizon Fund
Sub Total
Quoted, Traded Investment
Bonds
7.35% NHAI -2031
8.48% NHAI -2028
Sub Total
Investments in Government Securities
8.40% Government Security 2024
7.16% Government Security 2023
Sub Total
152
Face
Value `
10
10
10
10
1,000
10
100
10
10
10
10
10
10
10
10
10
10
10
10
10
1,000
1,000,000
100
100

Number
Amount
(` in Millions)
Number
Amount
503,042
499.56
2.423
242.567
22.651
100,000
100,000
500,000
38,313,883
13,703,744
8,438,732
13,781,672
5,638,900
-
605.82
0.01
0.01
0.01
0.01
1.09
1.11
5.16
1,000.00
380.98
337.95
393.33
355.48
3,080.96
22,907
533,063
563,625
500,000
2,500,000
3,500,000
132,940
12,114,297
17,878,898
7,493,687
20,000,000
-
24.24
5.33
6.12
5.00
25.00
38.76
13.32
483.30
508.30
470.80
200.00
1,780.17
105,974
-
109.57
109.57
90
-
98.39
98.39
10,000,000
5,000,000
-
1,029.40
450.50
1,479.90

Particulars
Face
Value `
Others
AXIS BANK CD 04-APRIL-2016
Sub Total
Unquoted, Non-Trade, Long Term (Valued at cost)
Non Convertible Debentures for Financing real estate projects
Assotech Ltd.
Pratibha Impex Pvt. Ltd.
Renaissance Indus Infra Pvt. Ltd.
Roseberry Developers Pvt. Ltd.-(Series B)
Roseberry Developers Pvt. Ltd.
Ruchi Priya Developers Pvt. Ltd.
Wadhwa Constructions and Infrastructures Pvt. Ltd.
Sheth Buildwell Private Ltd
Sutlej Housing Pvt. Ltd.
Parinee Realty Pvt. Ltd.
Sub Total
Mutual Fund
DWS Ultra Short Term Fund - Institutional Plan Growth
IIFL India Growth Fund
IIFL Liquid Fund Regular Growth
Indiareit Apartment Fund
IIFL National Development Agenda Fund
IIFL Income Opportunities Fund
IIFL Income Opportunities - Special Situation Class B
IIFL Real Estate Fund (Domestic) Series 1 Class B *
IIFL Real Estate Fund (Domestic) Series 1 Class C
IIFL Cash Opportunities Fund
Sub Total
Others
AIF CAT-II IIFL Cash Opportunities Fund
IIFL Real Estate Fund(Domestic) Class B *
AIF CAT-III IIFL NATIONAL DEVELOPMENT AGENDA FUND
IIFL NIFTY ETF/IIFL MF INDIA GR FD DIR GR OPEN
Arch Argo India Private Limited
Less: Provision for Diminution
Sub Total

Number
Amount
4,500
-
449.31
449.31
100,000
100,000
100,000
29,443
100,000
100,000
2,459
492
2,000
2,905
4,000
245.88
49.24
200.00
85.53
400.00
520
137
2,000
1,600
2,000
52.00
13.67
200.00
160.00
200.00
100,000
100,000
100,000
100,000
25
-
2.49
983.14
5,000
300
6,027
500.00
30.00
602.73
1,758.40
10
10
1,000
100,000
10
10
10
10
57
96
9,713,024
58,351,970
25,542,335
569,703,306
-
10.61
100.00
68.74
275.03
143.06
6,042.10
6,639.54
73,501,223
11,230,487
8,986
9,713,024
9,890,182
5,857,833
214
7,500,000
-
1,130.00
120.00
10.00
100.00
99.64
59.53
0.00
489.09
2,008.26
146,172,517
58
5,902,354
278,028
10,636
-
1,550.26
0.00
63.58
2.87
23.17
(23.17)
1,616.71
10
10
Grand Total
Aggregate book value Quoted
Aggregate Market value Quoted
Aggregate book value Unquoted
(` in Millions)
Number
Amount
12,879.23
-
3,639.84
3,716.99
9,239.39
7,125.12
-
3,358.46
3,395.66
3,766.66
153

NOTE 18. INVENTORIES - (At lower of cost or net realisable value)

Particulars
Equity Shares
Fineworthy Software Solutions
GHCL Limited
Sub Total
Commodities
Castor Seed
Guargum
Jeera
Gold
Sub Total
Non convertible Debentures
Arch Agro Ind Pvt Ltd
8.91%/8.66% IIFCL BD 22JN34
8.40%/8.65% IRFC 18-Februa-29
12% IIFL LTD OPT-I NCD 29SP16
Wadhwa Holding Pvt. Ltd NCD
Sub Total
Venture Capital Fund
IIFL Real Estate (Domestic) Fund Series I
AIF CAT-II IIFL Income Opportunities Fund Series 1
IIFL Real Estate (Domestic) Fund Series I - Class C
AIF CAT-II IIFL Income Opp Fund Series 1 -Carry units class B
AIF CAT-II IIFL Income Opp Fund Series Spl. Situations
AIF CAT-III IIFL National Development Agenda Fund
India Alternative Private Equity Fund
India Alternative Private Equity Fund (Paid up ` 62.25)
Sub Total
Mutual Fund
IIFL Dynamic Growth Fund
ICICI Prudential Value Discovery Fund
HDFC Equity Fund - Growth Option
IIFL Nifty ETF
IIFL Dynamic Bond Fund- Regular Plan-Grw Opt
ICICI Prudential Liquid Fund- Direct Plan Growth
ICICI Prudential Flexible Income Fund- Direct Plan Growth
Sub Total
Exchange Trade Fund
EQ-SBISENSEX
EQ-SETFBANK
EQ-SETFBSE100
EQ-SETFNIFJR
EQ-SETFNIFTY
EQ-UTINIFTYETF
EQ-UTISENSEXETF
Inventory - Construction work in progress
Sub Total
Total
Aggregate market value- stock on hand Quoted
154
Face
Value

Number
Amount
(` in Millions)
Number
Amount
10
10
856,466
29.15
29.15
381,940
856,466
91.91
29.15
121.05
Kg.
Kg.
Kg.
Kg.
30,000
13,000
504,000
11
1.09
1.10
73.89
28.76
104.84
10,000
1000
1000
1000
1,797
2,000
1,000
2,500
359
15.36
2.30
1.17
2.53
36.50
57.86
57
10
100
10
10
10
95
95.55
2,025,000
28,048,660
97,191
58
5,330,459
5,902,354
2,628,694
1,234,619
139.21
295.53
7.59
0.00
51.77
62.23
139.70
65.65
761.68
10
100
400
800
10
200
250
102,080
246,514
18,568
5,180
867,062
1,642,494
3,415,034
1.00
28.17
8.69
4.59
10.00
340.00
900.00
1,292.45
2,177
7,360
12,246
2,133
11,225
5,234
11,118
0.54
1.14
0.96
0.40
0.85
3.95
2.64
293.37
303.85
333.00
109.52
211.24
211.24
2,549.13
2,289.01

NOTE 19. TRADE RECEIVABLE

(` in Millions)
Particulars
Trade receivables outstanding for a period exceeding six months from the date they were due for payment

- Unsecured Considered good

- Unsecured Considered doubtful
Sub Total
Other

- Unsecured Considered good

Provision for doubtful receivables
Sub Total
Total
As at
March 31, 2016
As at
March 31, 2015
1,554.24
47.73
1,601.97
402.08
86.55
488.63
4,332.80
(73.66)
4,259.14
5,861.11
4,593.18
(86.46)
4,506.72
4,995.35
NOTE 20. CASH AND BANK BALANCES

(` in Millions)
Current
Particulars
Cash and Cash Equivalent
Cash on hand
Balance with banks
In current accounts

- In client Account

- others
In deposit accounts (Less than three months)
Other Bank Balances
In earmarked accounts
Unpaid dividend accounts
In deposit account (Maturity more than 3 months to 12 months)
In deposit account (Maturity more than 12 months)
Total
As at
March 31, 2016
As at
March 31, 2015
127.60
479.88
9,852.46
-
1,635.68
10,002.52
151.76
4.25
6,303.98
16,288.29
7.75
4,516.27
1,493.52
18,287.38
* The group has pledged fixed deposits to the extent of ` 5,207.02 million (Previous Year ` 6,103.16 million) with banks for bank guarantees/overdraft facilities, Securatisation as lien
and with the stock exchanges
NOTE 21. OTHER INCOME

(` in Millions)
Particulars
Miscellaneous income
Profit/(loss) on Sale of Assets *
Total
2015-16
2014-15
116.23
(0.00)
116.23
126.61
126.61
NOTE 22. EMPLOYEE BENEFIT EXPENSES

(` in Millions)
Particulars
2015-16
2014-15
Salaries and bonus

Contribution to provident and other funds
Gratuity expenses
Staff welfare expenses
Leave Encashment
Total
6,602.42
209.76
76.69
118.43
37.22
7,044.52
5,728.11
146.97
32.57
116.43
25.14
6,049.22
155

The company is recognising and accruing the employee benefits as per Accounting Standard (AS) -15 Employee Benefit details are given
below
(` in Millions)
2015-16
2014-15
9.14%
5.00%
7.72%/ 7.79%/ 7.84%/ 7.86%/ 7.99% as
applicable to respective company
5.00%
2015-16
198.61
39.74
17.77
(17.77)
(22.30)
45.17
261.22
9.14%
5.00%
7.89%/7.90%/7.92%/8.04% as applicable
to respective companies
5.00%
2014-15
166.23
15.19
38.97
(12.97)
(8.81)
198.61
Amount Recognised in the balance sheet

Fair value of plan assets at the end of the year
Differences
Amount of liability Recognised in the balance sheet
2015-16
(261.22)
222.17
(39.06)
(39.05)
2014-15
198.61
184.73
13.88
13.88
Expenses Recognised in the Income statement

Current Service cost
Interest Cost
Expected return on plan assets
Actuarial Gain or Loss
Expense Recognised in P &L
2015-16
39.74
36.64
76.38
2014-15
38.97
7.19
(14.82)
31.34
Balance sheet reconciliation

Opening net liability
Expense as above
Net Transfer in
Net Transfer out
Employers contribution
Amount Recognised in Balance sheet
2015-16
13.89
76.38
17.77
(17.77)
(51.21)
39.06
2014-15
74.20
31.33
(91.64)
13.89
Particulars
Assumptions
Discount rate Previous Year
Salary Escalation Previous Year
Discount rate current year
Salary Escalation Current year
Change in Benefit Obligation
Liability at the beginning of the year
Interest Cost
Current Service Cost
Liability Transfer In
Liability Transfer out
Benefit paid
Actuarial gain on obligations
Defined Contribution Plans:

The subsidiary companies have recognised the following amounts as an expense and included in the Note 22 Employee Benefit Expense:
(` in Millions)
Particulars
Contribution to Employee Provident Fund
2015-16
2014-15
98.17
118.07
NOTE 23. FINANCE COST

(` in Millions)
Particulars
Interest expenses
Other borrowing cost
Total
156
2015-16
2014-15
16,529.63
270.32
16,799.95
14,094.22
244.02
14,338.24

NOTE 24. DEPRECIATION AND AMORTISATION EXPENSES

(` in Millions)
Particulars
Depreciation of tangible assets
Depreciation of intangible assets
Total
2015-16
2014-15
634.99
25.83
660.82
579.88
11.74
591.62
NOTE 25. OTHER EXPENSES

(` in Millions)
Particulars
2015-16
2014-15
Advertisement
Bank Charges
Brokerage related Expenses
Communication
Donation
Electricity
Exchange and statutory Charges
Custodian Charges and Franking Charges
Investment and financing related cost
Legal & Professional Fees
Marketing and commission expenses
Miscellaneous Expenses
Office expenses
Postage & Courier
Printing & Stationary
Bad debts write off /(write back)
Rent
Insurance
Rates and Taxes
Commission and sitting fee paid to non executive director
Sundry balances written off
Profit/loss on sale of assets
Repairs & Maintenance

- Computer

- Others
Remuneration to Auditors

- Audit Fees

- Certification Expenses

- Out Of Pocket Expenses
Software Charges
Subscription & Business promotion
Travelling & Conveyance
Corporate Social Responsibility Expenses
Total
162.67
97.15
1,031.57
226.03
38.42
241.38
54.46
26.84
103.58
505.23
617.12
121.12
432.61
55.38
80.17
57.50
626.82
14.03
62.80
9.96
18.37
266.17
108.05
761.80
261.46
13.64
250.35
44.33
25.35
89.15
401.58
1,487.81
128.66
508.95
51.07
94.60
70.32
662.63
23.06
26.35
19.61
0.01
166.33
18.85
69.53
16.86
93.02
14.39
0.30
0.40
267.18
100.20
722.51
97.99
5,874.56
11.23
0.30
0.38
199.56
115.23
447.49
24.56
6,369.91
157

NOTE 26. PROVISIONS AND WRITE OFF

(` in Millions)
Particulars
2015-16
2014-15
Bad debts written off

Provision for Contingencies
Provision for diminution in value of investments
Provision for Doubtful Loans
Provision for Standard Loans
Total
413.82
1.73
63.41
521.14
150.48
1,150.58
43.51
258.01
14.40
493.11
240.20
1,049.23
NOTE 27. EARNINGS PER SHARE (EPS)

Basic and Diluted Earnings per share [EPS] computed in accordance with Accounting Standard (AS) 20 Earnings per share
2015-16
2014-15
A
B
A/B
5,111.76
313,063,775
16.33
4,473.25
303,037,800
14.76
5,111.76
313,063,775
2,124,100
315,187,875
16.22
4,473.25
303,037,800
8,468,140
311,505,940
14.36
Particulars
BASIC
Profit after tax as per Statement of Profit and Loss (` in million)
Weighted Average Number of Shares Subscribed
Basic EPS(In `)
DILUTED
Profit after tax as per Statement of Profit and Loss (` in million)
Weighted Average Number of Shares Subscribed
Add: Potential Equity Shares on Account conversion of Employees Stock Options.
Weighted Average Number of shares Outstanding
Diluted EPS (In `)
B
A/B
NOTE 28. SUMMARY OF CONSOLIDATION

The summary of consolidated financial summary represents consolidation of accounts of the company with its following subsidiary as detailed
below:
Proportion of ownership interest
Subsidiary
5 paisa Capital Limited (Formerly IIFL Capital Limited)
India Infoline Finance Limited *
IIFL Facilities Services Limited (Formerly IIFL Realty Limited)
IIFL Properties private limited (Formerly Ultrasign and display private Limited)
India Infoline Commodities DMCC #
IIFL Capital Inc.
India infoline Limited (Formerly India Infoline Distribution Company Limited)
IIFL Wealth Management Limited @
IIFL Distribution Services Limited (Formerly IIFL Distribution Services Private Limited) @
IIFL Investment Adviser and Trustee Services Limited (Formerly IIFL Trustee Services Limited) @
IIFL Trustee Limited @
IIFL Asset Management Limited @
IIFL Alternate Asset Advisors Limited @
158
As at
March 31, 2016
As at
March 31, 2015
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
99.99%
60.84%
60.84%
60.84%
60.84%
60.84%
60.84%
100.00%
100.00%
100.00%
98.87%
98.87%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
99.99%
76.77%
76.77%
76.77%
76.77%
76.77%
76.77%


Subsidiary
As at
March 31, 2016
As at
March 31, 2015
60.84%
60.84%
60.84%
60.84%
60.84%
60.84%
60.84%
60.84%
60.84%
43.20%
76.77%
76.77%
76.77%
76.77%
76.77%
76.77%
76.77%
76.77%
54.50%
IIFL (Asia) Pte Limited @

IIFL Securities Pte. Limited @
IIFL Capital Pte. Limited @
IIFL Private Wealth Hong Kong Limited @
IIFL Private Wealth (Mauritius) Limited @
IIFL Inc @
IIFL Private Wealth (Suisse) SA @
IIFL Private Wealth Management (Dubai) Limited @
IIFL Wealth Finance Limited (Formerly Chephis Capital Markets Limited) @
India Alternatives Investment Advisors Private Limited @
* D
uring the year 2015-16, The Company acquired 1.13% share holding in India Infoline Finance Limited from Bennett Coleman & Co. Ltd., thereby, India Infoline Finance has become
wholly owned Subsidiary of the Company.
# During the year 2015-16, India Infoline Commodities DMCC has filed for liquidation and as per Liquidator report dated 17/02/2016 of RSM Dahman Auditors, Dubai, UAE, necessary
entries have been passed in the books recognizing the liquidation.
@ Change in the proportion of ownership interest in IIFL Wealth Management Limited [IIFLW] and its subsidiaries is pursuant to the acquisition of 23.33% stake by General Atlantic
Singapore Fund Pte. Ltd. in IIFLW through fresh issue of equity shares and acquisition of shares from employees of IIFLW.

Jointly Controlled Entities
As at
March 31, 2016
As at
March 31, 2015
50%
50%
Meenakshi Tower LLP*

* Management certified financial statements as on March 31, 2016 have been consolidated, as audited financial statements were not available.
NOTE 29. CAPITAL AND OTHER COMMITMENTS AT BALANCE SHEET DATE

There are outstanding commitments for capital expenditure (net of advances) to the tune of ` 164.39 millions (Previous Year ` 42.53 millions)
and other commitment to the tune of ` 102.75 millions (Previous Year ` 753.92 millions) of the total contractual obligation entered during the
year.
NOTE: 30.
(a) The claim against the group not acknowledged as debt were ` 63.03 millions (Previous Year ` 59.70 millions). As of March 31, 2016, the
Company and its subsidiaries had certain contingent liabilities not provided for, including the following
(` in Millions)
Sr.
No.
Amount
Name of the Statute
(i)
In respect of Income tax demands
(ii)
In respect of Service tax demands
(iii) In respect of MVAT demands
(iv) In respect of Profession tax demands
(v) Guarantees and Counter Guarantees
(vi) Claim acknowledge as debt
(vii) Legal Suit Filed by the consumer in Consumer Forum and Civil Court
Total
As at
March 31, 2016
As at
March 31, 2015
464.23
1.55
62.85
1.40
530.03
348.31
5.90
1.55
55.90
59.34
0.20
471.20
The company and its subsidiaries have filed appeals with the Income Tax Appellate Tribunal/Service tax department against the said demands.
(b) Apart from the above, group is subject to legal proceedings and claims which have arisen in the ordinary course of the business. The
Companys management does not reasonably expect that these legal actions, when ultimately concluded and determined, will have
material and adverse effect on the Companys financial position.
159

(c) One of the step down subsidiary India Infoline Commodities Limited is a member of National Spot Exchange Ltd (NSEL). NSEL has not
honoured its settlement obligations to investors who traded on the exchange platform since July, 2013.The matter is currently under
investigation by EOW as well as other investigating authorities. India Infoline Commodities Limited acted as a broker for the investors and
facilitated execution of the orders of the investors through exchange system as a registered broker as per the Bye-laws and Rules of NSEL.
As per the Bye-laws and Rules of NSEL, NSEL was the counter party for the trades and guaranteed settlement of funds of the clients. The
same has also been confirmed by Forward Markets Commission vide its order dated December 17, 2013.
Further, the Settlement of outstanding funds payout by NSEL to Clients is still pending with various Courts, Government and regulatory
authorities. The Bombay High Court, constituted a Committee for verifying the claims of the investors and the process for settlement is yet
to be concluded.
The Government of India, Ministry of Corporate Affairs, passed an order dated 12th Feb2016, directing amalgamation of NSEL with its
holding Company i.e., Financial Technologies (India) Limited, in the larger interest of Public with a view to inter alia leverage combined
assets, capital and reserves and gainful settlements of rights and liabilities of shareholders and creditors.
We understand that Financial Technologies (India) Limited has preferred an appeal against the said order before the Bombay High Court
and the same is pending before the Court.
NOTE 31. The group has taken office premises on operating lease at various locations. Lease rent in respect of the same has been charged
to Statement of Profit and Loss. The agreements are executed for a period ranging from one to five years with a renewable clause. Some
agreements have a clause for a minimum lock-in period. The agreements also have a clause for termination by either party giving a prior notice
period between 30 to 90 days. The Company and its subsidiaries have also taken some other assets under operating lease.
NOTE 32. The minimum Lease rentals outstanding as at March 31 2016 areas under:
(` in Millions)
Minimum Lease Rentals
Due for

- Up to one year

- One to five years

- Above five years
Total
2015-16
2014-15
142.95
178.21
5.43
326.59
160.09
172.51
332.60
NOTE 33. The Company has implemented Employee Stock Options Scheme 2007 and 2008 (ESOP Schemes) and has outstanding options
granted under the said schemes. The options vest in graded manner and must be exercised within a specified period as per the terms of grants
by the Remuneration and Compensation Committee and ESOP Schemes.
(A) The details of various Employee Stock Option Schemes are as under:
Particulars
ESOP 2007
No. of options as on March 31, 2016

Method of accounting
Vesting Plan
Intrinsic Value
Options granted would vest over a period of five years
subject to a minimum period of one year from the date
of grant of options
Five years from the date of grant
October 17, 2008,
December 18, 2008,
January 1, 2009 and
March 5, 2012
Exercise Period
Grant Dates
Grant Price ` Per Share
` 63.75 , ` 45.30,
` 50.90 and ` 70.00
Market Price on the date of Grant of

Option (` ) *
` 63.75 , ` 45.30,
` 50.90 and ` 70.00
ESOP 2008
4,670,000
Intrinsic Value
Options granted would vest over a period of five years
subject to a minimum period of one year from the date
of grant of options
Seven years from the date of grant
December 18, 2008, January 1, 2009, May 27, 2009,
December 10, 2009, September 20, 2010, May 7, 2011,
May 15, 2012, August 10, 2012, October 29, 2012
November 05, 2013, August 05, 2014, November 20,
2014, March 02, 2015 and March 08, 2016
` 45.30, ` 50.90, ` 100.00, ` 136.00, ` 105.00, ` 72.40,
` 45.90, ` 56.60, ` 68.15, ` 58.10, ` 134.75, ` 188.40, `
181.55 and ` 180 00
` 45.30, ` 50.90, ` 100.00, ` 136.00, ` 105.00, ` 72.40,
` 45.90, ` 56.60, ` 68.15, ` 58.10, ` 134.75, ` 188.40, `
181.55 and ` 180.00
* Closing price at the stock exchange, as on the previous trading day of the date of grant, as per SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme)
Guidelines, 1999.
160

(B) Movement of Options Granted
(` in Millions)
Particulars
ESOP 2007
ESOP 2008
2,299,755
1,688,755
611,000
-
11,345,650
900,000
7,114,150
461,500
4,670,000
Options outstanding at the beginning of the year

Granted during the year
Exercised during the year
Lapsed during the year
Options outstanding at the end of the year
NOTE 34. SEGMENT REPORTING

Segment information for the year ended March 31, 2016. Primary segment information (by Business segment)
(` in Millions)
Sr No Particulars
I
Segment Revenue
External
Inter-segment
Total Revenue
II
Segment Result
Less: Unallocated Expenses
Operating Profit
Interest Expense
Profit before Tax
Less: Current Tax
Net Profit after Tax
III
Segment Assets
Unallocated Corporate assets
Total Assets
IV
Segment Liabilities
Unallocated Corporate Liabilities
Total Liabilities
Fund based activity
Financial Product
distribution
Capital market
activity
Others
Total
28,694.21
(25,207.52)
28,694.21
(25,207.52)
5,527.62
(4,556.20)
188,870.17
(167,477.06)
166,761.63
(146,150.76)
-
6,748.82
(5,827.01)
6,748.82
(5,827.01)
1,663.97
(1,148.80)
7,643.44
(8,722.54)
6,832.44
(7,246.27)
-
4,397.44
(4,475.71)
4,397.44
(4,475.71)
1,225.00
(1,522.06)
28,908.91
(15,354.20)
13,777.11
(12,041.25)
-
116.23
(126.61)
116.23
(126.61)
9.68
(11.57)
-
39,956.70
(35,636.85)
39,956.70
(35,636.85)
8,426.27
(7,238.63)
8,426.27
(7,238.63)
8,426.27
(7,238.63)
2,878.19
(2,474.98)
5,548.08
(4,763.65)
225,422.52
(191,553.80)
3,342.95
(2,666.87)
228,765.47
(194,220.67)
187,371.18
(165,438.28)
436.43
(560.82)
187,807.61
(165,999.10)
161

(` in Millions)
Sr No Particulars
V
Fund based activity
Financial Product
distribution
Capital market
activity
Others
Total
229.25
(95.71)
270.43
(251.93)
-
594.76
(448.05)
241.10
(219.75)
-
162.75
(102.79)
149.28
(119.94)
-
986.77
(646.55)
986.77
(646.55)
660.82
(591.61)
660.82
(591.61)
-
Capital Expenditure
Unallocated Capital Expenditure
Total Capital Expenditure
Vi
Depreciation
Unallocated Depreciation
Total Depreciation
Vii
Non-Cash expenditure
other than depreciation
NOTE 35. RELATED PARTY DISCLOSURES FOR THE YEAR ENDED MARCH 31, 2016
(a) Name of the related parties with whom transactions have been entered during the year and description of relationship.
Key Management Personnel
Other related parties
Nirmal Jain
R Venkataraman
Madhu Jain (wife of Mr. Nirmal Jain)
Aditi Venkataraman (wife of Mr. R Venkataraman)
Ardent Impex Private Limited
Orpheous Trading Private Limited
Disclosure of Transactions with related parties

(` in Millions)
Brokerage Income
Interest Income
Remuneration
Rent Expenses
Key Managerial Personnel
Other Related Parties
Total
2.09
(1.77)
(-)
59.52
(47.79)
(-)
0.20
(0.50)
3.73
(-)
(-)
2.95
(2.88)
2.29
(2.27)
3.73
(-)
59.52
(47.79)
2.95
(2.88)
Outstanding as on March 31, 2016

(` in Millions)
Sundry Payables
Sundry Receivable
Note: Figures in brackets indicate Previous Year figures.
162
Key Managerial Personnel
Other Related Parties
Total
1.60
(-)
(-)
0.05
(0.03)
50.20
(50.00)
1.65
(0.03)
50.20
(50.00)

NOTE 36. Interest expense includes the interest on debenture ` 6,401.25 millions (Previous year ` 3,889.03 millions), Discount in commercial
paper ` 3,382.76 millions (Previous Year ` 3,508.42 millions) and Interest on bank term Loans ` 6,345.87 millions (Previous Year ` 5,352.77
millions).
NOTE 37. There are no dues to Micro & Small Enterprises (MSEs) outstanding for more than 45 days.
NOTE 38. CORPORATE SOCIAL RESPONSIBILITY
During the financial year 2015-16, the Company spend ` 97.99 millions (Previous Year ` 24.56 millions) out of the total amount of ` 102.92 millions
(Previous Year ` 70.36 millions) required to be spent as per section 135 of the Companies Act 2013 in respect of Corporate Social Responsibility
[CSR]. The Company was focused on implementing the projects identified by the CSR Committee and had successfully completed most of the
projects. The Company had substantially utilised the amount required to be spent on CSR projects and there is a small portion thereof i.e. 5%
remain as unspent. The Company has plans to further increase the spend in the years to come through its dedicated efforts.
NOTE 39. INVESTMENT BY GENERAL ATLANTIC IN IIFL WEALTH MANAGEMENT LIMITED
General Atlantic Singapore Fund Pte. Ltd (GA), a leading global growth equity firm, made a strategic investment in IIFL Wealth Management
Limited (IIFW), the wealth management subsidiary of the Company. GA invested an aggregate of ` 10,629.40 millions in IIFW, through fresh
issue of equity shares and acquisition of shares from employees of IIFLW and holds stake of 21.61% in the equity of IIFLW, on fully diluted basis
(assuming full conversion of outstanding ESOPs of IIFLW).
NOTE 40. Figures pertaining to subsidiary companies have been reclassified wherever necessary to bring them in line with parent companys
NOTE 41. Figures for the Previous Year have been regrouped / reclassified wherever considered necessary.
By the hand of
Tirtharaj Khot
Partner
Nirmal Jain
Chairman
(DIN: 00010535)
R.Venkataraman
Managing Director
(DIN: 00011919)
Place : Mumbai
Dated: May 05, 2016
Prabodh Agrawal
Gajendra Thakur
Company Secretary
163
164
INR
INR
INR
INR
INR
INR
INR
INR
INR

(Formerly India Infoline Distribution Company
Limited)
IIFL Trustee Limited
5paisa Capital Limited (Formerly IIFL Capital

Limited)

(Formerly IIFL Distribution Services Private Limited)
IIFL Asset Management Limited

(Formerly IIFL Asset Management Company
Limited)
IIFL Alternate Asset Advisors Limited
IIFL Investment Adviser and Trustee Services

Limited (Formerly IIFL Trustee Services Limited)
India Alternatives Investment Advisors Private

Limited

(Formerly Chephis Capital Markets Limited)
IIFL Properties private limited

(Formerly Ultrasign and display private Limited)
10
11
12
13
14
15
16
17
18
INR
INR
INR
INR
INR
INR
INR
INR
INR

(Formerly IIFL Realty Limited)
Reporting
Currency
Sr. Particulars
No.
0.11
2,521.16
0.14
352.25
0.50
321.00
0.51
30.50
5.00
5.00
349.68
169.00
2.09
2.81
147.92
0.50
90.00
5,621.54
Share Capital
(80.14)
6,497.59
(26.24)
(14.52)
145.12
506.05
44.81
90.83
(1.89)
11.06
4,829.65
1,884.19
59.90
28.73
11,245.67
(330.25)
707.96
17,472.58
Reserves &
Surplus
Exchange Rate
220.72
9,023.64
25.36
346.18
952.92
954.66
76.42
444.83
3.56
389.16
54,534.86
12,363.66
745.83
34.07
13,503.76
205.60
5,786.48
142,186.68
Total Assets
220.72
9,023.64
25.36
346.18
952.92
954.66
76.42
444.83
3.56
389.16
54,534.86
12,363.66
745.83
34.07
13,503.76
205.60
5,786.48
142,186.68
Total Liabilities
7,472.10
125.00
936.84
162.90
30.10
216.62
11,743.26
451.04
11,164.11
Investments
2.18
73.93
20.79
51.37
290.77
661.27
101.77
(12.18)
4.98
571.68
5,695.97
4,819.16
239.03
3.00
4,046.95
441.58
1,309.22
22,073.41
Total Turnover
(53.90)
38.09
(41.31)
7.71
106.63
303.32
4.29
(76.98)
0.70
(36.28)
1,108.84
724.00
70.13
(21.01)
1,431.49
(155.03)
33.77
4,150.79
Profit /(Loss)
before taxation
(PURSUANT TO FIRST PROVISO TO SUB-SECTION (3) OF SECTION 129 READ WITH RULE 5 OF COMPANIES (ACCOUNTS) RULES, 2014)
Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures
Part A: Subsidiaries
Form AOC-I
Annexure - A
20.68
10.71
3.81
21.21
83.28
1.99
(22.00)
0.24
(8.98)
388.25
255.97
35.99
7.14
397.43
16.98
5.57
1,433.47
Provision
for taxation
(including
deferred tax)
(53.90)
17.41
(52.03)
3.90
85.42
220.03
2.31
(54.98)
0.45
(27.30)
720.59
468.03
34.13
(28.15)
1,034.06
(172.00)
28.20
2,717.32
Profit after
taxation
100.00%
60.84%
43.20%
60.84%
60.84%
60.84%
60.84%
100.00%
60.84%
100.00%
100.00%
99.99%
100.00%
100.00%
60.84%
100.00%
100.00%
100.00%
% of
shareholding
(Amount in millions)
Proposed
Dividend
IIFL Securities Pte. Limited
IIFL Inc
IIFL Capital Inc
IIFL Private Wealth (Suisse) SA
20
21
22
23
24
25
26
27
28
29
20.50
473.17
14.00
49.15
1.03
252.91
5.30
61.69
1.03
40.29
0.69
57.99
3.37
11.20
0.15
51.90
6.48
4.19
0.07
6.68
0.10
INR
S$
INR
S$
INR
S$
INR
USD
INR
USD
INR
AED
INR
GBP
INR
HKD
INR
USD
INR
CHF
Share Capital
INR
Reporting
Currency
(0.01)
(0.77)
5.18
343.27
0.23
5.23
0.03
6.36
0.08
4.21
0.04
7.76
(0.22)
(8.01)
(1.42)
(62.38)
0.94
47.84
(7.55)
(155.99)
(0.02)
Reserves &
Surplus
69.08
66.18
8.52
95.16
18.02
66.18
66.18
49.15
49.15
49.15
Exchange Rate
0.09
6.35
6.45
427.05
6.98
59.52
0.23
21.42
3.83
69.01
1.02
66.33
0.92
60.73
4.73
232.61
2.22
109.12
6.47
317.85
20.54
Total Assets
0.09
6.35
6.45
427.05
6.98
59.52
0.23
21.42
3.83
69.01
1.02
66.33
0.92
60.73
4.73
232.61
2.22
109.12
6.47
317.85
20.54
Total Liabilities
6.33
311.10
Investments
0.03
2.00
13.27
852.74
2.40
19.88
0.60
55.96
4.41
77.11
1.60
101.57
0.58
37.05
5.41
255.77
2.01
95.26
0.00
0.00
0.04
Total Turnover
Place : Mumbai
Dated: May 05, 2016
R.Venkataraman
Managing Director
(DIN: 00011919)
Gajendra Thakur
Company Secretary
Nirmal Jain
Chairman
(DIN: 00010535)
Prabodh Agrawal
0.02
1.06
6.98
448.70
0.60
5.00
0.02
2.33
1.47
25.68
0.19
12.09
0.01
0.88
2.22
104.95
0.29
13.66
(0.02)
(1.00)
(0.02)
Profit /(Loss)
before taxation
Note 1 - All subsidiaries have common year end of March 31, 2016 hence no additional information under Section 129(3) read with rule 5 has been disclosed.
Note 2 - Names of Subsidiaries which have been liquidated or sold during the year
India Infoline Commodities DMCC *
* During the year India Infoline Commodities DMCC has filed for liquidation and as per Liquidator report dated 17/02/2016 of RSM Dahman Auditors, Dubai, UAE, necessary entries have been passed in the books recognizing the liquidation.
19
Sr. Particulars
No.
0.21
13.46
0.12
0.96
0.01
0.66
0.08
4.94
(0.01)
(0.54)
0.35
16.48
Provision
for taxation
(including
deferred tax)
0.02
1.06
6.77
435.25
0.49
4.04
0.02
1.67
1.47
25.68
0.11
7.15
0.02
1.43
2.22
104.95
0.29
13.66
(0.37)
(17.48)
(0.02)
Profit after
taxation
60.84%
60.84%
60.84%
100.00%
60.84%
100.00%
60.84%
60.84%
60.84%
60.84%
100.00%
% of
shareholding
(Amount in millions)
Proposed
Dividend
165
Form AOC-I
(PURSUANT TO FIRST PROVISO TO SUB-SECTION (3) OF SECTION 129 READ WITH RULE 5 OF COMPANIES (ACCOUNTS)
RULES, 2014)
Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures
Part B: Associates and Joint Ventures
(` in Millions)
Name of Associates/Joint Ventures
Meenakshi Towers LLP
1. Latest audited Balance Sheet Date

2. Shares of Associate/Joint Ventures held by the company on the year end.
Number

Amount of Investment in Associates/Joint Venture

Extend of Holding %
3. Description of how there is significant influence
4. Reason why the associate/joint venture is not consolidated
5. Networth attributable to Shareholding as per latest audited Balance Sheet
6. Profit / (Loss) for the year

i) Considered in Consolidation

ii) Not Considered in Consolidation
March 31, 2015

NA
0.05
50%
Note A): There is significant influence due to percentage(%) of Capital.
NA
(26.41)
(26.36)
NIL
Place : Mumbai
Dated: May 05, 2016
166
Nirmal Jain
Chairman
(DIN: 00010535)
R.Venkataraman
Managing Director
(DIN: 00011919)
Prabodh Agrawal
Gajendra Thakur
Company Secretary
Corporate Information
BOARD OF DIRECTORS
CHIEF FINANCIAL OFFICER
Mr. Nirmal Jain

Chairman
Mr. Prabodh Agrawal
Mr. R. Venkataraman
Managing Director
COMPANY SECRETARY
Mr. A.K. Purwar

Dr. S. Narayan
Mr. Nilesh Vikamsey
Mr. Kranti Sinha
Ms. Geeta Mathur
COMMITTEE OF BOARD
Audit Committee
Mr. Kranti Sinha
Chairman, Independent Director
Mr. Nilesh Vikamsey
Mr. R. Venkataraman
Ms. Geeta Mathur
Mr. Kranti Sinha
Chairman, Independent Director
Mr. Nilesh Vikamsey
Mr. A.K. Purwar
Ms. Geeta Mathur
Chairperson, Independent Director
Mr. Nirmal Jain
Mr. R. Venkataraman
Mr. Nirmal Jain
Mr. Nilesh Vikamsey
Mr. A.K. Purwar
CSR Committee
Mr. Nirmal Jain
Chairman
Mr. Nilesh Vikamsey
Mr. Gajendra Thakur
Sharp & Tannan Associates

INTERNAL AUDITORS
KPMG
Amit Shah
Yatin Shah
H. Nemkumar
Nipun Goel
Prasanth
Prabhakaran
Balaji Raghavan
Vasudev Jagannath
Aniruddha Dange
R. Mohan
Rakesh Mital
Narendra Jain
Anand Mathur
Apoorva Tiwari
Arun Malkani
B.S. Amarnath
CORPORATE OFFICE
LIST OF BANKERS
CORE MANAGEMENT TEAM
Karan Bhagat
IIFL House, Sun Infotech Park, Road no. 16,

Plot no. B-23, MIDC, Thane Industrial Estate,
Wagle Estate, Thane 400604
IIFL Centre, Kamala City, Lower Parel (West),

Mumbai 400013.
Mahajan & Aibara

Monu Ratra
Link Intime India Pvt. Ltd, C-13,

Pannalal Silk Mills Compound, L.B.S. Marg,
Bhandup (West), Mumbai 400078.
REGISTERED OFFICE
AUDITORS
Name
Bharat Parajia
Rajashree Nambiar
REGISTRAR AND SHARE TRANSFER

AGENT
Designation
MD, IIFL (Asia) Pte Ltd.
ED & CEO, India Infoline
Finance Ltd
ED & CEO, India Infoline
Housing Finance Ltd
MD, IIFL Wealth
Management Ltd
CEO, IIFL Capital Pte Ltd
ED, IIFL Wealth
Management Ltd
President, Institutional
Equities
President, Investment
Banking
President, Retail
Broking
Head - Real Estate
Services
President, Institutional
Sales
Chief Strategy Officer
Chief Compliance
Officer
Chief Risk Officer
President, Internal Audit
President, Human
Resources
Chief Operating Officer
Chief Marketing Officer
Treasurer
Allahabad Bank
Andhra Bank
Axis Bank
Bank of Baroda
Bank of India
Bank of Maharashtra
Canara Bank
Central Bank of India
Citibank
Corporation Bank
DCB Bank
Dena Bank
Deutsche Bank
Federal Bank
HDFC Bank
ICICI Bank
IDBI Bank
Indian Overseas Bank
IndusInd Bank
Karnataka Bank
Karur Vysya Bank
Kotak Mahindra Bank
Mashreq Bank
Oriental Bank of Commerce
Punjab & Sind Bank
Punjab National Bank
RBL Bank
Small Industries Development Bank of India
South Indian Bank
Standard Chartered Bank
State Bank of Hyderabad
State Bank of India
Syndicate Bank
The Jammu and Kashmir Bank
The Saraswat Co Op Bank
UCO Bank
Vijaya Bank
Yes Bank
May Bank
State Bank of Bikaner and Jaipur
State Bank of Patiala
Union Bank of India
United Bank of India
Mr. R. Venkataraman
CAUTIONARY STATEMENT
This document contains forward-looking statement and information. Such statements are based on our current expectations and certain assumptions, and
are, therefore, subject to certain risk and uncertainties. Should one or more of these risks or uncertainties materialise, or should underlying assumptions prove
incorrect, actual results may vary. IIFL does not intend to assume any obligation or update or revise these forward-looking statements in light of developments,
which differs from those anticipated.
Follow us
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IIFL (India Infoline Group)
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Registered Office:
Road No. 16, Plot No. B-23,
MIDC, Thane Industrial Estate,
Wagle Estate, Thane - 400604
Email: shareholders@indiainfoline.com
ir@indiainfoline.com
Tel: 022 - 4103 5000
022 - 4249 9000
concept, content and design at
Corporate Office:
IIFL Centre, Kamala City,
Senapati Bapat Marg,
Lower Parel (W),
Mumbai - 400013
(info@aicl.in)
IIFL HOLDINGS LIMITED

CIN - L74999MH1995PLC093797

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Corporate Overview

About IIFL Group

Management Discussion and

Corporate Governance Report

(from ` 35,637 million in

(from ` 22,168 million in

(from ` 4,473 million in

Download IIFL Markets App

Finding solutions for the

Operating in such a landscape is exciting as well as challenging. It

We drive shareholder value by focusing

and integrity in transactions, and our

About IIFL Group

To be the most respected financial services

IIFL Holdings Limited

About IIFL Group | Corporate Overview

Loan assets under management

Wealth assets under advice

Worlds top institutional

Stocks under research

US, UK, Singapore, Hong Kong,

Annual Report 2015-16

IIFL Holdings Limited

IIFL Groups Business Landscape | Corporate Overview

 diversified financing company, offering home and property

Housing Finance Company

Offers affordable financing solutions and retail home loan

One of the largest and fastest growing wealth management

IIFL Wealth Finance focuses on capital-market-related lending to

Asset Management Company

Wholly owned subsidiary of IIFL Wealth

Leading broking house offering equity, commodities, currency

Financial Product Distribution

Among Indias top six mutual fund distributors

Institutional Research and Investment

Pedigreed institutional equities team

Annual Report 2015-16

Our Strategy to Deliver

At IIFL, our strategy is to emerge as one of the most preferred brands

IIFL Holdings Limited

employed individuals and small businesses.

so on are resulting in faster turnaround-time

Our Strategy to Deliver | Corporate Overview

MAXIMISE CUSTOMER SATISFACTION

Annual Report 2015-16

11- year CAGR 45%

Profit After Tax

11- year CAGR 34%

11- year CAGR 57%

IIFL Holdings Limited

Total shareholder return of

IIFLs consolidated income

Financial Performance | Corporate Overview

Dividend Per Share

Declared an interim dividend of

ROE of 18.7% and ROA of 2.4%

Earnings Per Share

Annual Report 2015-16

diversified financing company, offering home and property

Retail mortgage loans grew 89%

CV loans grew 93% y-o-y and