jm financial properties and holdings limited · hyderabad - 500032 tel. no. : 040 67161604 fax no....

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CONFIDENTIAL AND FOR PRIVATE CIRCULATION ONLY (For the Addressee only) Page 1 | 23 DOCUMENT CONTAINING DISCLOSURES AS PER ANNEXURE I OF SEBI CIRCULAR SEBI/HO/DDHS/DDHS/CIR/P/2019/115 DATED OCTOBER 22, 2019, AS AMENDED JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED JM Financial Properties and Holdings Limited ("the Company") was originally incorporated at Mumbai, Maharashtra on March 31, 2010 under the provisions of the Companies Act, 2013 with registration number 201513 of 2010 and with the name "JM Financial GILTS Limited". Subsequently, by way of a fresh certificate of incorporation dated October 10, 2012 issued by the Registrar of Companies, Mumbai, Maharashtra, our Company's name was changed to "JM Financial Properties and Holdings Limited". Our Company deals in the business of Property Holding. The Corporate Identity Number (CIN) of the Company is U65990MH2010PLC201513 Registered Office: 7 th Floor, Cnergy, Appasaheb Marathe Marg, Prabhadevi, Mumbai – 400 025 Tel: (022) 6630 3030 Fax : (022) 6630 3223, Website: www.jmfl.com; Company Secretary/ Contact Person: Ms. Mudrika Desai Email: [email protected] DISCLOSURE DOCUMENT (DD) FOR ISSUANCE OF 85,000 COMMERCIAL PAPERS (“CPs”) OF THE FACE VALUE OF RS. 500,000/- (RUPEES FIVE LAKH ONLY) EACH FOR CASH AMOUNTING TO RS. 4,250,00,00,000/- (RUPEES FOUR THOUSAND TWO HUNDRED AND FIFTY CRORE ONLY) (THE “ISSUE”) CREDIT RATING Crisil Limited (Crisil) has assigned a rating of “Crisil A1+” and ICRA Limited (ICRA) has assigned a rating of [ICRA]A1+ to the captioned Issue. Investors may please note that the rating is not a recommendation to buy, sell or hold securities and investors should take their own decisions. The rating agency has the right to suspend, withdraw or revise the rating / outlook assigned to the Issue at any time, on the basis of new information or unavailability of information or other circumstances which the rating agency believes may have an impact on the rating. LISTING The CPs are proposed to be listed on the BSE Limited (“BSE”). This Disclosure Document is dated February 28, 2020 REGISTRAR TO THE ISSUE KFin Technologies Private Limited Selenium Tower B, Plot Nos. 31&32, Financial District, Nanakramguda, Serilingampally Mandal, Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : [email protected] Contact Person: Mr. Mukharji Yenugu / Mr. Ramachandra V Designation: Authorised Persons ISSUING AND PAYING AGENT HDFC Bank Limited Treasury Operations, Lodha – I Think Techno Campus, 4th Floor, Building – Alpha, Near Kanjurmarg Railway Station Kanjurmarg (East), Mumbai – 400042 Tel. No. 022-30752409 Fax No. 022-30752421 E-mail : [email protected] Contact Person : Mr. Tanmay Mathkar Designation : Deputy Vice President - Treasury Operations

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Page 1: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

CONFIDENTIAL AND FOR PRIVATE CIRCULATION ONLY (For the Addressee only)

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DOCUMENT CONTAINING DISCLOSURES AS PER ANNEXURE I OF SEBI CIRCULAR SEBI/HO/DDHS/DDHS/CIR/P/2019/115 DATED OCTOBER 22, 2019, AS AMENDED

JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED

JM Financial Properties and Holdings Limited ("the Company") was originally incorporated at Mumbai, Maharashtra on March 31, 2010 under the provisions of the Companies Act, 2013 with registration number 201513 of 2010 and with the name "JM Financial GILTS Limited". Subsequently, by way of a fresh certificate of incorporation dated October 10, 2012 issued by the Registrar of Companies, Mumbai, Maharashtra, our Company's name was changed to "JM Financial Properties and Holdings Limited". Our Company deals in the business of Property Holding.

The Corporate Identity Number (CIN) of the Company is U65990MH2010PLC201513 Registered Office: 7th Floor, Cnergy, Appasaheb Marathe Marg, Prabhadevi, Mumbai – 400 025

Tel: (022) 6630 3030 Fax : (022) 6630 3223, Website: www.jmfl.com; Company Secretary/ Contact Person: Ms. Mudrika Desai

Email: [email protected]

DISCLOSURE DOCUMENT (DD) FOR ISSUANCE OF 85,000 COMMERCIAL PAPERS (“CPs”) OF THE FACE VALUE OF RS. 500,000/- (RUPEES FIVE LAKH ONLY) EACH FOR CASH AMOUNTING TO RS. 4,250,00,00,000/- (RUPEES FOUR THOUSAND TWO HUNDRED AND FIFTY CRORE ONLY) (THE “ISSUE”)

CREDIT RATING

Crisil Limited (Crisil) has assigned a rating of “Crisil A1+” and ICRA Limited (ICRA) has assigned a rating of [ICRA]A1+ to the captioned Issue. Investors may please note that the rating is not a recommendation to buy, sell or hold securities and investors should take their own decisions. The rating agency has the right to suspend, withdraw or revise the rating / outlook assigned to the Issue at any time, on the basis of new information or unavailability of information or other circumstances which the rating agency believes may have an impact on the rating.

LISTING

The CPs are proposed to be listed on the BSE Limited (“BSE”).

This Disclosure Document is dated February 28, 2020

REGISTRAR TO THE ISSUE KFin Technologies Private Limited Selenium Tower B, Plot Nos. 31&32, Financial District, Nanakramguda, Serilingampally Mandal, Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : [email protected] Contact Person: Mr. Mukharji Yenugu / Mr. Ramachandra V Designation: Authorised Persons

ISSUING AND PAYING AGENTHDFC Bank Limited Treasury Operations, Lodha – I Think Techno Campus, 4th Floor, Building – Alpha, Near Kanjurmarg Railway Station Kanjurmarg (East), Mumbai – 400042 Tel. No. 022-30752409 Fax No. 022-30752421 E-mail : [email protected] Person : Mr. Tanmay Mathkar Designation : Deputy Vice President - Treasury Operations

Page 2: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

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TABLE OF CONTENTS

SR. NO. PARTICULARS PAGE NO.

SECTION I Disclosures As Per Annexure I Of SEBI Circular SEBI/HO/DDHS/DDHS/CIR/P/2019/115 dated October 22, 2019, as amended 1. Issuer Details 3-6 2. Material Information 7 3. Details of Borrowing 8-9 4. Issue Information 10 5. Financial Information 11-23

SECTION II ANNEXURES Annexure A - Board Resolution Annexure B - Detail of CPs issued during the last 15 months Annexure C - Statement of Audited Financial Results for the half year ended September 30, 2019

Page 3: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

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SECTION - I

DISCLOSURES AS PER ANNEXURE I OF SEBI CIRCULAR SEBI/HO/DDHS/DDHS/CIR/P/2019/115 DATED OCTOBER 22, 2019, AS AMENDED

1. ISSUER DETAILS

1.1 Details of the Issuer:

Sr. No. Particulars Details1. Name of the Issuer JM Financial Properties and Holdings Limited 2. CIN U65990MH2010PLC2015133. PAN AACCJ4533E4. Registered and Corporate

Office of the Issuer 7th Floor, CnergyAppasaheb Marathe Marg, Prabhadevi Mumbai - 400 025

5. Line of Business Property Holding Company6. Company Secretary of

the Issuer Ms. Mudrika Desai

7. Chief Financial Officer of the Issuer

Mr. Vishal Solanki

8. Group Affiliation JM Financial Group9. Registrar of the Issue KFin Technologies Private Limited

Selenium Tower – B Plot No. 31 & 32, Gachibowli, Financial District, Nanakramguda Hyderabad – 500 032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : [email protected] Contact Person: Mr. Mukharji Yenugu / Mr. Ramachandra V

10. Credit Rating agency of the Issue

CRISIL Limited CRISIL House Central Avenue, Hiranandani Business Park, Powai, Mumbai - 400076Telephone: 022 3342 3000 Website: www.crisil.com

ICRA Limited1105, Kailash Building, 11th Floor, 26 Kasturba Gandhi Marg, New Delhi - 110001 Tel: 011 2335 7940 Website: www.icra.in

11. Auditors of the Issuer Gopalakrishnan M and Co.B-601, Sal Leela, Shree Ganesh CHS Ltd, Near Pillai College, Sector 16, New Panvel - 410206 Tel: 022 22055858

1.2 Details of the Directors:

Details of the current directors of the Company as on date are as under:

Sr. No.

Name, Designation DIN Age Address Director of the Company since

1. Mr. Surendra Ramakrishna Nayak Non-Executive Chairman

00039894 61 501 Venus Apartments, Bhandar Galli Matunga West Mumbai 400016

May 14, 2013

2. Ms. Madhu Dubhashi

Independent Director 00036846 68 B-29, Gate No. 3,

Abhimanshree Society Ncl - Pashan Road Pune 411008

April 22, 2015

Page 4: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

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3. Mr. Venkitaraman Iyer Subramonian Independent Director

00508126 64 House No 181,Ashoka Garden Enclave, Station Road Phirojsha Nagar,Vikhroli East, Mumbai 400079

April 22, 2015

4. Mr. Anil Salvi,

Non-Executive Director

03539802 51 1201, Swastik Solitaire, Sion Trombay Road Opp Yogi Restaurant Diamond Garden Mumbai 400071

April 10, 2013

Details of other directorship of the current directors of the Company as on date:

Sr. No. Name of the Director Details of other directorship 1. Mr. Surendra

Ramakrishna Nayak JM Financial Commtrade LimitedFinancial Engineering Solutions Private Limited Persepolis Investment Company Pvt Ltd SNK Investments Private Limited JSB Securities Limited Kampani Properties and Holdings Limited

2. Ms. Madhu Dubhashi Pudumjee Paper Products LimitedSanghvi Movers Limited Tube Investments of India Limited Majesco Limited Parts City Private Limited Axis Finance Limited JM Financial Trustee Company Private Limited Majesco Software And Solutions India Private Limited Recommender Labs Private Limited

3. Mr. Venkitaraman Iyer Subramonian

Meridian Corporate Services LimitedPersepolis Investment Company Pvt Ltd Evergo Stocks(India)Private Limited CR Retail Malls (India) Limited

4. Mr. Anil Salvi Nagaon Real Estate & Hospitality Private Limited

1.3 Details of change in directors since last three financial years including any change in the current year:

Sr. No.

Name, Designation DIN Date of Appointment/ Resignation

Date of cessation(in case of resignation)

Remarks

1. Mr. Prashant Choksi

Director

00556246 30/04/2016

(Date of Resignation)

30/04/2016 Resigned as a Director

2. Mr. Manish Sheth

Director 00109227 30/04/2016

(Date of Resignation)

30/04/2016 Resigned as a Director

Page 5: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

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1.4 Shareholding Pattern of the Company as on date:

Name of the Shareholder Type of Share Numbers of shares Amount per share

JM Financial Limited Equity 29,99,994 10

JM Financial Limited jointly with JM Financial Services Limited

Equity 1 10

JM Financial Limited jointly with Mr. Gagan Kothari

Equity 1 10

JM Financial Limited jointly with Mr. Subodh Shinkar

Equity 1 10

JM Financial Limited jointly with

Ms. Amishi Gambhir

Equity 1 10

JM Financial Limited jointly with

Mr. Vishal Kampani

Equity 1 10

JM Financial Limited jointly with Mr. Manish Sheth

Equity 1 10

JM Financial Limited Preference 9,50,50,000 10

Total 9,80,50,000

List of top 10 holders of equity shares of the Company as on date:

The list of top 10 holders of equity shares of the Company as on date is as under:

Sr. No.

Name of the Shareholder Category of the shareholder

Number of equity shares held in demat form

Face value per equity share (Rs.)

% of total shares

1. JM Financial Limited Company 29,99,994 10/-

100.00

2. JM Financial Limited jointly with JM Financial Services Limited

Jointly held by the Company as

Nominee

1 10/-

3. JM Financial Limited jointly with Mr. Gagan Kothari

Jointly held by the Company as

Nominee

1 10/-

4. JM Financial Limited jointly with Mr. Subodh Shinkar

Jointly held by the Company as

Nominee

1 10/-

5. JM Financial Limited jointly with Ms. Amishi Gambhir

Jointly held by the Company as

Nominee

1 10/-

6. JM Financial Limited jointly with Mr. Vishal Kampani

Jointly held by the Company as

Nominee

1 10/-

7 JM Financial Limited jointly with Mr. Manish Sheth

Jointly held by the Company as

Nominee

1 10/-

Total 30,00,000 - 100.00%

Page 6: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

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1.5 Details of the Statutory Auditor:

Details of Statutory Auditors are as under:

Name and Address Date of appointment Remarks Gopalakrishnan M and Co.

B-601, Sal Leela,

Shree Ganesh CHS Ltd,

Near Pillai College, Sector 16,

New Panvel - 410206

June 12, 2017 Appointed by Members of the Company for a period of five years from the conclusion of the Seventh Annual General Meeting (AGM) till the conclusion of the Twelfth AGM.

1.6 Details of change in Statutory Auditors in last three financial years including any change in the current year:

Name and Address Date of Appointment/ Resignation

Date of Cessation

Remarks

Arun Arora & Co.304 / 305 Marine Chambers, New Marine Lines, Mumbai - 400020

June 30, 2014 - Resignation on account of completion of their tenure.

Gopalakrishnan M and Co.

B-601, Sal Leela, Shree Ganesh

CHS Ltd, Near Pillai College,

Sector 16, New Panvel - 410206

June 12, 2017

Appointment

- Appointed by Members of the Company on account of expiry of the term of engagement of the previous auditors, Arun Arora & Co., Chartered Accountants for a period of five years.

1.7 List of top 10 Debenture Holders as on December 31, 2019: Not Applicable as Company has not issued NCDS

1.8 List of top 10 CP Holders as on December 31, 2019:

Sr. No. Name of the CP holder Category of the CP Holder

Face value of CP holding

CP holding % as a % of total CP outstanding

of the issuer 1. Mahindra Liquid Fund Mutual Funds 5,00,000 75%2. Mahindra Ultra Short Term

Yojana Mutual Funds 5,00,000 25%

Page 7: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

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2. MATERIAL INFORMATION

2.1 Details of all default/s and/or delay in payments of interest and principal of CPs, (including technical delay), debt securities, term loans, external commercial borrowings and other financial indebtedness including corporate guarantee issued in the past 5 financial years including in the current financial year: None

2.2 On-going and/or outstanding material litigation and regulatory strictures, if any: None

2.3 Any material event/development having implications on the financials/credit quality including any material regulatory proceedings against the Issuer/promoters, tax litigations resulting in material liabilities, corporate restructuring event which may affect the issue or the investor’s decision to invest/continue to invest in the CP: None

Unless stated to the contrary, the information provided for claims for direct tax liability of the Issuer is as below (as on date):

Tax Litigation:

Number of proceeding outstanding

Amount involved (Rs. in Lakh)

Direct Tax 3 566.63

Page 8: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

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3. DETAILS OF BORROWINGS OF THE COMPANY AS ON DECEMBER 31, 2019

3.1 Details of Debt Securities and CPs:

i. Details of Debt Securities: Not applicable

ii. Details of Commercial Papers:

The Company had issued commercial papers of the face value of Rs. 5 Lakh, the details of which are set forth below.*

Sr. No

ISIN Tenor/ period of maturity

Coupon (p.a.) in %

Amount issued* (Rs.

in lakh)

Date of Issuance

Redemption Date/

Schedule

Credit Rating

1. INE525R14486 91 days 8.80% 2000.00 23-12-2019 23-03-2020 ICRA A1+/CARE A1+

*Note: • HDFC Bank Limited is the IPA for above Commercial Papers and are rated ‘CARE A1+’ by CARE Ratings Limited

and [ICRA]A1+ by ICRA Limited. Borrowings through Commercial Papers are unsecured; • Borrowing through Commercial Papers is shown at face value without considering discount.

3.2 Details of secured/unsecured loan facilities/ bank fund based facilities/ rest of the borrowing, if any, including hybrid debt like foreign currency convertible bonds (FCCB), optionally convertible debentures/preference shares from banks or financial institutions or financial creditors, as on last quarter end:

i. Details of Secured Loan Facilities (Term Loan) as on December 31, 2019

Name of Lender

Date of Sanction

Sanctioned Amount

Principal Outstanding

Amount

Repayment Date / Schedule

Security Credit Rating

Asset Classification

(Rs. Lakh) HDFC Bank 01-Nov-

2017 17,000.00 15,586.08 As per Schedule

which is annexed herewith as Annexure 1

Property by way of

mortgage and present and

future rentals.

- Standard

Orix Leasing & Financial Services India Limited

26-Dec-2018

5.64 4.83 As per Schedule which is annexed

herewith as Annexure 2

Finance Lease - Standard

Total 17,005.64 15,590.91

ii. Details of Secured Loan Facilities (Working Capital limits) as on December 31, 2019

Name of Lender

Date of Sanction

Sanctioned Amount

Principal Outstanding Amount

Repayment Date / Schedule

Security Credit Rating

Asset Classification

(Rs. Lakh) HDFC Bank 15-Mar-

2019 50.00 - Annual Fixed Deposits - Standard

Page 9: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

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3.3 The amount of corporate guarantee or letter of comfort issued by the issuer along with name

of the counterparty (like name of the subsidiary, JV entity, group company, etc) on behalf of

whom it has been issued, contingent liability including debt service reserve account (DSRA)

guarantees/ any put option, etc.: None

Page 10: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

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4. ISSUE INFORMATION

4.1 Details of CPs issued by the Company including ISIN, amount, date of allotment, maturity, all

credit ratings including unaccepted ratings, date of rating, name of credit rating agency, its

validity period (details of credit rating letter issued not older than one month on the date of

opening of the issue), details of issuing and paying agent and other conditions, if any.

Tranche Name CP/PROP/00245 ISIN INE525R14494 Amount* (Rs. In Crore)

Rs. 4,250 Crore

Rate 13% Date of Allotment 04-Mar-2020 / 05-Mar-2020 Maturity 13-Mar-2020 Credit rating Crisil A1 + ; ICRA A1+

i. Name of credit rating

Crisil Ltd and ICRA Ltd

ii. Date of credit rating

Crisil: 28-Feb-2020 / ICRA: 28-Feb-2020

iii. Validity period The rating is valid for the tenure of CPs till redemption

Issuing and Paying Agent

HDFC Bank Limited Treasury Operations, Lodha – I Think Techno Campus, 4th Floor, Building – Alpha, Near Kanjurmarg Railway Station Kanjurmarg (East), Mumbai – 400042 Tel. No. 022-30752409 Fax No. 022-30752421 E-mail : [email protected] Contact Person : Mr. Tanmay Mathkar Designation : Deputy Vice President - Treasury Operations

*Amount borrowed through Commercial Papers is shown at face value without considering discount

1.2 CP borrowing limit, supporting board resolution for CP borrowing, details of CP issued

during the last 15 months.

The issue of CPs is being made pursuant to the resolution of the Board of Directors passed at their

meeting held on October 15, 2018. The copy of the Board resolution is attached as Annexure A. The

detail of CPs issued during the last 15 months is attached as Annexure B.

1.3 End-use of funds: Onward lending

1.4 Credit Support/Enhancement (if any): None

Page 11: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

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FINANCIAL INFORMATION:

5.1 Audited standalone financial information for the last three years The Audited standalone financial information for last three Audited Financial years is as under:

Balance Sheet as per IndAS (Rs. in Lakh)

Sr. No.

Particulars For the Year Ended March 31, 2019

(As per Ind AS financials)

For the Year Ended March 31, 2018

(As per Ind AS financials)

For the Year Ended March 31, 2017

(As per Ind AS financials)

A ASSETS

1 Non-current assets

a) Property, plant and equipment 23,592.07 24,243.28 24,918.31

b) Other intangible assets 104.57 35.76 4.15

c) Financial assets

i. Investments 10.00 - -

ii. Other financial assets 412.10 413.60 413.60

d) Current tax assets (net) 1,320.58 1,201.87 832.10

Total non-current assets 25,439.32 25,894.51 26,168.16

2 Current assets

a) Financial assets

i. Investment 1,346.58 500.68 -

ii. Trade receivables - 112.05 -

iii. Cash and cash equivalents 3,126.27 208.72 320.43

iv. Other bank balances 11.32 10.65 10.00

v. Other financial assets 28.03 1.06 88.86

b) Other current assets 87.51 82.11 52.19

Total current assets 4,599.71 915.27 471.48

Total assets 30,039.03 26,809.78 26,639.64

B EQUITY AND LIABILITIES

1 Equity

a) Equity share capital 300.00 300.00 300.00

b) Other equity 10,883.17 10,482.33 9,991.23

Equity attributable to owners of the company

11,183.17 10,782.33 10,291.23

Total equity 11,183.17 10,782.33 10,291.23

Page 12: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

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C Liabilities

1 Non-current liabilities

a) Financial liabilities

i. Borrowings 14,279.76 14,827.86 -

ii. Other financial liabilities 1,254.61 - -

b) Provisions 10.04 7.03 5.24

c) Other non current liabilities 1,826.32 - -

d) Deferred tax liabilities (net) 652.48 440.98 256.46

Total non-current liabilities 18,023.21 15,275.87 261.70

2 Current liabilities

a) Financial liabilities

i. Borrowings - - 12,595.00

ii. Trade payables 88.13 73.74 235.58

iii. Other financial liabilities 715.96 619.96 3,167.99

b) Provisions 3.91 2.39 1.63

c) Other current liabilities 24.65 55.49 86.51

Total current liabilities 832.65 751.58 16,086.71

Total liabilities 18,855.86 16,027.45 16,348.41

Total equity and liabilities 30,039.03 26,809.78 26,639.64

Notes: The financial statements of the Company have been prepared in accordance with the Indian Accounting Standards (Ind AS) and the relevant provisions of the Companies Act, 2013 (the “Act”) (to the extent notified). The Ind AS are prescribed under Section 133 of the Act read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and relevant amendment rules issued thereafter.

Effective April 1, 2018, the Company has adopted all the Ind AS and the adoption was carried out in accordance with Ind AS 101, First-time Adoption of Indian Accounting Standards, with April 1, 2017 as the transition date. The transition was carried out from Indian Accounting Principles generally accepted in India as prescribed under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 (IGAAP), which was the previous GAAP.

Page 13: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

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Statement of Profit and Loss as per IndAS for the Financial Year 2018-19 and 2017-18(Rs. in Lakh)

For the year ended March 31, 2019

For the year ended March 31, 2018

I Income:

Revenue from operations

Business service centre income 3,221.36 2,973.23

Sales of commodities 3,817.78 -

Other Operating Income 2,077.12 2,122.48

Total revenue from operations (A) 9,116.26 5,095.71

Other income (B) 69.68 48.39

Total income (A + B) 9,185.94 5,144.10

II Expenses:

Purchase of commodities 3,836.88 -

Employee benefits expenses 177.57 138.91

Depreciation and amortisation expense 893.31 867.46

Finance costs 2,892.47 2,741.31

Other expenses 617.84 572.85

Total expenses 8,418.07 4,320.53

III Profit before tax 767.87 823.57

IV Less : Tax expense

Current tax 156.04 150.05

Deferred tax 211.75 183.94

Tax adjustment of earlier years (1.42) -

Total tax expense 366.37 333.99

V Net Profit for the year 401.50 489.58

VI Other comprehensive income / (loss)

(i) Items that will be reclassified to profit or loss - -

(ii) Items that will not be reclassified to profit or loss

- Actuarial gain/(losses) on post-retirement benefit plans

(0.91) 2.10

- Income tax on the above 0.25 (0.58)

Total other comprehensive income (0.66) 1.52

VII Total comprehensive income 400.84 491.10

Page 14: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

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VIII Earnings Per Equity Share

(Face value of Rs. 10/- each)

Basic 13.38 16.32

Diluted 13.38 16.32

Notes: i. The financial statements of the Company have been prepared in accordance with the Indian Accounting Standards (Ind AS) and

the relevant provisions of the Companies Act, 2013 (the “Act”) (to the extent notified). The Ind AS are prescribed under Section

133 of the Act read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and relevant amendment rules

issued thereafter.

ii. Effective April 1, 2018, the Company has adopted all the Ind AS and the adoption was carried out in accordance with Ind AS

101, First-time Adoption of Indian Accounting Standards, with April 1, 2017 as the transition date. The transition was carried out

from Indian Accounting Principles generally accepted in India as prescribed under Section 133 of the Act, read with Rule 7 of the

Companies (Accounts) Rules, 2014 (IGAAP), which was the previous GAAP.

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P a g e 15 | 23

Statement of Profit & Loss as per Indian GAAP (Rs. in Lakh)

For the year

ended March 31, 2018

For the year

ended March 31, 2017

I Income:

(a) Revenue from operations 5,095.03 2,995.15

(b Other income 48.39 5.21

Total Revenue 5,143.42 3,000.36

II Expenses:

(a) Employee benefits expense 136.81 75.80

(b Finance costs 2,775.91 1,508.98

(c) Depreciation and amortization expense 867.46 755.38

(d Other expenses 626.85 507.80

Total Expenses 4,407.03 2,847.96

II Profit before tax 736.39 152.40

IV Less: Tax expense

Current tax 150.05 31.00

Deferred tax 159.68 44.58

309.73 75.58

V Profit for the year 426.66 76.82

Earnings per equity share (EPS)

(face value of Rs.10/- each)

(Basic EPS (in Rs.) 14.22 2.56

(Diluted EPS (in Rs.) 14.22 2.56

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Statement of Cash Flow as per IndAS (Rs. in Lakh)

Particulars For the year

ended March 31, 2019

For the year

ended March 31, 2018

Cash flow from operating activities

A Profit (Loss) before tax 767.87 823.57

Adjustment for :

Depreciation 893.31 867.46

Provision for gratuity 2.19 2.21

Provision for/(reversal of) compensated absences 1.42 0.76

Dividend on current investments - (0.46)

Share of profit from partnership firm where the Company is a Partner (26.84) -

Interest income (41.70) (48.14)

Interest expense 1,323.28 377.12

Operating Profit/(Loss) before Working Capital Changes 2,919.53 2,022.52

Adjustment for :

(Increase)/decrease in loans and advances and other current assets 81.17 (54.17)

Increase/(decrease) in trade payables and other liabilities 3,080.48 (3,214.44)

Increase/(decrease) in Provisions - 1.68

Cash generated from/(used in) operations 6,081.18 (1,244.41)

Direct taxes paid (204.79) (471.68)

Net Cash from/(used in) operating activities (A) 5,876.39 (1,716.09)

B Cash flow from Investing Activities

Purchase of non current investments (10.00) -

Purchase of fixed assets (net) (310.91) (224.03)

Dividend Received - 0.46

Increase/(decrease) in other bank balances having maturity of more than 3 months and earmarked bank balances

(0.67) (0.65)

Net Cash generated from/(used in) investing activities (B) (321.58) (224.22)

C Cash flow from Financing Activities

Interest expense (1,323.28) (465.72)

Increase/(decrease) in long term borrowings 5.45 15,500.00

Repayment of long-term borrowings (473.53) (110.00)

Proceeds from short term borrowings (net) - (12,595.00)

Net Cash (used in)/ from Financing Activities (C) (1,791.36) 2,329.28

Net increase in cash and cash equivalents (A+B+C) 3,763.45 388.97

Cash and cash equivalents at the beginning of the year 709.40 320.43

Cash and cash equivalents at the end of the year 4,472.85 709.40

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P a g e 17 | 23

Notes:

I Cash and bank balances 3,126.27 208.72

Investment in Short term liquid funds 1,346.58 500.68

4,472.85 709.40

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Statement of Cash Flow as per IGAAP (Rs. in Lakh)

Particulars For the year ended March 31, 2018

For the year ended March 31, 2017

Cash flow from operating activities

A Profit (Loss) before tax 736.39 152.40

Adjustment for : Depreciation 867.46 755.38

Provision for gratuity 0.11 1.43

Provision for/(reversal of) compensated absences 0.76 (0.04)

Dividend income (0.46) (4.32)

Interest income (48.14) -

Interest expense 1,108.92 1,330.07

Operating Profit/(Loss) before Working Capital Changes

2,665.04 2,234.92

Adjustment for :

(Increase)/decrease in loans and advances and other current assets

(54.17) 441.90

Increase/(decrease) in trade payables and other liabilities (3,214.44) 236.73

Increase/(decrease) in Provisions 1.68 (0.05)

Cash generated from/(used in) operations (601.89) 2,913.50

Direct taxes paid (471.68) (428.40)

Net Cash from/(used in) operating activities (A) (1,073.57) 2,485.10

B Cash flow from Investing Activities

Purchase of fixed assets (net) (224.03) (5,000.13)

Dividend Received 0.46 4.32

Increase/(decrease) in other bank balances having maturity of more than 3 months and earmarked bank balances

(0.65) (10.00)

Net Cash generated from/(used in) investing activities (B)

(224.22) (5,005.81)

C Cash flow from Financing Activities

Interest expense (1,108.92) (1,330.07)

Increase/(decrease) in long term borrowings 15,500.00 -

Repayment of long-term borrowings (110.00) -

Proceeds from short term borrowings (net) (12,595.00) 4,095.00

Net Cash (used in)/ from Financing Activities (C) 1,686.08 2,764.93

Net increase in cash and cash equivalents (A+B+C) 388.29 244.22

Cash and cash equivalents at the beginning of the year 320.43 76.21

Cash and cash equivalents at the end of the year 708.72 320.43

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P a g e 19 | 23

Notes:

I Cash and bank balances 219.37 330.43

Less: Bank balance comprise cash in deposit accounts with original maturity of more than 3 months (as defined in AS 3 - "Cash Flow Statement")

(10.65) (10.00)

Investment in Short term liquid funds 500.00 -

708.72 320.43

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P a g e 20 | 23

5.2 Statement of Audited Financial Results for the half year ended September 30, 2019 The Statement of Audited Financial results for the half year ended September 30, 2019 is as under:

Audited Balance Sheet as per IndAS (Rs. in Lakh)

As at

September 30, 2019

As at

March 31, 2019

A ASSETS

1 Non-current assets

a) Property, plant and equipment 23,197.40 23,592.07

b) Other intangible assets 91.38 104.57

c) Financial assets

i. Investments 10.00 10.00

ii. Other financial assets 412.10 412.10

d) Other non current assets 9.60 -

e) Current tax assets (net) 1,424.37 1,320.58

Total non-current assets 25,144.85 25,439.32

2 Current assets

a) Financial assets

i. Investment 4,631.79 1,346.58

ii. Trade receivables 28.33 -

iii. Cash and cash equivalents 1,130.91 3,126.27

iv. Other bank balances 11.32 11.32

v. Other financial assets 2,190.48 28.03

b) Other current assets 124.22 87.51

Total current assets 8,117.05 4,599.71

Total assets 33,261.90 30,039.03

B EQUITY AND LIABILITIES

1 Equity

a) Equity share capital 300.00 300.00

b) Other equity 11,184.85 10,883.17

Equity attributable to owners of the company 11,484.85 11,183.17

Total equity 11,484.85 11,183.17

Page 21: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

CONFIDENTIAL AND FOR PRIVATE CIRCULATION ONLY (For the Addressee only)

P a g e 21 | 23

As at

September 30, 2019

As at

March 31, 2019

C Liabilities

1 Non-current liabilities

a) Financial liabilities

i. Borrowings 15,037.97 14,279.76

ii. Other financial liabilities 1,313.58 1,254.61

b) Provisions 16.55 10.04

c) Other non current liabilities 1,735.00 1,826.32

d) Deferred tax liabilities (net) 786.03 652.48

Total non-current liabilities 18,889.13 18,023.21

2 Current liabilities

a) Financial liabilities

i. Borrowings 1,960.62 -

ii. Trade payables 100.74 88.13

iii. Other financial liabilities 762.35 715.96

b) Provisions 5.68 3.91

c) Other current liabilities 58.53 24.65

Total current liabilities 2,887.92 832.65

Total liabilities 21,777.05 18,855.86

Total equity and liabilities 33,261.90 30,039.03

Page 22: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

CONFIDENTIAL AND FOR PRIVATE CIRCULATION ONLY (For the Addressee only)

P a g e 22 | 23

Statement of Profit and Loss as per INDAS (Rs. in Lakh) For the period endedSeptember 30, 2019

For the year endedMarch 31, 2019

I Income:

Revenue from operations

Business service centre income 1,782.55 3,221.36

Sales of commodities - 3,817.78

Other Operating Income 875.33 2,077.12

Total revenue from operations (A) 2,657.88 9,116.26

Other income (B) 55.68 69.68

Total income (A + B) 2,713.56 9,185.94

II Expenses:

Purchase of commodities - 3,836.88

Employee benefits expenses 95.33 177.57

Depreciation and amortisation expense 423.16 893.31

Finance costs 1,361.70 2,892.47

Other expenses 316.39 617.84

Total expenses 2,196.58 8,418.07

III Profit before tax 516.98 767.87

IV Less : Tax expense

Current tax 76.32 156.04

Deferred tax 135.06 211.75

Tax adjustment of earlier years - (1.42)

Total tax expense 211.38 366.37

V Net Profit for the period 305.60 401.50

VI Other comprehensive income / (loss)

(i) Items that will be reclassified to profit or loss - -

(ii) Items that will not be reclassified to profit or loss

- Actuarial gain/(losses) on post-retirement benefit plans

(5.43) (0.91)

- Income tax on the above 1.51 0.25

Total other comprehensive income (3.92) (0.66)

VII Total comprehensive income

301.68 400.84

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Page 24: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

Annexure 1

Repayment Schedule of HDFC Bank Term Loan (LRD) of sanction letter dated Nov 1, 2017

Date of Repayment Amount (Rs. in Cr)

03-Jan-20 0.31

23-Jan-20 0.20

27-Jan-20 0.02

03-Feb-20 0.31

23-Feb-20 0.20

27-Feb-20 0.02

03-Mar-20 0.31

23-Mar-20 0.20

27-Mar-20 0.02

03-Apr-20 0.33

23-Apr-20 0.20

27-Apr-20 0.02

03-May-20 0.33

23-May-20 0.20

27-May-20 0.02

03-Jun-20 0.33

23-Jun-20 0.20

27-Jun-20 0.02

03-Jul-20 0.33

23-Jul-20 0.20

27-Jul-20 0.02

03-Aug-20 0.33

23-Aug-20 0.20

27-Aug-20 0.02

03-Sep-20 0.34

23-Sep-20 0.20

27-Sep-20 0.03

03-Oct-20 0.34

23-Oct-20 0.20

27-Oct-20 0.03

03-Nov-20 0.34

23-Nov-20 0.20

03-Oct-20 0.34

27-Nov-20 0.03

03-Dec-20 0.43

23-Dec-20 0.20

Date of Repayment Amount (Rs. in Cr)

27-Dec-20 0.03

03-Jan-21 0.43

23-Jan-21 0.20

27-Jan-21 0.03

03-Feb-21 0.44

23-Feb-21 0.20

27-Feb-21 0.03

03-Mar-21 0.44

23-Mar-21 0.20

27-Mar-21 0.03

03-Apr-21 0.44

23-Apr-21 0.20

27-Apr-21 0.03

03-May-21 0.44

23-May-21 0.20

27-May-21 0.03

03-Jun-21 0.45

23-Jun-21 0.20

27-Jun-21 0.03

03-Jul-21 0.45

23-Jul-21 0.20

27-Jul-21 0.03

03-Aug-21 0.45

23-Aug-21 0.20

27-Aug-21 0.03

03-Sep-21 0.45

23-Sep-21 0.20

27-Sep-21 0.04

03-Oct-21 0.46

23-Oct-21 0.20

27-Oct-21 0.04

03-Nov-21 0.46

23-Nov-21 0.20

27-Nov-21 0.04

03-Dec-21 0.53

23-Dec-21 0.20

Page 25: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

Date of Repayment Amount (Rs. in Cr)

27-Dec-21 0.04

03-Jan-22 033

23-Jan-22 0.20

27-Jan-22 0.04

03-Feb-22 0.53

23-Feb-22 0.20

27-Feb-22 0.04

03-Mar-22 0.54

23-Mar-22 0.20

27-Mar-22 0.04

03. -27 0-54

23-Apr-22 0.20

27-Apr-22 0.04

03-May-22 0.54

23-May-22 0.20

27-May-22 0.04

03-Jun-22 0.54

23-Jun-22 0.20

27-Jun-22 0.04

03-Jul-22 0.55

23-Jul-22 0.20

27-Jul-22 0.04

03-Aug-22 0.55

23-Aug-22 0.20

27-Aug-22 0.04

03-Sep-22 0.55

23-Sep-22 0.20

27-Sep-22 0.05

03-Oct-22 0.56

23-Oct-22 0.20

27-Oct-22 0.05

03-Nov-22 0.56

23-Nov-22 0.20

27-Nov-22 0.05

03-Dec-22 0.63

23-Dec-22 0.20

Date of Repayment Amount (Rs. in Cr)

27-Dec-22 0.05

03-Jan-23 0.63

23-Jan-23 0.20

27-Jan-23 0.05

03-Feb-23 0.64

23-Feb-23 0.20

27-Feb-23 0.05

03-Mar-23 0.64

23-Mar-23 0.20

27-Mar-23 0.05

-03A-pr=23 11.64

23-Apr-23 0.20

27-Apr-23 0.05

03-May-23 0.65

23-May-23 0.20

27-May-23 0.05

03-Jun-23 0.65

23-Jun-23 0.20

27-Jun-23 0.05

03-Jul-23 0.66

23-Jul-23 0.20

27-Jul-23 0.05

03-Aug-23 0.66

23-Aug-23 0.20

27-Aug-23 0.05

03-Sep-23 0.66

23-Sep-23 0.20

27-Sep-23 0.06

03-Oct-23 0.68

23-Oct-23 0.20

27-Oct-23 0.06

03-Nov-23 0.68

23-Nov-23 0.20

27-Nov-23 0.06

03-Dec-23 0.78

23-Dec-23 0.20

Page 26: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

Date of Repayment - Amount (Rs. in Cr)

27-Dec-23 0.06

03-Jan-24 0.79

23-Jan-24 0.20

27-Jan-24 0.06

03-Feb-24 0.79

23-Feb-24 0.20

27-Feb-24 0.06

03-Mar-24 0.79

23-Mar-24 0.20

27-Mar-24 0.06

03-Apr-24 0.80

23-Apr-24 0.20

27-Apr-24 0.06

03-May-24 0.80

23-May-24 0.20

27-May-24 0.06

03-Jun-24 0.81

23-Jun-24 0.20

27-Jun-24 0.06

03-Jul-24 0.81

23-Jul-24 0.20

27-Jul-24 0.06

03-Aug-24 0.83

23-Aug-24 0.20

27-Aug-24 0.06

03-Sep-24 0.83

23-Sep-24 0.20

27-Sep-24 0.07

03-Oct-24 0.84

23-Oct-24 0.20

27-Oct-24 0.07

03-Nov-24 0.84

27-Nov-24 0.07

03-Dec-24 0.99

23-Dec-24 0.20

27-Dec-24 0.07

03-Jan-25 1.00

23-Jan-25 0.20

27-Jan-25 0.07

Date of Repayment Amount (Rs. in Cr)

03-Feb-25 1.00

23-Feb-25 0.20

27-Feb-25 0.07

03-Mar-25 1.01

23-Mar-25 0.20

27-Mar-25 0.07

03-Apr-25 1.01

23-Apr-25 0.20

27-Apr-25 0.07

03-May-25 1.03

23-May-25 0.20

27-May-25 0.07

03-Jun-25 1.04

23-Jun-25 0.20

27-Jun-25 0.07

03-Jul-25 1.04

23-Jul-25 0.20

27-Jul-25 0.08

03-Aug-25 1.05

23-Aug-25 0.20

27-Aug-25 0.08

03-Sep-25 1.05

23-Sep-25 0.20

27-Sep-25 0.09

03-Oct-25 1.06

23-Oct-25 0.2

27-Oct-25 0.09

03-Nov-25 1.08

23-Nov-25 0.2

27-Nov-25 0.09

03-Dec-25 1.06

23-Dec-25 0.2

27-Dec-25 0.09

03-Jan-26 1.08

23-Jan-26 0.2

27-Jan-26 0.09

03-Feb-26 1.08

23-Feb-26 0.20

Page 27: JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED · Hyderabad - 500032 Tel. No. : 040 67161604 Fax no. : 040 67161602 E-mail : dpcorp@karvy.com Contact Person: Mr. Mukharji Yenugu / Mr

Date of Repayment Amount (Rs. in Cr)

27-Feb-26 0.09

03-Mar-26 1.09

23-Mar-26 0.20

27-Mar-26 0.09

03-Apr-26 1.10

23-Apr-26 0.2

27-Apr-26 0.09

03-May-26 1.10

-2,3-May-26- - -0.20__

27-May-26 0.09

03-Jun-26 LH

23-Jun-26 0.20

27-Jun-26 0.09

03-Jul-26 1.11

23-Jul-26 0.20

27-Jul-26 0.09

03-Aug-26 1.13

23-Aug-26 0.20

27-Aug-26 0.10

03-Sep-26 1.14

23-Sep-26 0.20

27-Sep-26 0.09

03-Oct-26 1.14

23-Oct-26 0.20

27-Oct-26 0.10

03-Nov-26 1.15

23-Nov-26 0.20

27-Nov-26 0.10

03-Dec-26 1.20

23-Dec-26 0.20

27-Dec-26 0.10

03-Jan-27 1.21

23-Jan-27 0.20

27-Jan-27 0.10

03-Feb-27 1.23

23-Feb-27 0.20

27-Feb-27 0.10

03-Mar-27 1.23

23-Mar-27 0.20

27-Mar-27 0.10

Date of Repayment Amount (Rs. in Cr)

03-Apr-27 1.24

23-Apr-27 0.20

27-Apr-27 0.10

03-May-27 1.25

23-May-27 0.20

27-May-27 0.10

03-Jun-27 1.25

23-Jun-27 0.20

27-hili-27 - 010 03-Jul-27 1.26

23-Jul-27 0.20

27-Jul-27 0.10

03-Aug-27 1.28

23-Aug-27 0.20

27-Aug-27 0.10

03-Sep-27 1.29

23-Sep-27 0.20

27-Sep-27 0.11

03-Oct-27 1.29

23-Oct-27 0.20

27-Oct-27 0.11

03-Nov-27 1.30

23-Nov-27 0.20

27-Nov-27 0.11

03-Dec-27 1.39

23-Dec-27 0.20

27-Dec-27 0.11

03-Jan-28 1.39

23-Jan-28 0.20

27-Jan-28 0.11

03-Feb-28 1.40

23-Feb-28 0.20

27-Feb-28 0.11

03-Mar-28 1.41

23-Mar-28 0.20

27-Mar-28 0.11

03-Apr-28 1.43

23-Apr-28 0.20

27-Apr-28 0.11

03-May-28 1.43

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Date of Repayment Amount (Rs. in Cr)

23-May-28 0.20

27-May-28 0.11

03-Jun-28 1.44

23-Jun-28 0.20

27-Jun-28 0.11

03-Jul-28 1.45

23-Jul-28 0.20

27-Jul-28 0.11

03-Aug-28 1.46

23-Aug-28 0.20

27-Aug-28 0.12

03-Sep-28 1.48

23-Sep-28 0.20

27-Sep-28 0.12

03-Oct-28 1.49

23-Oct-28 0.20

27-Oct-28 0.12

03-Nov-28 1.49

23-Nov-28 0.20

27-Nov-28 0.12

03-Dec-28 1.53

23-Dec-28 0.20

27-Dec-28 0.13

03-Jan-29 1.51

23-Jan-29 0.20

27-Jan-29 0.13

03-Feb-29 1.53

23-Feb-29 0.20

27-Feb-29 0.13

03-Mar-29 1.54

23-Mar-29 0.20

27-Mar-29 0.13

03-Apr-29 1.55

23-Apr-29 0.20

27-Apr-29 0.13

03-May-29 1.56

23-May-29 0.20

27-May-29 0.13

03-Jun-29 1.56

23-Jun-29 0.20

27-Jun-29 0.13

03-Jul-29 1.58

23-Jul-29 0.20

Date of Repayment Amount (Rs. in Cr)

27-Jul-29 0.13

03-Aug-29 1.59

23-Aug-29 0.20

27-Aug-29 0.13

03-Sep-29 1.60

23-Sep-29 0.20

27-Sep-29 0.14

03-Oct-29 1.61

23-Oct-29 0.20

27-Oct-29 0.13

03-Nov-29 1.63

23-Nov-29 0.20

27-Nov-29 0.14

03-Dec-29 1.64

23-Dec-29 0.20

27-Dec-29 0.14

03-Jan-30 1.65

23-Jan-30 0.20

27-Jan-30 0.14

03-Feb-30 1.66

23-Feb-30 0.20

27-Feb-30 0.14

03-Mar-30 1.68

23-Mar-30 0.20

27-Mar-30 0.14

03-Apr-30 1.69

23-Apr-30 0.20

27-Apr-30 0.14

03-May-30 1.70

23-May-30 0.20

27-May-30 0.14

23-Jun-30 0.20

27-Jun-30 0.14

23-Jul-30 0.20

27-Jul-30 0.14

27-Aug-30 0.14

27-Sep-30 0.15

27-Oct-30 0.15

27-Nov-30 0.15

27-Dec-30 0.15

27-Jan-31 0.15

27-Feb-31 0.15

Total 157.34

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Annexure 2

Repayment Schedule of Orix Leasing & Financial Services India Limited (Finance Lease) of sanction letter dated Dec 26, 2018

Date of Repayment Amount

01-Jan-20 7,331 01-Feb-20 7,426

01-Mar-20 7,522

01-Apr-20 7,619

01-May-20 7,718

01-Jun-20 7,817

01-Jul-20 7,918

01-Aug-20 8,020

01-Sep-20 8,124

01-Oct-20 8,229

01-Nov-20 8,335

01-Dec-20 8,443

01-Jan-21 8,552

01-Feb-21 8,662

01-Mar-21 8,774

01-Apr-21 8,887

01-May-21 9,002

01-Jun-21 9,119

01-Jul-21 9,236

01-Aug-21 9,356

01-Sep-21 9,476

01-Oct-21 9,599

01-Nov-21 9,723

01-Dec-21 9,848

01-Jan-22 9,975

01-Feb-22 10,104

01-Mar-22 10,235

01-Apr-22 10,367

01-May-22 10,501

01-Jun-22 10,636

01-Jul-22 10,774

01-Aug-22 10,913

01-Sep-22 11,054

01-Oct-22 11,197

01-Nov-22 11,341

01-Dec-22 11,488

01-Jan-23 11,636

01-Feb-23 11,786

01-Mar-23 11,938

01-Apr-23 12,093

01-May-23 12,249

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01-Jun-23 12,407

❑1-Jul-23 12,567

01-Aug-23 12,729

01-Sep-23 12,894

01-Oct-23 13,060

01-Nov-23 13,229

01-Dec-23 13,400

Total 5,04,748

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AM FINANCIAL

CERTIFIED TRUE COPY OF THE RESOLUTION PASSED BY THE BOARD OF DIRECTORS AT ITS MEETING HELD ON OCTOBER 15, 2018

"RESOLVED THAT in supersession of the resolution passed vide minute no. 17 dated January 12, 2018 and partial modification of the resolution passed vide minute no. 11(a) dated April 25, 2018 and pursuant to the provisions of Section 179(3)(d) of the Companies Act, 2013 and subject to the approval of the members of the Company, the Board hereby approves the issue of Commercial Papers (CPs) from time to time for an amount aggregating up to Rs. 7,000 Crore (Rupees Seven Thousand Crore only) and remaining outstanding at any given point of time."

"RESOLVED FURTHER THAT the Board hereby approves the buy-back of CPs issued by the Company from time to time before its maturity through the secondary market route at the prevailing market price."

"RESOLVED FURTHER THAT the Borrowing Committee consisting of Mr. S R Nayak and Mr. Anil Salvi, Directors, be and is hereby authorised, from time to time, to decide the exact amount to be raised by the Company through the issuance of CPs, its tenor, the rate of interest, buy-back of the CPs, their buy-back price, etc."

"RESOLVED FURTHER THAT any two of Mr. S R Nayak, Mr. Anil Salvi, Directors, Mr. Manish Sheth, Mr. Vishal Solanki, Ms. Glenys Crasta, Mr. Hemant Kotak, Mr. Vishwanath S, Mr. Bharat Bharakhada, Mr. Nirav Gandhi, Mr. Pradeep Prajapati and Mr. Mukesh Gupta, the officials belonging to the JM Financial Group, be and are hereby jointly authorised on behalf of the Company to make, apply, sign and/or execute necessary writing(s), application(s), agreement(s) or other document(s), which may be required to be signed and/or executed in connection with obtaining credit ratings for CPs and the issue, redemption or buyback of above CPs AND THAT they be and are hereby further authorised to do all such acts, deeds, matters and things as may be required for the purpose of giving effect to this resolution."

Certified to be true

Date: January 10, 2020 Place: Mumbai

JM Financial Properties and Holdings Limited Corporate Identity Number : U65990MH2010PLC201513 Regd. Office: 7th Floor, Cnergy, Appasaheb Marathe Marg. Prabnadevi. Mumbai 400 025 T: +91 22 6630 3030 F: +91 22 6630 3223 www.jmfl.com

Mudrika Desai Company Secretary

Annexure A

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AAA FINANCIAL ANNEXURE B

THE DETAILS OF CPS ISSUED DURING THE LAST 15 MONTHS

I.SSIIIE AND PAYING Aorta

RATING RATED AMOUNT (Rs.; In. Crowe)

HDFC BANK LIMITED

CARE Ratings Limited

CARE Al+ 500.00

ICRA Limited [ICRA]A1+ 250.00

ISIN No Issue Date ' Amount (Rs. in C'rore)

Maturity Date Amount Outstanding (Rs. in erore)

INE525R14379 08-Jan-19 50.00 06-Mar-19 -

INE525R14379 09-Jan-19 150.00 06-Mar-19 -

INE525R14387 08-Apr-19 50.00 15-Apr-19 -

INE525R14395 08-Apr-19 10.00 18-Apr-19 -

INE525R14395 08-Apr-19 10.00 18-Apr-19 -

1NE525R14395 08-Apr-19 5.00 18-Apr-19 -

INE525R14395 11-Apr-19 840.00 18-Apr-19 -

INE525R14395 11-Apr-19 100.00 18-Apr-19 -

INE525R14395 11-Apr-19 100.00 18-Apr-19 -

INE525R14395 11-Apr-19 320.00 18-Apr-19

1NE525R14403 18-Apr-19 15.00 18-Jul-19 -

INE525R14403 18-Apr-19 5.00 18-Jul-19 - .

INE525R14403 18-Apr-19 5.00 18-Jul-19 -

INE525R14411 24-May-19 25.00 23-Jul-19 -

INE525R14429 23-Jul-19 20.00 23-Sep-19 -

INE525R14445 01-Aug-19 700.00 08-Aug-19

11NE525R14452 23-Sep-19 20.00 23-Dec-19 -

INE525R14460 04-Oct-19 1,175.00 11-Oct-19 -

INE525R14460 04-Oct-19 100.00 11-Oct-19 -

INE525R14460 04-Oct-19 200.00 11-Oct-19 -

INE525R14478 05-Dec-19 250.00 12-Dec-19 -

INE525R14478 05-Dec-19 200.00 12-Dec-19 -

INE525R14478 05-Dec-19 175.00 12-Dec-19 -

INE525R14478 05-Dec-19 750.00 12-Dec-19 -

INE525R14478 05-Dec-19 500.00 12-Dec-19 -

INE525R14478 05-Dec-19 1,750.00 12-Dec-19 -

INE525R14478 05-Dec-19 ' 125.00 12-Dec-19

INE525R14486 23-Dec-19 15.00 23-Mar-20 15.00

INE525R14486 23-Dec-19 5.00 23-Mar-20 5.00 Yours faithfully, For JM Financial Properties and Holdings Limited

S R Nayak Director

JM Financial Properties and Holdings Limited Corporate Identity Number : U65990MH2010PLC201513 Regd. Office: 7th Floor, Cnergy, Appasoheb Marothe Morg, Prabhadevf, Mumboi 400 025 T: +91 22 6630 3030 F: +91 22 6630 3223 www.jmti.com

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GOPALAKRISHNAN M GOPALAKRISHNAN M & CO CHARTERED ACCOUNTANTS

B.COM ; F.C.A.

INDEPENDENT AUDITOR'S REPORT

TO THE BOARD OF DIRECTORS OF .IM FINANCIAL PROPERTIES AND HOLDINGS LIMITED

Report on the Audit of the Condensed Interim financial statements

1. Opinion We have audited the accompanying Condensed Interim financial statements of JM Financial Properties and Holdings Limited ('the Company'), which comprise the Condensed Interim Balance Sheet as at September 30, 2019, the Condensed Interim Statement of Profit and Loss (including Other Comprehensive income), the Condensed Interim Statement of Changes in Equity and the Condensed Interim Statement of Cash Flows for the half year then ended, and Notes to the Condensed Interim Financial Statements, including a summary of significant accounting policies ('the Condensed Interim Financial Statements') and other explanatory information, as required by Indian Accounting Standard (Ind AS) 34 "Interim Financial Reporting" and other accounting principles generally accepted in India. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Condensed Interim Financial Statements are prepared in accordance with Ind AS 34 and other accounting principles generally accepted in India, which give a true and fair view of the state of affairs of the Company as at September 30, 2019, and its profit (including other comprehensive income), changes in equity and its cash flows for the half year ended on that date.

2. Basis for Opinion We conducted our audit in accordance with the Standards on Auditing (`SAsi) specified under section 143(10) of the Companies Act, 2013 ("Act"). Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the Condensed Interim Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India ('ICAI') together with the ethical requirements that are relevant to our audit of the Condensed Interim Financial Statements under the provisions of the Companies Act, 2013 and the Rules thereunder; and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

3. Responsibility of Management for the Condensed Interim Financial Statements The Company's management and Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these Condensed Interim financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, changes in equity and cash flows of the Company in accordance with Ind AS 34 prescribed under section 133 of the Act and other accounting principles generally accepted in India. 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 Condensed Interim Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. In preparing the Condensed Interim Financial Statements, Board of Directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the Company's financial reporting process. CD

*

RASH N

cP

''.15t0 ACCT

O

B-601, SAI LEELA, SHREE GANESH C.H.S. LTD., NEAR PILLAI COLLEGE, SECTOR 16, NEW PANVEL - 410206.

ill 22055858 - 22052903 Ci 9820423901 - 9969398887, E-mail: [email protected]

Annexure C

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GOPALAKRISHNAN M GOPALAKRISHNAN M & CO CHARTERED ACCOUNTANTS B.COM ; F.C.A.

4. Auditor's Responsibilities for the Audit of the Condensed Interim Financial Statements Our objectives are to obtain reasonable assurance about whether the Condensed Interim Financial Statements, as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Condensed Interim Financial Statements. Our Audit process is narrated in the Appendix to this report.

5. Other Matter Paragraph Attention is drawn to Note 1.B of the Condensed Interim Financial Statements which have been prepared and presented by the Company in pursuance of its compliance with SEBI Circular No. SEBI/HO/DDHS/DDHS/CIR/P/2019/115 dated October 22, 2019 pertaining to listing of the Commercial Papers. This being first time the Company has prepared and presented the Condensed Interim Financial Statements, the corresponding year-to-date figures of previous year in the Condensed Interim Statement of Profit and Loss, Condensed Interim Statement of Cash Flows and Condensed Interim Statement of Changes in Equity are not given.

For an on behalf of Gopalakrishnan M. & Co. Chartered Accountants Registration No. 10330,3AANAN

7(cL

k A. 5

Gopalakrishnan M. Proprietor ACC

Membership No. 40675 Place : Mumbai Date: — 0 — "1-3

2 D os- nA 0PA

CA_Dpc1/4A

2

B-601, SAI LEELA, SHREE GANESH LTD., NEAR PILLAI COLLEGE, SECTOR 16, NEW PANVEL - 410206. lir 22055858 - 22052903 G 9820423901 - 9969398887, E-mail: [email protected]

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GOPALAKRISHNAN M B.COM ; F.C.A.

GOPALAKRISHNAN M & CO CHARTERED ACCOUNTANTS

Appendix to Report on the Audit of the Condensed Interim financial statements (as referred to in para 4 thereof}

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

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

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the operating effectiveness of entity's internal controls.

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

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

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

0. 0 CD * o

c.,\SVINA

d( ie. 675

ic ‘.i to Acc

3

ce 0

* ,..

B-601, SAI LEELA, SHREE GANESH C.H.S. LTD., NEAR PILLAI COLLEGE, SECTOR 16, NEW PANVEL - 410206.

'V 22055858 - 22052903 g 9820423901 - 9969398887, E-mail: [email protected]

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AIM FINANCIAL JM FINANCIAL PROPERTIES AND HOLDINGS

LIMITED

Condensed Interim Financial Statements as at September 30, 2019

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All FINANCIAL JM FINANCIAL PROPERTIES AND HOLDINGS LIMITED

CONDENSED INTERIM BALANCE SHEET AS AT 30TH SEPTEMBER, 2019 Rs. in Lakh

As at 30.09.2019

As at 31.03.2019

A ASSETS

1 Non-current assets

a) Property, plant and equipment 23,197.40 23,592.07 b)

c)

Other intangible assets

Financial assets

91.38 104.57

i. Investments 10.00 10.00 ii. Other financial assets 412.10 412.10

d) Other non current assets 9.60 -

e) Current tax assets (net) 1,424.37 1,320.58

Total non-current assets 25,144.85 25,439.32

2

a)

Current assets

' Financial assets

i. Investment 4,631.79 1,346.58 ii. Trade receivables 28.33 -

iii. Cash and cash equivalents 1,130.91 3,126.27 iv. Other bank balances 11.32 11.32 v. Other financial assets 2,190.48 28.03

b) Other current assets 124.22 87.51

Total current assets 8,117.05 4,599.71

Total assets 33,261.90 30,039.03

B EQUITY AND LIABILITIES

1 Equity

a) Equity share capital 300.00 300.00 b) Other equity 11,184.85 10,883.17

Equity attributable to owners of the company 11,484.85 11,183.17

Total equity 11,484.85 11,183.17

C.*

)

cC

c5c)car ti es

1, hat

(2,

C.Q

\ \

p'a

3

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AM FINANCIAL (Rs. in Lakh)

As at 30.09.2019

As at 31.03.2019

C Liabilities

1

a)

Non-current liabilities

Financial liabilities

i. Borrowings 15,037.97 14,279.76

ii. Other financial liabilities 1,313.58 1,254.61

b) Provisions 16.55 10.04

c) Other non current liabilities 1,735.00 1,826.32

- -d)- - Deferred tax liabilities (net) — x$5.03 65148 Total non-current liabilities 18,889.13 18,023.21

2

a)

Current liabilities

Financial liabilities

i. Borrowings 1,960.62 -

ii. Trade payables 100.74 88.13

iii. Other financial liabilities 762.35 715.96

b) Provisions 5.68 3.91

c) Other current liabilities 58.53 24.65

Total current liabilities 2,887.92 832.65

Total liabilities 21,777.05 18,855.86

Total equity and liabilities 33,261.90 30,039.03

The accompanying notes form an integral part of the condensed interim financial statements. In terms of our report attached

For and on behalf of Gopalakrishnan M & Co Chartered Accountants Firm Registration No. 103303W

( •

( -1-;

CAAp

M. N 0.40675

ti

e Acc

Gopalakrishnan M Proprietor Membership No. 40675 Place Mumbai Date January 09, 2020

For and on behalf of the Board of Directors

SYthtlyt e

S R Nayak Chairman D1N-00039894

Vishal Solanki Chief Financial Officer Place : Mumbai Date January 9, 2020

,K\es a

Mudrika Desai Company Secretary

• ,•••,.

4

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1 JA,1 FINANCIAL CONDENSED INTERIM STATEMENT OF PROFIT AND LOSS FOR THE PERIOD ENDED 30TH SEPTEMBER, 2019

Rs. in Lakh For the

period ended 30.09.2019

For the year ended

31.03.2019 I Income:

Revenue from operations

Business service centre income 1,782.55 3,221.36

Sales of commodities - 3,817.78

Other Operating Income 875.33 2,077.12

Total revenue from operations (A) 2,657.88 9,116.26

Other income (B) 55.68 69.68

Total income (A + B) 2,713.56 9,185.94

II Expenses:

Purchase of commodities - 3,836.88

Employee benefits expenses 95.33 177.57

Depreciation and amortisation expense 423.16 893.31

Finance costs 1,361.70 2,892.47

Other expenses 316.39 617.84

Total expenses 2,196.58 8,418.07

III Profit before tax 516.98 767.87

IV Less : Tax expense

Current tax 76.32 156.04

Deferred tax 135.06 211.75

Tax adjustment of earlier years - (1.42)

Total tax expense 211.38 366.37

V Net Profit for the period 305.60 401.50

VI Other comprehensive income / (loss)

(i) Items that will be reclassified to profit or loss - -

(ii) Items that will not be reclassified to profit or loss

- Actuarial gain/(losses) on post-retirement benefit plans (5.43) (0.91)

- Income tax on the above 1.51 0.25

Total other comprehensive income (3.92) (0.66)

VII Total comprehensive income 301.68 400.84

5 „\.\eS ark(

if 4z7

7) to Lt mba

a.

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AIM FINANCIAL

(Rs. in Lakh) For the

period ended 30.09.2019

For the year ended

31.03.2019

VIII Earnings Per Equity Share

(Face value of Rs. 101- each)

Basic -d) 13.38

13.38

(Not annualise

Diluted (Not annualised)

10.19

10.19

The accompanying notes form an integral part of the condensed interim financial statements.

In terms of our report attached For and on behalf of Gopalakrishnan M & Co Chartered Accountants Firm Registration No. 103303W

CA-op vc.Gopalakrishnan M Proprietor Membership No. 40675 Place : Mumbai Date : January 9, 2020

For and on behalf of the

S R Nayak Chairman D1N-00039894

Vishal Solanki Chief Financial Officer Place : Mumbai Date : January 9, 2020

Board of Directors

-\:\es a

3 M Mbai

Mudrika Desai Company Secretary

6

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6A4 FINANCIAL

Condensed Interim Statement of Changes in Equity for the period ended September 30, 2019

A. Equity share capital Rs. in Lakh

Balance as at 31.03.2019

Changes in equity share

capital during the year

Balance as at 30.09.2019

Equity Share Capital 300.00 - 300.00

B. Other Equity Rs. in Lakh

Particulars Preference shares

Reserves and Surplus

Other Comprehensive

Income

Total Equity

Retained earnings/

(accumulated deficit)

Balance as at March 31, 2019 9,505.00 1,378.17 - 10,883.17

Profit for the period Other comprehensive income for the period

-

-

305.60

(3.92)

-

-

305.60

(3.92)

Balance as at September 30, 2019 9,505.00 1,679.85 - 11,184.85

The accompanying notes form an integral part of the condensed interim financial statements. In terms of our report attached For and on behalf of Gopalakrishnan M & Co Chartered Accountants Firm Registration No. 103303W

NO. 2: .375 //

Gopala rishnan M cco\),,v ----- Proprietor Membership No. 40675 Place : Mumbai Date : January 9,2020

For and on behalf of the Board of Directors

S R Nayak Chairman DlN-00039894

Vishal Solanki Chief Financial Officer Place : Mumbai Date : January 9,2020 j.

ties

7 Mudrika Desai Company Secretary

Cl

7

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AJM FINANCIAL CONDENSED INTERIM STATEMENT OF CASH FLOW FOR THE PERIOD ENDED 30TH SEPTEMBER 2019

(Rs. in Lakh)

S.N. Particulars For the period ended

30.09.2019

For the year ended

31.03.2019

1 Net Cash fromi(used in) operating activities (676.79) 5,876.39

2 Net Cash generated from/(used in) investing activities 10.67 (321.58)

3 Net Cash (used in)! from Financing Activities 2,080.97 (1,791.36)

Net increase in cash and cash equivalents 1,414.85 3,763.45

- Cash the 4,472.85 709.40 and cash equivalents at binning of period

Cash and cash equivalents at the end of the period 5,887.70 4,472.85

Notes:

Cash and bank balances 1,130_91 3,126.27

investment in Short term liquid funds * 4,756.79 1,346.58

5,887.70 4,472.85 * Includes Redemption proceeds receivable from Mutual Fund

In terms of our report attached For and on behalf of Gopalakrishnan M & Co Chartered Accountants Firm Registration No. 103303W

M. NO. 49615

Gopalakrishnan M Proprietor Membership No. 40675 Place : Mumbai Date : January 9,2020

For and on behalf of the Board of Directors

q41,\A/tp,

S R Nayak Chairman DIN-00039894

Vishal Solanki Chief Financial Officer Place : Mumbai Date January 9,2020

'U

C-

z Mudrika Desai Company Secretary

IcQ

8

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JAI FINANCIAL

EXPLANATORY NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS

1 Corporate Information

A. JM Financial Properties and Holdings Limited is a wholly owned subsidiary of JM Financial Ltd. The Company was originally incorporated at Mumbai, Maharashtra on March 31, 2010, as a public limited company, under the provisions of the Companies Act, 1956 as "JM Financial GILTS Limited". The company operates as a full-fledged business service centre.

B. The Condensed Interim Financial Statements have been prepared and presented by the Company in pursuance of it's compliance with SEBI Circular No. SEBI/HO/DDHS/DDHS/CIR/P/2019/115 dated October 22, 2019 pertaining to listing of Commercial Papers_

As the Company has prepared and presented the Condensed Interim Financial Statements for the first time , the corresponding year to date figures of previous year in the Condensed Interim Statement of Profit and Loss, Condensed Interim Statement of Cash Flows and Condensed Interim Statement of Changes in Equity are not given.

2 Significant Accounting Policies

2.1 Statement of Compliance

The Condensed interim financial statements of the Company have been prepared in accordance with the Indian Accounting Standards (Ind AS) 34, the relevant provisions of the Companies Act, 2013 (the "Act") (to the extent notified) and guidelines issued by the Securities and Exchange Board of India (SEBI) as applicable. Ind AS 34 is prescribed in Section 133 of the Act read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and relevant amendment rules issued thereafter.

Historical cost convention The condensed interim financial statements have been prepared on the historical cost basis except : i. for certain financial instruments that are measured at fair values at the end of each reporting period, as

explained in the accounting policies below. ii. Employees defined benefit plan as per actuarial valuation.

2.2 Basis of preparation of financial statements

The accounting policies and methods of computation of condensed interim financial statements are the same as compared with audited financial statements for the year ended March 31, 2019. These condensed interim financial statements should be read in conjunction with the audited financial statements and the related notes for the year ended March 31, 2019.

2.3 Revenue Recognition Revenue is measured at the fair value of the consideration received or receivable. Revenue is recognised at the point when there is reasonable certainty of its ultimate realisation / collection.

2.4 Interest Income Interest income from a financial asset is recognised when it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the amortised cost and at the effective interest rate applicable.

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LIM FINANCIAL 2.5 Statement of Cash Flows

Statement of Cash Flows is prepared segregating the cash flows into operating, investing and financing activities. Cash flow from operating activities is reported using indirect method adjusting the net profit for the effects of: i_ changes during the period in inventories and operating receivables and payables transactions of a non-

cash nature; ii. non-cash items such as depreciation, provisions, deferred taxes, unrealised foreign currency gains and

losses, and undistributed profits of associates and joint ventures; and iii. all other items for which the cash effects are investing or financing cash flows.

Cash and cash equivalents (including bank balances) shown in the Statement of Cash Flows exclude items which are not available for general use as on the date of Balance Sheet.

2.6 Segment reporting The Board of Directors of the Company have been identified as the Chief Operating Decision Maker (CODM) as defined by Ind AS 108, "Operating Segments". Operating segments are reported in a manner consistent with the internal reporting provided to the CODM. The accounting policies adopted for segment reporting are in conformity with the accounting policies adopted for the Company. Revenue and expenses have been identified to segments on the basis of their relationship to the operating activities of the segment. Income / Costs which relate to the Company as a whole and are not allocable to segments on a reasonable basis, have been included under Unallocated Income / Costs.

3 Critical accounting judgements and key sources of estimation uncertainties The preparation of the financial statements in conformity with Ind AS requires the Management to make estimates and assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and the reported income and expenses during the year. The Management believes that the estimates used in preparation of the financial statements are prudent and reasonable. Future results could differ due to these estimates and the differences between the actual results and the estimates are recognised in the periods in which the results are known / materialise.

Fair Valuation Some of the Company's assets and liabilities are measured at fair value for financial reporting purposes. in estimating the fair value of an asset and liability, the Company uses market observable data to the extent it is available.

Deferred Taxes Deferred tax is recorded on temporary differences between the tax bases of assets and liabilities and their carrying amounts, at the rates that have been enacted or substantively enacted at the reporting date. The ultimate realisation of deferred tax assets is dependent upon the generation of future taxable profits during the periods in which those temporary differences and tax loss carry-forwards become deductible. The Company considers the expected reversal of deferred tax liabilities and projected future taxable income in making this assessment. The amount of the deferred tax assets considered realisable, however, could be reduced in the near term if estimates of future taxable income during the carry-forward period are reduced.

Defined benefit plans The present values of the defined benefit obligation are based on actuarial valuation using the projected unit credit method. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

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AJA01 FINANCIAL Useful life of fixed assets

Property, plant and equipment and Intangible Assets represent a significant proportion of the assets of the Company. Depreciation is derived after determining an estimate of an asset's expected useful life and the expected residual value at the end of its life. The useful lives and residual values of Company's assets are determined by management at the time the asset is acquired and reviewed periodically, including at each financial year end_ The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technology.

4 Contingent liabilities

Contingent liability in respect of income tax demands for Assessment year 2013-14 and 2014-15 disputed in appeal and rectification pending for Assessment year 2017-18 is Rs. 534.92 lakh (March 31, 2019 : Rs. 410.41 lakh)

5 Micro and Small Enterprises under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED 2006) have been determined based on the information as available with the Company.

6 Earnings per share (EPS) Rs. in Lakh

Particulars For the period ended September 30, 2019

For the year ended March 31, 2019

Profit / (loss) after tax 305.60 401.50 Weighted average number of equity shares outstanding during the year for calculating basic earnings per shares (Nos.)

30,00,000 30,00,000

Basic earnings per share (in Rs.) (Not annualised) 10.19 13.38 Weighted average number of equity shares outstanding during the year for calculating diluted earnings per shares (Nos.)

30,00,000 30,00,000

Diluted earnings per share (in Rs.) (Not annualised) 10.19 13.38

7 Segment Information

A. Primary Segment of the Company is business segment. Segments have been identified and reported taking into account the nature of services, the differing risks and returns and the internal reporting structure. The Company has identified three business segments: i) Business service centre : The company operates as a full-fledged business service centre. ii) Treasury : This includes IPO financing, investment and related activities_ iii) Commodity : Purchase and sale of commodity in physical form and hedging of the same.

B. Revenues and expenses have been identified to a segment on the basis of relationships to operating activities of the segment. Revenue and expenses which relates to Company as a whole and are not allocable to a segment on a reasonable basis have been disclosed as " unallocable". Investments, tax related I other assets and liabilities that cannot be allocated to a segment on a reasonable basis have been disclosed as "unallocable".

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JilA FINANCIAL

C. Segment information for primary segment reporting (by Business Segment): Rs. in Lakh

Sr No Particulars For the period ended 30.09.2019

For the year ended 31.03.2019

Segment Revenue A Business Service Centre 1,885.64 3,223.19 B Treasury 723.43 1,982.05 C Commodity - 3,838.23 D Unallocable 104.49 142.47

Total Segment Revenue 2,713.56 9,185.94

Segment Results (Profit before tax) - -A -Business Service-Centre 334.72- - -335.07 -

B Treasury 86.95 304.88 C Commodity - (0.41) D Unallocable 95.31 128.33

Total Results 516.98 767.87

Sr No Particulars As at 30.09.2019 As at 31.03.2019

Segment Assets A Business Service Centre 28,108.02 27,277.75 B Treasury 2,018.97 11.46 C Commodity 0.77 0.77 D Unallocable 3,134.14 2,749.05

Total Segment Assets 33,261.90 30,039.03

Segment Liabilities A Business Service Centre 19,024.72 18,195.36 B Treasury 1,961.24 2.56 C Commodity 0.01 0.01 D Unallocable 791.08 657.93

Total Segment Liabilities 21,777.05 18,855.86

Segment Capital Employed A Business Service Centre 9,083.30 9,082.39 B Treasury 57.73 8.90 C Commodity 0.76 0.76 D Unallocable 2,343.06 2,091.12

Total Capital Employed 11,484.85 11,183.17 The Company operates in only one geographical segment and hence no further information is provided.

8 Disclosure in respect of Related Parties pursuant to Ind AS 24

The Company's material related party transactions during the period ended September 30, 2019 and outstanding balances as on September 30, 2019 are with its Holding company, Fellow subsidiaries and Partnership firm with whom the Company routinely enters into transactions in the ordinary course of business.

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FINANCIAL 9 Financial instruments

A. Fair Value Classes and categories of financial instruments and their fair values. The following table combines information about: • classes of financial instruments based on their nature and characteristics ■ the carrying amounts of financial instruments • fair values of financial instruments (except financial instruments when carrying amount approximates their

fair value); and * fair value hierarchy levels of financial assets and financial liabilities for which fair value was disclosed

Set out below, is the accounting classification of financial instruments by category and fair value hierarchy:

1. Accounting classification Rs. in Lakh

Carrying amount As at

30.09.2019 As at

31.03.2019 FVTPL Financial assets

4,756.79 1,346.58 Current investments *

Total 4,756.79 1,346.58 * Includes Redemption proceeds receivable from Mutual Fund amounting to Rs.125 lakh as on September 30, 2019

2. Fair Value Hierarchy and Method of Valuation

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard.

Fair value hierarchy levels 1 to 3 are based on the degree to which the fair value is observable:

Level 1: hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments, traded bonds and mutual funds that have quoted price. The fair value of all equity instruments (including bonds) which are traded in the stock exchanges is valued using the closing price as at the reporting period. The mutual funds are valued using the closing NAV. Level 2: The fair value of financial instruments that are not traded in an active market (for example, traded bonds, over-the- counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities, contingent consideration and indemnification asset included in level 3. This is the case for unlisted equity securities, contingent consideration and indemnification asset included in level 3.

Rs. in Lakh As at 30.09.2019 Notes Carrying Value Level I Level 2 Level 3 Total Financial assets

Measured at FVTPL

1 4,756.79 4,756.79 - - 4,756.79 Investments in mutual fund *

Total 4,756.79 4,756.79 - - 4,756.79 * Includes Redemption proceeds receivable from Mutual Fund amounting to Rs.125 faith as on September

30, 2019

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iiM FINANCIAL

(Rs. in Lakh As at 31.03.2019 Notes Carrying Value Level 1 Level 2 Level 3 Total Financial assets

Measured at FVTPL

1 1,346.58 1,346.58 - - 1,346.58 Investments in mutual fund

Total 1,346.58 1,346.58 - - 1,346.58

Except for those financial instruments for which the carrying amounts are mentioned in the above table, the Company considers that the carrying amounts recognised in the financial statements approximate their fair values.

For financial assets that are measufe—d-atTafr value, The carrying amounts are equal to the 'fair values.

Valuation techniques used to determine the fair values

1. Listed equity instruments and mutual funds which are fair valued using quoted prices and closing NAV in the market.

2. Discounted cash flow method has been used to determine the fair value. The discounting factor used has been arrived at after adjusting the rate of interest for the financial assets by the difference in the Government Securities rates from date of initial recognition to the reporting dates.

3. Discounted cash flow method has been used to determine the fair value. The discounting factor used has been arrived at after adjusting the rate of interest for the financial liabilities by the difference in the Government Securities rates from date of initial recognition to the reporting dates.

10 There are no events after the reporting period as per the management's view which would significantly impact the Condensed Interim Financial Statements.

11 Previous year figures have been regrouped / reclassified where ever necessary.

In terms of our report attached For and on behalf of Gopalakrishnan M & Co Chartered Accountants Firm Registration No. 103303W

CD M. NO. * 401375

Gopalakrishnan M Proprietor Membership No. 40675 Place : Mumbai Date January 9,2020

For and on behalf of the Board of Directors

S R Nayak Chairman DIN-00039894

Y‘i 5/1Vishal Solanki Chief Financial Officer Place Mumbai Date : January 9,2020

Mudrika Desai Company Secretary

Mumbai

• / 0 \2y

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