Capital First Limited

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1 Ratings Facilities Long Term Bank Facilities Non- Non- Details of instruments/facilities in Annexure-1 Capital First Limited March 23, 2018 Amount (Rs. crore) 7, (Reduced from Rs.8,245 crore) (Rupees Seven thousand five hundred crore only) 7, (Rupees Seven thousand two hundred crore only) 1, (Rupees One thousand crore only) Rating1 CARE AA+ (Double A Plus) (Credit watch with positive implications) CARE AA+ (Double A Plus) (Credit watch with positive implications) CARE AA+ (Double A Plus) (Credit watch with positive implications) Rating Action Reaffirmed: Continues to be on credit watch with positive implications Reaffirmed: Continues to be on credit watch with positive implications Assigned Detailed Rationale & Key Rating Drivers The rating factors in the strengths that CFL derives from its institutional shareholders; CFL s experienced management, comfortable capitalisation levels, comfortable asset quality parameters, comfortable liquidity position and diversified funding profile. The rating also factors moderate seasoning of CFL s retail portfolio, average profitability, increase in unsecured loan portfolio and reduction in its wholesale portfolio; while borrower concentration risk remains. Continued presence of its institutional shareholders, asset quality and profitability are the key rating sensitivities. Detailed description of the key rating drivers Key Rating Strengths Strong Institutional Investors As on May 31, 2017, major shareholders included Warburg Pincus (36.12%) and GIC Private Limited (13.84%), a Sovereign Wealth Fund established by the Government of Singapore. In November 2016, GIC Private Limited had invested Rs.340 crore of equity capital for 4.9% equity stake through a primary preferential offer. In May 2017, GIC had bought a further 8.93% equity stake from Warburg resulting in total equity holding of 13.89%. In May 2017, Warburg Pincus sold approximately 25% equity stake in the company reducing its shareholding from 61% as on March 31, 2017 to 36% as on May 31, 2017 which was bought by GIC, Singapore and other FIIs/FPIs including Goldman Sachs Asset Management, Jupiter Asset Management (UK), Nomura Asset Management (Singapore), Driehaus Capital (USA). However, Warburg remains the largest shareholder in CFL. As on December 31, 2017, the shareholding of Warburg Pincus and GIC Private Limited were 35.58% and 13.7% respectively. Comfortable capitalization levels CFL has comfortable capitalization level as the Total CAR and Tier I CAR were 17.61% (FY17: 20.34%) and 13.24% (FY17: 15.97%) respectively as on December 31, Complete definition of the ratings assigned are available at and other CARE publications 1 CARE Ratings Limited

2 CFL s experienced management The company s Founder Chairman and Managing Director, Mr. Vaidyanathan, has prior working experience with organizations like Citibank and ICICI Group. He was the Executive Director on the Board of ICICI Bank and was also MD and CEO of ICICI Prudential Life Insurance Company. He has over 25 years of experience in the financial services sector. The other senior management team members have extensive and relevant experience of more than 15 years in the financial sector. Comfortable asset quality parameters On a consolidated basis, Gross NPA and Net NPA ratios stood at 1.59% and 0.97% (on 90+dpd basis) as on December 31, 2017 when compared to 0.96% and 0.31% (on 120+DPD basis) as on March 31, The company s gross and net NPA of CFL increased during 9MFY18 on account of change in NPA recognition policy from 120+dpd to 90+dpd. Net NPA to Networth increased from 2.16% as on March 31, 2017 to 8.42% as on December 31, Diversified borrowing profile and comfortable liquidity position The Company s borrowing is diversified across 221 institutions including Banks, Mutual Funds, Provident funds, Pension funds, Insurance companies and Multilateral institutions. Liquidity profile of CFL is comfortable with positive cumulative mismatches across buckets. CFL also had sufficient unutilized bank lines to take care of any liquidity requirements. Key Rating Weaknesses Increase in proportion of unsecured portfolio There has been a significant increase in the proportion of unsecured and relatively riskier segment such as Business Loan, Personal Loan, consumer durables and two wheelers. The proportion of relatively riskier segments has increased from 20% of the loan book as on March 31, 2015 to 45% of the loan book as on December 31, However the asset quality remained comfortable despite this change in composition. Average profitability CFL s Return on Average Total Adjusted Assets (Adjusted ROTA) was 1.25% and 1.20% in 9MFY18 and FY17. Profitability has been improving over the past few years; however, CFL s profitability lags that of its peers as some of its products have yet to achieve scale. Moderate seasoning of retail portfolio: As on December 31, 2017, Capital First AUM was Rs.24,987 crore with retail portfolio accounting for Rs.23,021 crore. The retail loan portfolio has grown from Rs.10,152 crore as on March 31, 2015 to Rs.23,021 crore as on December 31, 2017 lead by strong growth in Business Installment Loan (BIL), two wheeler, Consumer loans and Personal loans segments. Since the majority of the retail loan portfolio has grown significantly in last few years, the seasoning with respect to the retail portfolio is moderate. Reduction in wholesale portfolio in absolute and proportion to overall book The wholesale book is characterized by concentration risk. As on September 30, 2017, top 10 group exposures accounted for 48% of Net-worth and 5% of AUM (consolidated basis). The borrower concentration risk remains; however the wholesale book has reduced in both absolute and as proportion of the loan portfolio. 2 CARE Ratings Limited

3 Analytical approach: CARE has analyzed Capital First Limited credit profile by considering the consolidated financial statements of CFL & CFHFPL owing to financial and operational linkages between the parent and its subsidiaries and common management. Applicable Criteria Criteria on assigning Outlook to Credit Ratings CARE Policy on Default Recognition Rating Methodology: Factoring Linkages in Ratings CARE's Criteria for NBFC Financial ratios - Financial Sector About the Company Capital First Ltd (CFL), is a systemically important NBFC primarily engaged in the business of loan against property (38.15% of AUM), business loans (20.04%), two wheeler loans (9.26%), consumer durable loans (7.8%), wholesale loans (7.87%), cross sell & personal loan (7.89%), home loans (5.24%) and auto loans (3.08%) on a consolidated AUM basis as on December 31, CFL had assets under management (AUM) of Rs.24,987 crore with retail portfolio accounting for 92.13% of AUM as on December 31, CFL had a presence in 228 towns with an employee base of 2,571. The company is headed by Mr. V. Vaidyanathan, the Chairman and Managing Director of CFL. CFL has three wholly owned domestic subsidiaries namely Capital First Home Finance Limited (loan portfolio of Rs.1,699 crore), Capital First Commodities Limited, and Capital First Securities Limited. On January 13, 2018, the board of directors of Capital First Limited (CFL) and IDFC Bank Limited (IBL) at their respective meetings approved and announced the merger of Capital First Limited (CFL), Capital First Home Finance Limited (CFHFL) and Capital Fist Securities Limited (CFSL) with IDFC bank Limited in an all stock transaction. The merger is subject to regulatory and shareholders approval. Brief Financials (Rs. crore) FY16 (A) FY17 (A) Total income 1,889 2,801 PAT Interest coverage (times) Total Assets(On balance sheet) 14,460 17,566 Net NPA (%) 0.54^ 0.31* ROTA (%) (Adjusted) A: Audited ^ on 150 dpd; *on 120dpd Status of non-cooperation with previous CRA: Not Applicable Any other information: Not Applicable Rating History for last three years: Please refer Annexure-2 Note on complexity levels of the rated instrument: CARE has classified instruments rated by it on the basis of complexity. This classification is available at Investors/market intermediaries/regulators or others are welcome to write to care@careratings.com for any clarifications. Analyst Contact: Name: Abhishek Gupta Tel: Mobile: abhishek.gupta@careratings.com 3 CARE Ratings Limited

4 **For detailed Rationale Report and subscription information, please contact us at About CARE Ratings: CARE Ratings commenced operations in April 1993 and over two decades, it has established itself as one of the leading credit rating agencies in India. CARE is registered with the Securities and Exchange Board of India (SEBI) and also recognized as an External Credit Assessment Institution (ECAI) by the Reserve Bank of India (RBI). CARE Ratings is proud of its rightful place in the Indian capital market built around investor confidence. CARE Ratings provides the entire spectrum of credit rating that helps the corporates to raise capital for their various requirements and assists the investors to form an informed investment decision based on the credit risk and their own risk-return expectations. Our rating and grading service offerings leverage our domain and analytical expertise backed by the methodologies congruent with the international best practices. Disclaimer CARE s ratings are opinions on credit quality and are not recommendations to sanction, renew, disburse or recall the concerned bank facilities or to buy, sell or hold any security. CARE has based its ratings/outlooks on information obtained from sources believed by it to be accurate and reliable. CARE does not, however, guarantee the accuracy, adequacy or completeness of any information and is not responsible for any errors or omissions or for the results obtained from the use of such information. Most entities whose bank facilities/instruments are rated by CARE have paid a credit rating fee, based on the amount and type of bank facilities/instruments. In case of partnership/proprietary concerns, the rating /outlook assigned by CARE is based on the capital deployed by the partners/proprietor and the financial strength of the firm at present. The rating/outlook may undergo change in case of withdrawal of capital or the unsecured loans brought in by the partners/proprietor in addition to the financial performance and other relevant factors. Annexure-1: Details of Instruments/Facilities Name of the Instrument Date of Issuance Coupon Rate Maturity Date Size of the Issue (Rs. crore) Long Term Bank Facilities Mar-23 5, Long Term Bank Facilities , Non Debenture 20-Mar % 20-Mar Non Debenture 23-Oct % 23-Oct Non Debenture 22-Dec % 21-Dec Non Debenture 22-Dec % 21-Dec Non Debenture 22-Dec % 22-Dec Non Debenture 22-Dec % 21-Dec Non Debenture 5-Jan % 4-Jan Non Debenture 22-Jan % 22-Jan Non Debenture 22-Jan % 22-Jan Rating assigned along with Rating Outlook 4 CARE Ratings Limited

5 Non Debenture 22-Jan % 22-Jan Non Debenture 22-Jan % 22-Jan Non Debenture 22-Jan % 22-Jan Non Debenture 22-Jan % 22-Jan Non Debenture 29-Jan % 29-Jan Non Debenture 23-Mar % 28-May Non Debenture 17-May % 15-May Non Debenture 17-May % 15-May Non Debenture 17-May % 15-May Non Debenture 31-May % 31-May Non Debenture 31-May % 31-May Non Debenture 31-May % 31-May Non Debenture 31-May % 31-May Non Debenture 31-May % 31-May Non Debenture 31-May % 31-May Non Debenture 13-Jun % 13-Jun Non Debenture 13-Jun % 13-Jun Non Debenture 30-Jun % 28-Jun Non Debenture 30-Jun % 28-Jun Non Debenture 30-Jun % 30-Jun Non Debenture 19-Jul % 29-Jun Non Debenture 19-Jul % 19-Jul Non Debenture 19-Jul % 19-Jul Non Debenture 19-Jul % 19-Jul CARE Ratings Limited

6 Non Debenture 19-Jul % 19-Jul Non Debenture 19-Jul % 19-Jul Non Debenture 19-Jul % 19-Jul Non Debenture 19-Jul % 19-Jul Non Debenture 19-Jul % 19-Jul Non Debenture 19-Jul % 19-Jul Non Debenture 19-Jul % 19-Jul Non Debenture 19-Jul % 19-Jul Non Debenture 15-Sep % 15-Sep Non Debenture 15-Sep % 13-Sep Non Debenture 15-Sep % 13-Sep Non Debenture 15-Sep % 13-Sep Non Debenture 15-Sep % 13-Sep Non Debenture 20-Sep % 18-Sep Non Debenture 20-Sep % 20-Sep Non Debenture 20-Sep % 20-Sep Non Debenture 30-Sep % 30-Sep Non Debenture 10-Oct % 10-Oct Non Debenture 28-Oct % 30-Sep Non Debenture 28-Oct % 30-Sep Non Debenture 28-Oct % 28-Oct Non Debenture 28-Oct % 28-Oct Non Debenture 21-Dec % 21-Dec Non Debenture 29-Dec % 27-Dec CARE Ratings Limited

7 Non Debenture 17-Jan % 17-Jan Non Debenture 14-Mar % 13-Mar Non Debenture 14-Mar % 13-Mar Non Debenture 14-Mar % 13-Mar Non Debenture 14-Mar % 13-Mar Non Debenture 14-Mar % 13-Mar Non Debenture 14-Mar % 13-Mar Non Debenture 14-Mar % 13-Mar Non Debenture 5-Apr % 3-Apr Non Debenture 5-Apr % 5-Apr Non Debenture 3-May % 30-Apr Non Debenture 3-May % 30-Apr Non Debenture 3-May % 30-Apr Non Debenture 3-May % 30-Apr Non Debenture 3-May % 3-May Non Debenture 3-May % 3-May Non Debenture 3-May % 3-May Non Debenture 3-May % 3-May Non Debenture 16-May % 15-May Non Debenture 16-May % 15-May Non Debenture 17-May % 15-May Non Debenture 18-May % 18-May Non Debenture 19-May % 19-May Non Debenture 19-May % 19-May CARE Ratings Limited

8 Non Debenture 5-Jun % 5-Jun Non Debenture 15-Jun % 15-Jun Non Debenture 15-Jun % 15-Jun Non Debenture 15-Jun % 15-Jun Non Debenture 15-Jun % 15-Jun Non Debenture 27-Jun % 27-Jun Non Debenture 14-Jul % 14-Jul Non Debenture 8-Dec % 8-Dec Non Debenture 25-Jan % 24-Jan Non Debenture 21-Feb % 22-Feb Non Debenture , Sr. No. Annexure-2: Rating History of last three years Name of the Instrument/Bank Facilities 1. -Non Type Current Ratings Amount Rating Outstanding (Rs. crore) Date(s) & Rating(s) assigned in LT CARE AA+ (Under 2) 3) 2. Fund-based-Long Term LT CARE AA+ (Under 2) 3. Fund-based - LT-Cash Credit 4. Bonds-Subordinated LT CARE AA+ (Under Credit watch Rating history Date(s) & Rating(s) assigned in ) (17-Feb-17) 2) (11-Aug-16) 4)CARE AA+ 1) Date(s) & Rating(s) assigned in (10-Feb-16) (21-Jan-16) 4)CARE AA+ (12-Aug-15) (26-May-15) (26-May-15) (Under Credit watch with Positive 1) (10-Feb-16) 8 CARE Ratings Limited Date(s) & Rating(s) assigned in (03-Apr-14) (03-Apr-14)

9 5. Bonds-Perpetual Bonds 6. Fund-based - LT- Subordinated Bank Loan 2) LT CARE AA 1)CARE AA (Under 2)CARE AA; 3)CARE AA; LT CARE AA+ (Under 2) 7. Debt-Perpetual Debt LT CARE AA 1)CARE AA (Under 2)CARE AA; 3)CARE AA; 8. -Non 9. -Non 10. -Non LT CARE AA+ (Under 2) 3) LT CARE AA+ (Under 2) 3) LT CARE AA+ (Under 2) 3) 1)CARE AA; 2)CARE AA 1) 1)CARE AA; 2)CARE AA 1) (17-Feb-17) 2) (11-Aug-16) 4)CARE AA+ 1) (17-Feb-17) 2) (04-Nov-16) 1) (17-Feb-17) (21-Jan-16) 4)CARE AA+ (12-Aug-15) 1)CARE AA (10-Feb-16) 2)CARE AA (21-Jan-16) 3)CARE AA (26-May-15) 1)CARE AA (10-Feb-16) 2)CARE AA (21-Jan-16) 3)CARE AA (10-Feb-16) (21-Jan-16) )CARE AA 1)CARE AA 11. -Non LT CARE AA+ (Under CARE Ratings Limited

10 12. -Non 13. -Non 14. -Non 2) 3) LT CARE AA+ (Under ) 3) LT CARE AA+ (Under ) LT CARE AA (Under Credit watch with Positive Implications) 10 CARE Ratings Limited

11 CONTACT Head Office Mumbai Ms. Meenal Sikchi Mr. Ankur Sachdeva Cell: Cell: meenal.sikchi@careratings.com ankur.sachdeva@careratings.com Ms. Rashmi Narvankar Mr. Saikat Roy Cell: Cell: rashmi.narvankar@careratings.com saikat.roy@careratings.com CARE Ratings Limited (Formerly known as Credit Analysis & Research Ltd.) Corporate Office: 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai Tel: Fax: care@careratings.com AHMEDABAD Mr. Deepak Prajapati 32, Titanium, Prahaladnagar Corporate Road, Satellite, Ahmedabad Cell: Tel: deepak.prajapati@careratings.com BENGALURU Mr. V Pradeep Kumar Unit No , 11th Floor, Prestige Meridian II, No. 30, M.G. Road, Bangalore Cell: Tel: , pradeep.kumar@careratings.com CHANDIGARH Mr. Anand Jha SCF No , First Floor, Phase 11, Sector 65, Mohali Chandigarh Cell: / Tel: /01 anand.jha@careratings.com CHENNAI Mr. V Pradeep Kumar Unit No. O-509/C, Spencer Plaza, 5th Floor, No. 769, Anna Salai, Chennai Cell: Tel: / pradeep.kumar@careratings.com COIMBATORE Mr. V Pradeep Kumar T-3, 3rd Floor, Manchester Square Puliakulam Road, Coimbatore Tel: / pradeep.kumar@careratings.com JAIPUR Mr. Nikhil Soni 304, Pashupati Akshat Heights, Plot No. D-91, Madho Singh Road, Near Collectorate Circle, Bani Park, Jaipur Cell: Tel: / 14 nikhil.soni@careratings.com KOLKATA Ms. Priti Agarwal 3rd Floor, Prasad Chambers, (Shagun Mall Bldg.) 10A, Shakespeare Sarani, Kolkata Cell: Tel: priti.agarwal@careratings.com NEW DELHI Ms. Swati Agrawal 13th Floor, E-1 Block, Videocon Tower, Jhandewalan Extension, New Delhi Cell: Tel: swati.agrawal@careratings.com PUNE Mr.Pratim Banerjee 9th Floor, Pride Kumar Senate, Plot No. 970, Bhamburda, Senapati Bapat Road, Shivaji Nagar, Pune Cell: Tel: pratim.banerjee@careratings.com CIN - L67190MH1993PLC HYDERABAD Mr. Ramesh Bob 401, Ashoka Scintilla, , Himayat Nagar, Hyderabad Cell : Tel: ramesh.bob@careratings.com 11 CARE Ratings Limited

L&T Finance Ltd. (Erstwhile Family Credit Ltd.) October 9, Amount (Rs. crore) 18,500 (enhanced from Rs. 16,500 crore) 10,125 1,300

L&T Finance Ltd. (Erstwhile Family Credit Ltd.) October 9, 2017 Ratings Facilities Commercial Paper Non-Convertible Debenture Non-Convertible Debenture (Public Issue) Subordinated Debt Perpetual Debt Amount