AILS | Transportation ILAFS Yansporition Mtr Line race pea | F vwreesu ar July 8, 2015 ‘soi ! General Manager Vice President, Listing Department Listing Department BSE Limited, National Stock Exchange of India Limit PJ, Tower, Dalal Street, "Exchange Plaza’, Bandra Kurla Compl Mumbai - 400 001 Bandra (East), Mumbai - 400.051 Fax Nos: 022- 22722037/39/41/61 Fax Nos. 022-26598237/38, (022-22723121/3719/1278) (022-26598347/48 15578354/3577 Dear Sirs, Sub: Half yearly communication pursuant to Clause 6 of the Listing *\greement for Debt Securities Security: DB ITNL 19 (4,000 Rated, Listed, Unsecured, Redeemable (NCDs i 100. 9; NCDs (Sr I DBITNL 15 (700 NCDs) (Sr-) DB ITNL 19A (5,300 NCDs (Sr-= 11) DB ITNL 24 (100 NCDs), DB ITNL 244 (200 NCDs), DB IPNI. 19 (125 NCDs DB ITNL 24 (250 NCDs). DB ITNL 25 (250 NCDs), DB ITNL 18 (150 NCDs: DB TINE 20 225 NCDs), DB ITNL 21 (125 NCDs, Pursuant to Clause 6 of the Listing Agreement for Debt Securities, we wish to inform the following ~ : 1. Credit Rating = “[ICRAJA™ effective June 15, 2015 from ICRA Limited 2. Asset cover available = 2.49 times 3. Debt ~ Equity Ratio = 2.32:1 as per audited financial results for the half year ended March 31,2015 4. The previous date of payment of interest was June 30, 2018 5. The next due date for the payment of interest is July 31, 2015 ‘This is for your information ‘Thank you, Yous aly, Comte signiay For IL&FS Transportation Networks Limited For IDBI Trusteeship Services Limited Keisha Ghag Qise— GC.) Vice President & Authorised Signatory x yy Compaby SecretaryDeloitte Haskins & Sells LLP Chartered Accountants Indiabulls Finance Centre Tower 3, 27th - 32nd Floor Senapati Bapat Marg Elphinstone Road (West) Mumba - 490 013, Mabarashta, india Tel +91 (022) 6185 4000 Fax: +91 (022) 6185 4501/4601, Ref: KJM/15-16/8499 AUDITOR’S CERTIFICATE, Introduction We refer to the Listing Agreement for Debt Securities dated January 28, 2013 (the “Debt Listing Agreement”) entered into between IL&FS TRANSPORTATION NETWORKS LIMITED (the “Company”) and the National Stock Exchange of India Limited (“NSE”) for the listing of the Unsecured Non-Convertible Debentures (*NCDs”) issued by the Company. Pursuant to Clause 6 of the Debt Listing Agreement, the Company is required to submit on a half-yearly basis the computation of “Statement showing Asset Cover available and Debt - Equity ratio as at March 31, 2015” to the NSE. Accordingly, the Management of the Company has compiled the attached “Statement showing Asset Cover available as at March 31, 2015” and “Statement of Computation of Debt - Equity Ratio as at March 31, 2015 containing the Debt - Equity Ratio with and without Preference Share Capital” (together referred to as the “Statement”) from the audited financial statements and other related records of the Company for the year ended March 31, 2015. The Statement has been initialed by us for identification purposes only. Management's Responsibility for the Statement ‘The Company’s Management is responsible for preparation of the Statement in accordance with the Debt Listing Agreement and defining the terms Debt and Equity and identifying related formulas for computing the Asset Cover and Debt - Equity Ratio as given in the notes to the Statement. The Management responsibility includes collecting, collating and validating data and designing, implementing and maintaining of internal controls relevant to the preparation of the Statement that are free from material misstatement, whether due to fraud or error. at Regd. Office: 12, Dr. Annie Besant Road, Opp, Shiv Sagar Estate, Worl, Mumnbal - 400 018, India Deloitte Haskins & Sel Registration No, BA 97449) a partnership frm was converted into Deloitte Haskins & Sells LLP (LLP Identification No. AAB-8737) a limited ability partnership with effect from 20th November 2013,Deloitte Haskins & Sells LLP Auditor’s Responsibility Our responsibility is to agree information contained in the Statement to the audited financial statements and other related records of the Company for the year ended March 31, 2015. Our procedures have been planned to obtain all information and explanations that we considered necessary to support our observation. Our work was planned to mirror Company's own compilation process, verifying how the items in the Statement within our assurance scope were collected, collated and validated by Company for inclusion in the Statement based on the Guidance Note on Audit Reports and Certificates for Special Purposes and Standards on Auditing issued by the Institute of Chartered Accountants of India (“ICAI”). We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our conclusion. Criteria Since there is no definition / formula for computing Asset Cover as well as Debt - Equity ratio in the Debt Listing Agreement entered into with the NSE, the information contained in the attached Statement is based on the criteria as determined and explained by the Company’s Management in the notes to the attached statement on which we have not performed any procedures. This Statement has been compiled from the audited financial statements for the year ended March 31, 2015 and other related records of the Company produced before us by the Company's Management. Conclusion Based on the work that we performed as aforesaid and to the best of our knowledge and according to the information and explanations as well as representations made to us and read together with and subject to the Notes in the attached Statement, we certify that as at March 31, 2015 the computation of the Company’: a) Asset Cover (2.49 Times) of the Non-Convertible Debentures outstanding as at March 31, 2015; and b) Debt - Equity Ratio of (2.08:1) with preference share capital & Debt - Equity Ratio of (2.32:1) without preference share capital as given in the attached Statement is arithmetically correct and the amounts used are in agreement with audited financial statements and other records of the Company produced before us by the Company’s Management. weDeloitte Haskins & Sells LLP Restriction on Distribution This certificate is issued at the request of the Company in connection with submission to the Debenture Trustees and shall not be used for any other purpose without our prior written consent. For Deloitte Haskins & Sells LLP | ‘Chartered Accountants {CA Rgn. No, 1173861 W-100018 gue aad MUMBAI, July 07, 2015 KJM/NDUANIISFS | Transportation ILAFS Transportation Network Linites Wars Franca Gene.) 7 812228599009 Peicae Gf, | f o92226599079 Statement of Computation of Ratios as at March 31, 2015 penis re Comet, erm tuna-eg006) | CN LAS20MHaDBOPL.T25790 (0 Statement showing asset cove avalabe as at March 31, 2018 ‘non (Particulars of Uneseured Non Convertible Debentures NCOs") esved Unsecured Non Convert temption bawe| S2t08 oF Unsecured [Debentures Issued and Outstanding Redemption Os Debontures| ‘Galan ae at March 31,2018 ‘Binmilion) lente — | WL 00 OTe 7000, “eittar-19—| “HNC 12 00%, 2076 SaeEZ 530000 eFeb24 | TIN 11 som. 7026 ‘{n0n.00 Ziatunzt —| TINE 11S 2028 720000 2tape-16 | TIN 256 26000 Bo Now Ts [TINCT S08 2077 —— 125000 2ebe24 [INC TDs 2024 20000 Dosa 25 [INCH BDH 2028 _____—3 000 | ‘asAge-18 | TNE Ti 70% 2018 ‘50000 aaa 7300.00 (©) Portcuars of Wot Assets avaliable as at March 31, 2016 inition, (rea Asst (ey (exeng Capt war poaress) 88770 ess: ntangibie Assos (Cormercal Rights (Aegures) + Sofware) 2,080 85 sans mam hess: Unamortised borrowing costs hess: Balances wit Sanks m depot accounts (dren) san4.ss 3: Balancos with Banks in dopost accounts (under ton) sss: Unemoriand boring costa 2oeast 221034 2878 088: Advance tes (net). 2544 38 16.988.74 [snares Loans ant Avance 2a00360 ese: ioc tox balances Receivable cost 1473 Less: Pepa expenses Stoo: joss: iter corporate deposits (under en) 40.04 2250091 INon-currct nvesments (Refer Note 6) 47.9008 les Tote extent vontices (rater Note 5) $55.22 sa7s4sa rade eesvabes (et) 21g04st ib Tota 708 745 0 5: Steuer Dues Payable so 168 Unsetared brrowngs (Other han NCDs) 580.38 norest aero bu ol due on ovowings (excusing intel on NCOs) ‘80.00 less: Secures boreungs as reduced by Taod Ueposis under len) paced wth lang 1430208 fanks (Rete Note 4) [ot Assos vaiabo as a March 39,2078 as cover for NODS e Saar Insecured Non Convartle Debentures (Redemption Value) Incos as at aren 3, 2015 (Retr (A) above) 2130000 intrest Aesrued Bu na de on NCOs ae at March 31,2015, 20042 frotat © aE [Asset Cover Rall = aa — rar caver cular ‘Gimes) st Cover Avalable (8/0) (Rete Hate 1 below) 249 MATS yy aAMIIsFS | Transportation ILAFS Transporation Network Limite 1UAFS Frac Case, Pic 22. 0 Boo, nen Kurs Canpes wow + Shoe tee sno dateon / formula fr coming Asset Cover rn the Using Agreement entre int wih tho Neonat Stock Exchange ofinia ined (NSE, the Management Nas deine Ie formula er Asset Cover avaiable as follows = [Att Cover Avaliable = Net Asets Available / NCOs (Redemption Vale il March 31, 2015) wine, Net Astle Avatae = [Fited Assets (Na) (excusing Caplal worksnprogess reduced by Commercial Fights Acquted and Gofware) + Other Asso (Excuding Propasd Expense, Salaness wih Banke In depot sozouns (under len), unclaed Gisends, Advance Taxes eer eaperats depose (under len) soncliron investments the extant Ystilg, Linamarieed boroving cot, Procontcion Aevances, ne! at tluncws/Recswatla edt and MAT ced entomend {Stantory Dues payee retest oezucd bat ne! ue cn berrngs (excluding intrst on NCOs) * unsecured barons {ober than NCOs) and securoa booming a reduced by fed epost paced wi lending banks, [NCD (Redemption Vals) = Unsecured NCOs Outstanding ss on Match 31, 2015 + Ines scared but not due on nsscured CDs ae at tren 31,2045 2 Above gues are derived rom the ated francs statement fr the year ended March 31, 2015 2 Above compuation is done by the Management only for the purpose of poring © NSE as pr the Using Agreement ant oes notimgty at atte NCD are sacred to th toto Not Assets avalos aba Mae 3, 2015. 4 Secue orouings of € 14,852.66 mito (as roducod by Balances wih Banks in deposit acounls (under Hen) & 1,658.7 Ilona repaid above have adres charge over Investment Propet of € 3,153 02 and resiual charge over Other curt {sets £9.624.35 mon (os far soe) and receiv of € 27.2046 milion ote een of he exposure payable '5 Tho Gorpany has siven corn nondapcel undertakings in cespct of ts can Nen-curent investments, The Non-curent ‘vests consider aset cover eaclaion do ot nei oss pon of te inteseneis in feapect of whi hare as ‘ordlspecal undorakng / oer restectins fo se {5 Non curent ivostmens a repeted above ince 159.02 min representing vestent Proparty wherln Company has recewod a leer alaiment io 49.555 29M oes in. Commerdl development projec. 7 The above latent excues Trade paysbins of 7461 48 milion, Other lng te labs of € 5218.24 milo, Leng rm provisions of 4 17 millon, ther cron ables of 5,113.56 mon and Shar ttm ponisons of € 237770 mii, For IL &FS Transportation Networks Limited 1 stazanaa t nase [SainAXIISPS | Transportation ILAFS Transportation Network Limite LAPS Franca Cene, | 7 #9 2228599350, peices Gaon |r 017220800070 (i Statement of Computation of Debt : Equity Ratio as at March 31,2015, aonnes-scocms, } cm asauantnaerLorserg ‘a ion) Paras ‘Delt Equiy wih —] Debt Equly witout Profernco Share Capital |Profronco Shar Capital guy Se copa eT EAETEE elerence Share Clad 376150 [Tar Share Capital 2070 730 [Reserves and Sure (REEF NERS] Psea7t Bives 74 [Snare Capital + Resetves & Surpis TA) 3579548 S20 34 aS ase ae (Coren matures of ogre web Tayzaae Tayaeae [Short-term barowings Sasttos ait 65 "otal Debt Funds (2) Ta 30077 7439077 [Dobe Ey Ratio IA] 08 Zaz 1. Since tae sno dion / oma for computing Debt Equly rao iven inte Listing Areement ned ino between te ational Sack Exchange af na Lait andthe Conary the Maragemant ofthe Company as prepare be Debt-Equlty ato incuding and excusing Prelarenca Shate Cepia as fle Longe povrowings «Leng: terowngs + Cuil mts a tng- Cent mats of ong term debt Shettenn tm» Shatter oronings borewings gay Sare Caplets —Eauly Sate Capa Proterence Stare Capital Reserves and Supus " Revenes and Sums Debi: Equity Ratio = 2. Figutes are dered rm he aude nanci stterants forte year ended March 2, 2018 3. Resones and Supls comprises of Secures Pramum Account (on account of bth Equity ad Preference Shares isued by the Company), General Reserve. Cash law Hedpe Reserve, Detene Redemption Reserve and Surplus in Sitomont of Proft an Los. For LFS Transportation Networks Limited ‘ Authorised Sia oa /ICRA Limited CONFIDENTIAL. Ref: 2015-16/MUNI0327 une 15, 2015 Ne. George Cherian, Chief Financial Officer, ILBFS Transportation Networks Limited, The ILAFS Financial Cente, Pot 22, GBloc, Bandra Kurla Complex, Munbes 400051 Dear Si, Re: ICRA Credit Rating for the Re, 500 crore NCD Programme of ILAFS Transportation Networks Limited Please refer to yout Rating Requisition and the subsequent Rating Agreement of June 08,2015 for crying out the rating of the aforesaid NCD Programme. The Raling Commit of ICRA, afer due consideration, has assignod a‘[ICRAIA’ (poncunced as ICRA A) cating wih a stable ‘took to the caploned NCD Progranme. Insrumenis wth 'CRAJAratng ae considered to have adequate degree of sel egarng timely seriing offence obigations. Such instruments carry low credit risk. Within this category modifiers {+ ps) ~(nious} can be used wth ‘he rating symbols, The modifiers reflect the comparative standing win te catogory In any of your publ material or ther document wherever you ae sing our above rating, i shouldbe stated as “—ICRAJA (Stable) We ‘would appreciate if you can sign onthe duplicate copy of is ter and send it tous within 7 days from the date ofthis letter 38 conmation about the use of he assigned rang, The rationale for assigning the above rating wl be sen to you on receipt of your confirmation about the use of out rang, a8 above. ny intimation by you about the above rating to any BankerLending Agency/Government Authoris/Stock Exchange would constitute use ofthis rating by you This rating is spec othe tems and condltons othe proposed issue as was indicated to us by you and any change inthe terms or size of the issue would equi te rating tobe reviewed by us. there i ny change inthe terms and conltons or sizeof fe instrument rated, 38 above, the same must be brought to out noice bear he issue of the instrument. there is any such change after the rangi assigned by Us and canfimesd to use by you, i would be subject to our review and may sulin change inthe rating assigned. GRA reserves the right fo suspend, withdraw or revise the above at any time onthe basis fnew information or unavalbilty fnfometion or such other creumstances, which ICRA belioves, may have an impact on the rating assigned to you ‘The rating, as aforesaid however, should not be treated as a recommendation to buy, sll orld he bonds tobe issued by you. H the instrument rated, 28 above, i nalissued by you wihin@ period of3 months rom he date of tis ter communicating he rating, he same woud sland withdrawn unless realidad before the expry of 3 months. You are required o forthwith inform us about any default o delay in repayment of interest or principal amount ofthe instrument ated, 23 above, or any other deb instuments/ boring You are also required to keep us forthwith informed of any oer developments which may have a directo ndect impact onthe det servicing capabity of he company including any proposal for re-scheculement cr postponement of the repayment programmes of the dues debis ofthe company with any lenders) investors) ‘You required to nform us immediately as and when the borowing lint forthe instrument rated, as above, or as prescribed by the regulatory autos (es) i exceeded We thank you fr yout kind cooperation extended during the course ofthe rating exerise. Should you require any cafiction, please do not hesitate to get in ouch wit us. With kind egards, Yours fitful, For ICRA Limitod Seria Vico President & Co-Head Financial Sector Ratings Electric Mansion, 3rd Floor, Tol; +91 226169 3300/01 website : WWW.ICRA.IN ‘Appasaheb Marathe Marg, Fax: +97 22 2433 1390 ‘email: mumbai@icralndia.com Prabhadevi, Mumbai 400 025 CIN :L749990L1991PLCO42749 Regd. Office : Kailash Building, 11th Floor, 2, Kasturbe Gandhi Marg, New Delhi 110 001,