“Invitation for Acquisition” Of Interest of IL&FS Group in Hill County Properties Limited (HCPL) On As Is Where Is Basis

September 16th 2019

Locations: Site 1: Maisammaguda, Site 2: , Hyderabad Site 3: Gopanpally, Hyderabad

Site 4: Madhurawada, Visakhapatnam Site 5: Mangalagiri, Vijayawada

Site 6: Meerut, Uttar Pradesh Contents

• Proposed Transaction

• Hyderabad, – Site 1, 2 & 3

• Andhra Pradesh – Site 4 & 5

• Uttar Pradesh – Site 6 Proposed Transaction Proposed Transaction

 IL&FS, IL&FS Township & Urban Assets Limited and IL&FS Engineering and Construction Company Limited (together the “IL&FS Group”) is currently holding 9%, 40% and 31% respectively totalling to 80% of Equity Stake in Hill County Properties Limited (“HCPL”).  IL&FS Group is inviting interested parties for potential sale of the aforementioned equity stakes in HCPL on “as is where is basis.”

LAST DATE FOR SUBMISSION OF EOI: OCTOBER 16th 2019, 6:00 PM

HCPL houses various land parcels/ development rights as detailed below:

Extent of Land Extent of Land with Total Extent SI. No. Location City State Owned by HCPL Development Rights (In Acres) (In Acres) (In Acres)

1 Maisammaguda Hyderabad Telangana 145.20 153.90 299.10 2 Bachupally Hyderabad Telangana 68.89 29.33 98.22 3 Gopanpally Hyderabad Telangana - 39.38 39.38 4 Madhurawada Hill Road Visakhapatnam Andhra Pradesh 25.60 - 25.60 5 Mangalgiri Vijayawada Andhra Pradesh 10.92 7.00 17.92 6 Daurala Meerut Uttar Pradesh 13.45 - 13.45 Total 264.06 229.61 493.67 Note: Following additional revenues accrue to HCPL A) The Revenue share of the land owners in the above mentioned “lands with development rights” accrues to HCPL for the loans and advances owed by Land Owners to HCPL. B) Revenue from a land parcel admeasuring 26 acres located at Isnapur, Hyderabad by virtue of a Joint Development agreement with a third party developer C) Revenue from club house in Hill County, Bachupally owned by HCPL

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 4 Hyderabad, Telangana

Site 1: Maisammaguda, Hyderabad Site 2: Bachupally, Hyderabad Site 3: Gopanpally, Hyderabad Location Understanding - Hyderabad

Hyderabad Telangana State 1 2

NH 65 3 NH 44

NH 65

NH 163

NH 44

NH 65

NH 44

NH 44

1 Maisammaguda – 299.10 Acres

2 Bachupally – 98.22 Acres

3 Gopanpally – 39.38 Acres

6

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 6 Site 1: Maisammaguda, Hyderabad

Property Details Micro Market Development Aparna Kanopy Lotus, Aparna Total Land Palm Grove, Palm Meadows, 299.10 Acres Area Residential Oorjitha Grand, Ashoka A-La Mansion, Anthem Villas, Aparna Micro Market PBD North Kanopy Tulip etc Asian Cine Planet, KML Fashion Retail Mall, Big Bazar, Runway 9 etc Subject Site Abutting 80 feet road which connects to Access Nalla Malla Reddy Engineering & proposed 100 ft master plan road Technology, Indian Institute of Aerospace Technology, St. Educational Martin's Engineering College, CMR Institute of Technology, 145.20 acres - Title with Institutions HCPL Hyderabad Institute of Technology and Management, St. Peter’s 153.90 acres - Engineering College Ownership Development Agreement Proximity to Distance Travel Time entered between HCPL (Kms) and the land owners HITEC City 20.0 50 Min Highlights 27.0 60 Min • Location has high demand for affordable and mid-segment residential units Zone Multipurpose • Easy connectivity to IT Corridor in Western Hyderabad due to close proximity to Outer Rajiv Gandhi 17°34'14.0"N International 76.0 76 Min Ring Road. Coordinates • Immediate catchment includes Malls & Multiplexes and Engineering and Management 78°26'56.5"E Airport Colleges © 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 7 Photographs of the Site

Main Entrance to the Subject Site View of the Subject Site

View of the Subject Site View Point at the end of the Subject Site Existing road to the Subject Site

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 8 Site 2: Bachupally, Hyderabad

Property Details Micro Market Development

Hill County, Praneeth Pranav Zenith, Total Land Area 98.22 Acres Pranav Antilia, Hi Rise PVR Meadows, GMR Villas, ARK Towers, Divya Sree Residential IDA Bollaram Shakti, Green Avenues, Vazhraa Micro Market PBD North West Pushpak, Aditya Lagoon, Thiru Sankalp, Pranit Happy Homes, Vertex Villas etc. 100 ft Hill County Road Abutting 100 feet road Oakridge International School, Ambitus which connects to School, Silver Oaks International School, Access road and Spring Board International School, Subject Site Gandimaisamma Road Educational Gokaraju Rangaraju Institute of Institutions Engineering & Technology, Vignana Hill County Jyothi Institute Of Management, BVRIT Hyderabad College of Engineering for 68.89 acres - Title with Women HCPL

Ownership 29.33 acres - Proximity to Distance (Kms) Travel Time Development Agreement HITEC City 10.0 30 Min entered between HCPL Gachibowli 17.0 40 Min Highlights and the land owners • Location has high demand for affordable and mid segment residential units Phoenix Trivium 8.0 20 Min Zone Multipurpose • Easy connectivity to IT Corridor in Western Hyderabad and CBD due to close proximity Rajiv Gandhi to Outer Ring Road, Metro Rail and access to public transport. 17°31'47.1"N International 41.0 66 Min Coordinates • Area is known for well reputed schools like Oakridge, Ambitus, Silver Oaks, Spring 78°22'28.1"E Airport Board and Engineering Colleges etc. © 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 9 Photographs of the Site

View of the Subject Site View of the Subject Site

Existing 100’ Road Access Existing 100’ Road Access

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 10 Site 3: Gopanpally, Hyderabad

Micro Market Development Property Details 40 ft Road Tudor Ken, Muppa’s Indraprastha, The 40 ft Road Perch Mega Meadows, Aakriti Arv viva, Total Land 39.38 Acres Tripura Meadows, Vision Urjith, Area Greendale Villas, Mayfair Villas, Infiniti Homes, Aparna Cyber County, Vajra Residential Subject Site Aster Homes, Honer Vivantis, Manjeera Micro Market PBD West ORR Purple Town Villas, Muppa Green Grandeur, Ozone Heights, Indus Crest, Aakriti CRR Lakeside, Aliens Space Access Abutting 40 feet road Station, Blossom Heights etc IBS, Samashti International School, The Gadium School, Birla Open Minds Total land is under Joint Educational International School, Manthan Development Institutions International School, Blue Blocks Ownership Agreement between Complete School, Kinder Crest, HCPL and the land Bachpan Play School etc owners Proximity to Distance (Kms) Travel Time HITEC City 20.0 40 Min Zone Multipurpose Financial 11.0 20 Min ORR District 17°26'01.2"N Rajiv Gandhi Coordinates International 35.0 40 Min Highlights 78 16'30.3"E ° Airport • Location is well known for villa projects • Very close to Financial District and upcoming IT destinations like and Kollur • Close proximity to Outer Ring Road

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 11 Photographs of the Site

View of the Subject Site View of open Minds School from the Subject Site

Second Entry to the Site Proposed 100’ Road

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 12 Hyderabad Micro Markets

PBD – Western Corridor PBD – East, North & South , HITEC city, Gachibowli North - Genome Valley, Shameerpet, & , Financial District, 1 , , , , Tellapur, Gopanpally, Kollur East - Pocharam, and Uppal, , LB 2 etc Nagar, PBD North NH 65 Major Developments: IT Corridor: IT Parks, South – , Maheshwaram & 3 NH 44 IT SEZ, IT Campuses and Financial District Major Developments: Alexandria Biotech Park, BITS NH 65 Pilani Campus in the North; International Airport, Key Demand Drivers: IT & Residential Fabcity, Hardware Park in the South; Research PBD West CBD PBD East Institutes- IICT, NGRI, SEZ Projects (NSL & Raheja), SBD Infosys Campus in the East; PBD NH 163 East CBD Panjagutta, , , Key Demand Drivers: IT, Education & Residential, NH 44 , , Koti, , Ware Housing East & West . NH 65 SBD PBD South Major Developments: CBD is an and NH 44 established employment hub with a large number of Non-IT companies. Major Developments: Central zone comprises of There is limited land availability in the most prime locations in the city such as Banjara region and hence the development is Hills and Jubilee Hills. These locations comprise

NH 44 saturated. of large number of HNI population with high disposable income 1 Maisammaguda Key Demand Drivers: Residential & Retail Key Demand Drivers: Residential, High Street • PBD – Peripheral Business District 2 Bachupally Retail and Office Space • SBD – Secondary Business District

• CBD – Central Business District 3 Gopanpally

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 13 Hyderabad – A Thriving Capital City

Foreign Investments in Hyderabad RE

Major Office Space Occupiers

Premium Brands entry in to Hyderabad

“With big-ticket investments fuelling Hyderabad’s real estate sector, land prices in the city have seen an exponential rise in recent times — some areas registering a 100% escalation including areas upcoming IT destinations like Kollur and Tellapur.

On the other side of the city, it’s Uppal, Kompally and Medchal that are grabbing eyeballs with massive jump in land prices, courtesy better connectivity, new infrastructure projects and investment friendly policies of Source: Telangana State Department of Economic & Statistics – 2018 the state government, say market insiders.” -- News Article in one of the recent Times Of Edition

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 14 Hyderabad Real Estate Snapshot

Commercial Office Space Total City Stock City Absorption for 2018 Future Supply in 2019 Vacancy 82.67 Mn Sft ~ 7.5 Mn Sft 8 Mn Sft to 9 Mn Sft Y-o-Y 8% Grade A & B+ (2nd Highest in india after Bangalore)

Retail Space Mall Space Shopping Centres Upcoming Supply Vacancy

3.10 Mn Sft 2.46 Mn Sft 6.5 Mn Sft by Yr 2020 5%

Sales (Units Per Year) Price (INR per Sft.) Residential Market 10000 5200 8000 5100 5000 6000 4900 4000 4800 4700 2000 4600 0 H2 H1 H2 H1 H2 H1 H2 2016H1 2017H2 2017H1 2018H2 2018H1 2019 2016 2017 2017 2018 2018 2019 Sales (Number of Units) Prices (INR per Sft) Resurgence of residential real estate In absolute terms. Prices have increased at a compound annual growth Resurgence of residential real estate continued with sales rate (CAGR) of nearly 3 percent in the past three years which is the increasing by 65 percent in H1 2019 on a y-o-y basis9 on a y- highest in the country across all Major Cities. They breached the INR o-y basis. 5,100 per sq. ft. mark.

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 15 Andhra Pradesh

Site 4: Visakhapatnam, Andhra Pradesh Site 5: Vijayawada, Andhra Pradesh Site 4: Location Understanding - Visakhapatnam

Visakhapatnam 4

Andhra Pradesh

Subject Site 4

4 Visakhapatnam – 25.6 Acres

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 17 Site 4: Madhurawada, Visakhapatnam

Property Details Micro Market Development Total Land 25.6 Acres Area Prasanth Residency, OMCONS Micro Market Kommadi Apartments, Kasyap Enclave, Madhurawada Hill Road Residential Access MVV Highway Homes, Vasanth connecting NH 16 Vihar, Harita Township Title with HCPL. Land Ownership was acquired through a VUDA auction process. Proposed 80 ft Subject Site Sri Chaitanya Junior College, Sri Road NH 16 Educational Chaitanya RTB Campus, GVP The usage of the property was previously Institutions College of Engineering, Sri classified as Chaitanya Engineering College Zone “recreational” however, the same has been recently converted into Distance (Kms) Travel Time residential use Beach Road 13.0 27 Min Gajuwaka 34.0 75 Min Madurawada IT NH 16 6.0 15 Min 17°50'21.7"N HUB Coordinates Highlights 83°20'13.5"E Visakhapatnam • Located very close to Madhurwada IT Hub International 28.0 60 Min • Immediate catchment includes Kamabalkonda Wildlife Sancuary Airport • Close proximity to NH 16 (Kolkata & Chennai Highway) © 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 18 Photographs of the Site

Site Profile View of the Subject Site

Existing 80’ Abutting Road Existing 80’ Abutting Road

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 19 About – Visakhapatnam

PBD  Languages widely spoken : Rushikonda & Madhurawada Telugu, Hindi, English 4 Land Parcel Major Developments: IBM, Cyient ~25 Acres PBD 14th largest geographical city of Conduent, PayTm, Symbiosis , Technologies, the country Sankhya Technologies, Mahati Software Key Demand Drivers: IT & Residential 9th largest contributor to country’s GDP SBD TB Hospital, MVP Colony, Murali Nagar 5th busiest port of the country SBD Major Developments: Harmony Infotech, Patra Public sector companies BPO, WNS, Tech Mahindra, Wipro constitute to 85% of employee Key Demand Drivers: Residential & High Street population CBD Retail Home for Major Industries - CBD Vizag Steel Plant, Vizag Port Siripuram, Dwaraka Nagar, Waltair Uplands Trust, HPCL, Hindustan Zinc, Dredging Corporation of India & Major Developments: Malls, HSBC, Concentrix, IT/ITES companies provide Acclaris India, Maple Software, WNS, Chegg, employment to majority of the Xinthe, KJWW, Regus working population in the city Key Demand Drivers: Education, High Street Retail, IT & High End Residential

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 20 Site 5: Location Understanding - Vijayawada

Vijayawada

Andhra Pradesh

5

Subject Site

5

5 Vijayawada – 17.92 Acres

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 21 Site 5: Mangalagiri, Vijayawada

Property Details Micro Market Development NH 16 Fountain Heights Apartments, Good Life Sree Apartments, Vijayawada Proposed 100 Total Land Guntur Express ft Road 17.92 Acres Mid Valley City, Suchitra’s Highway Area Residential Aasritha Paradise, Srilakshmi Srinivasa Apartments, KP Apartments, Raintree Park, Micro Market Kaza Capital Square Apartments

Acharya Nagarjuna University Subject Site Access Proposed 100 ft road College of Pharmaceutical Educational Sciences, University College Of 10.92 acres - Title with Institutions Physical Education, Prabhala HCPL Lakshminarayana Memorial Degree College Acharya Ownership 7 Acres - Development Nagarjuna Agreements entered University between HCPL and Distance (Kms) Travel Time Land owners Vijayawada 23.0 35 Min Guntur 20.0 35 Min Highlights Zone Agricultural Amaravati 36.0 60 Min • Located near Amaravathi and Mangalagiri where major real estate development is concentrated after formation of new state AP. Vijayawada 16°22'50.6"N • Immediate catchment includes educational institutions Coordinates International 40.0 70 Min 80°32'15.5"E Airport • Close proximity to Vijayawada Guntur Expressway that helps in quick transportation to the main cities like Vijayawada and Guntur

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 22 Photographs of the Site

60’ Abutting Road View of the Subject Site

View of the Subject Site View of the Subject Site

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 23 About – Vijayawada

PBD  Languages widely spoken: Amaravati / Mangalagiri Telugu, Hindi, English Major Developments: The economy of the region is One of the busiest Railway EBD primarily driven by agricultural and services sectors junctions in India CBD (viz. trading, construction, hospitality). Key Demand Drivers: Govt. Institutions & Located on Golden Quadrilateral Residential connecting Chennai with Kolkata CBD Good Air Connectivity to Metros PBD MG Road, Eluru Road, Auto Nagar, Benz Circle in India Major Developments: Malls, Majority of organized retail activity is in the micro-market. Educational Hub – Availability of 5 Land Parcel quality manpower ~18 Acres Key Demand Drivers: High Street Retail, Malls, Hotels, Education & Commercial Logistics Hub EBD Gannvaram

Major Developments: HCL, L& T Medha IT Park

Key Demand Drivers: Airport, IT / Ites & logistics

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 24 About – Andhra Pradesh

st th 1 11.61% Rank in Ease of 8 Growth Rate higher than Doing Business (Two Largest State national average years in a row)

12 USD 1,156 bn. Airports being USD 117 bn Targeted Cumulative developed (8 GSDP in FY 17 - 18 Investments exist)

24 X 7 14 Ports 13% Uninterrupted Being developed (6 of India’s coastline, a power supply exist) gateway to the East commitment

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 25 Uttar Pradesh

Site 6: Meerut, Uttar Pradesh Location understanding – Meerut

Land Parcel NH 334 ~13.45 Acres

Meerut

Ghaziabad 65 km

New Delhi 95 km

Noida 105 km

27

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 27 Site 6: Meerut, Uttar Pradesh

Property Details

Total Land 13.45 Acres NH 334 Area

Micro Market Durala

Access Existing 180 ft road

Ownership Title with HCPL

NH 334 Zone Commercial 29°06'01.8"N Coordinates 77°42'47.9"E

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 28 Photographs of the Site

View of the Subject Site Boundary View of the Subject Site View of the Subject Site

View of the Subject Site View of the Subject Site Boundary Main Entry and Security room

© 2019 Jones Lang LaSalle IP, Inc. All rights reserved. 29 Disclaimer

Neither the issue of this teaser nor any part of its contents are to be taken as any form of commitment on the part of [Jones Lang LaSalle Property Consultants (India) Pvt. Ltd.], Infrastructure Leasing & Financial Services Limited or any of its subsidiaries, joint venture or associate companies (collectively referred to as “IL&FS Group”), to proceed with any transaction which maybe envisaged by the issue of this teaser. [Jones Lang LaSalle Property Consultants (India) Pvt. Ltd.] and the IL&FS Group reserve the right in their absolute discretion at any time and in any respect, without any liability on their part and/or their respective affiliates or representatives, to amend, suspend or terminate the process or to terminate any discussions and negotiations with any prospective purchaser at any time and without giving any reason and to proceed in any manner in relation to the opportunity/potential transaction.

While the information disclosed has been prepared by [Jones Lang LaSalle Property Consultants (India) Pvt. Ltd.] in good faith, there is no implicit or explicit representation as to the accuracy of the information and no responsibility or liability for any loss, cost, expense, damage or otherwise is accepted, and any and all responsibility and liability is expressly disclaimed, by [Jones Lang LaSalle Property Consultants (India) Pvt. Ltd.], the IL&FS Group and their respective shareholders, affiliates, directors, officers, agents, advisers and employees for any errors, misstatements, misrepresentations or omissions in any document or information supplied at any time to the recipient or its advisers in the course of the recipient's evaluation of a potential transaction, if any. In no circumstances will [Jones Lang LaSalle Property Consultants (India) Pvt. Ltd.], the IL&FS Group and their respective shareholders or affiliates, be responsible for any costs or expenses incurred by prospective purchasers in connection with any appraisal or investigation in relation to the opportunity/potential transaction and you acknowledge that you will bear all of your own such costs and expenses.

This teaser does not purport to be comprehensive nor does it constitute or form part of any offer to sell, or the basis of any contract which maybe concluded for the sale of the land. Consummation of any transaction will be subject to all requisite approvals, including, the approval of the relevant board of directors, approvals required under applicable law and approval of the National Company Law Tribunal. This teaser is private and confidential and must not be copied, reproduced, distributed or passed (in whole or in part) to any other person or used for any other purpose, at any time without the prior written consent of Infrastructure Leasing & Financial Services Limited.