bharat hotels limited - sayaji flow statement 18 notes to the financial statement 20 statement...

1

CONTENTS PAGE NO.

Board of Directors 2

Directors’ Report 3

Auditors’ Report 11

Balance Sheet 16

Statement of Profit & Loss 17

Cash Flow Statement 18

Notes to the Financial Statement 20

Statement Related to Subsidiaries 65

Annual Accounts of all Subsidiaries

- Jyoti Limited 66

- Apollo Zipper India Limited 84

- Prime Cellular Limited 120

- Prima Buildwell Pvt. Limited 136

Bharat Hotels Limited

1 Bharat Hotels AR 2013-14 1-15 250814.indd 1 8/25/2014 1:43:42 PM


2

CHAIRPERSON AND MANAGING DIRECTORDr. Jyotsna Suri

EXECUTIVE DIRECTORSMs. Divya Suri SinghMs. Deeksha SuriMr. Keshav Suri

DIRECTORSMr. Ramesh SuriMr. Lalit BhasinMr. Hanuwant SinghDr. M.Y. Khan Mr. Dharam Vir BatraMr. Abhay Navalmal FirodiaMr. Chakor Lalchand DoshiMr. Vinod Khanna

CHIEF FINANCIAL OFFICERMr. Madhav Sikka

REGISTERED OFFICEBarakhamba Lane, New Delhi - 110001, India

STATUTORY AUDITORSS.R. Batliboi & Associates LLPChartered AccountantsGolf View Corporate Tower BSector-42, Sector RoadGurgaon - 122002, Haryana, India

BANKERSThe Jammu & Kashmir Bank Ltd.Yes Bank Ltd.IDBI Bank Ltd.ICICI Bank Ltd.Axis Bank Ltd.The Ratnakar Bank Ltd.State Bank of India

FINANCIAL INSTITUTIONS IFCI Ltd.KSIDC Ltd.

DEBENTURE TRUSTEEIL&FS Trust Company Ltd.The IL&FS Financial CentrePlot - C-22, G Block, Bandra Kurla Complex,Bandra (E), Mumbai - 400 051


3

DIRECTORS’ REPORT

TO THE MEMBERSThe Directors have pleasure in presenting 33rd Annual Report together with the Audited Accounts of the Company for the year ended 31st March, 2014.

The Financial highlights for the year under review are given below:

(Rs. in lacs)Financial year 2013-14 2012-13Income from operations 42,695.62 37,424.33Other income 1,562.25 1,804.62Total Income 44,257.87 39,228.95Profit before Depreciation, Interest and Tax 8,618.58 6,121.37Less: Depreciation 4,750.81 4,518.33Add: Interest income 3,461.72 2,661.32Less: Interest & Finance costs 9,167.14 7,989.12Profit/ (Loss) before tax (1,837.65) (3,724.77)(Add) / Less: Prior Period Items 26.64 5.27(Add) / Less: Extra Ordinary Items (1,057.97) – (Add) / Less: Provisions for tax including deferred tax (1,230.33) 619.17Profit /(Loss) after tax 424.01 (4,349.20)Add: Balance brought forward from the previous year 20,723.25 25,514.05Add: Surplus Balances acquired on amalgamation of Udaipur Hotels Ltd. 121.97 –

Profit available for appropriation 21,269.23 21,164.85Less: Proposed final dividend 379.96 379.96Less: Tax on proposed dividend 64.57 61.64Net surplus in the Statement of profit & loss 20,824.70 20,723.25

The Financial Statements for the Financial Year ended 31st March, 2014 have been approved by the Audit Committee.

OPERATIONSThe Lalit Suri Hospitality Group is the fastest growing hospitality group. At present the Group has eleven hotels in the five-star deluxe segment operating under the brand name of “The Lalit” and two hotels are in the mid segment category operating under the brand name of “The Lalit Traveller”. The other six hotels of the Company are under various stages of construction, restoration and planning.

During the current financial year the commercial operations of “The Lalit Chandigarh” and “The Lalit Great Eastern Kolkata” hotels of the Company have commenced.

It is expected that during the financial year 2014-15, the hotel at Manger will commence commercial operations.

SUBSIDIARIES In pursuance of requirements of Section 212 of the Companies Act, 1956, the Balance Sheet, Profit & Loss Account, Directors’ Report and Report of the Auditors of all the subsidiary Companies form part of Annual Report of the Company.



4

DIVIDENDThe Board has recommended a dividend of 5% per share. The dividend if approved in the forthcoming Annual General Meeting will be paid to the members, whose names appear in the Register of Members as on the closing date.

AUDIT COMMITTEE OF THE BOARDIn accordance with the provisions of Section 177 of the Companies Act, 2013, Company requires to constitute an Audit Committee, consisting of minimum of three directors with Independent Directors forming a majority. The Company already has an Audit Committee which meets the composition requirement of the Companies Act, 2013.

At present the Audit Committee comprises of three Independent Directors viz. Dr. M.Y. Khan, Mr. Hanuwant Singh and Mr. Lalit Bhasin with Dr. M.Y. Khan being the Chairman. Mr. Madhav Sikka represent as the Head of Finance.

The Board in its meeting held on 28-5-2014 had recommended and approved the enhancement of the role and powers of Audit Committee as stipulated under Section 177 of the Companies Act, 2013.

DIRECTORSPursuant to Section 149 of the Companies act, 2013, the Board on the recommendation of Nomination and Remuneration Committee recommended appointment of Mr. Lalit Bhasin, Mr. Hanuwant Singh, Dr. M. Y. Khan, Mr. Chakor Lalchand Doshi, Mr. Abhay Navalmal Firodia and Mr. Vinod Khanna as independent Directors of the Company, not liable to retire by rotation for a period of two years subject to the approval of shareholders of the Company. These directors have given the declarations to the Board that they meet the criteria of independence as provided under Section 149(6) of the said Act.

In accordance with the provisions of the Companies Act, 2013, Ms. Divya Suri Singh and Ms. Deeksha Suri, Executive Directors of the Company, retire by rotation at this Annual General Meeting and, being eligible, offer themselves for re-appointment.

The term of Dr. Jyotsna Suri, Chairperson & Managing Director of the Company will expire on 15th October, 2014. The Board of Directors at its meeting held on 2nd August, 2014 has considered to re-appoint Dr. Jyotsna Suri as Chairperson & Managing Director w.e.f. 16th October, 2014 for a further period of 3 years on such remuneration which has been recommended by Nomination and Remuneration Committee of the Board subject to the approval of the members in ensuing Annual General Meeting. The terms of re-appointment and remuneration to be paid to Dr. Jyotsna Suri is set out in the resolution, seeking the approval of shareholders, forms part of the notice of the Annual General Meeting. Dr. Jyotsna Suri is also the Managing Director of Apollo Zipper India Limited but not drawing any remuneration from that Company.

Further, the term of Ms. Divya Suri Singh, Ms. Deeksha Suri and Mr. Keshav Suri, Executive Directors of the Company will expire on 25th August, 2014. The Board of Directors at its meeting held on 2nd August, 2014 has considered to re-appoint the above Executive Directors w.e.f. 26th August, 2014 for a further period of 3 years on such remuneration which has been recommended by Nomination and Remuneration Committee of the Board subject to the approval of the members in ensuing Annual General Meeting. The terms of re-appointment and remuneration to be paid to the above Executive Directors are set out in the resolutions, seeking the approval of shareholders, forms part of the notice of the Annual General Meeting.

DIRECTORS’ RESPONSIBILITY STATEMENTAs required by Section 217 (2AA) of the Companies Act, 1956 the Directors hereby confirm that :(i) in the preparation of the Annual Accounts, the applicable accounting standards had been followed along

with proper explanation relating to material departures;

(ii) the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period;


5

(iii) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) the Directors had prepared the Annual Accounts on a going concern basis.

AUDITORSThe existing Statutory Auditors M/s. S.R. Batliboi & Associates LLP, Chartered Accountants, have communicated to the Company their inability to continue as Statutory Auditors of the Company. In view of the above, the Board of Directors of the Company recommended the appointment of M/s. S. R. Batliboi & Co. LLP, Chartered Accountants, as the Statutory Auditors of the Company to hold office from the conclusion of the ensuing Annual General Meeting till the conclusion of the next Annual General Meeting.

M/s. S. R. Batliboi & Co. LLP have forwarded a certificate to the Company stating that they are eligible for appointment as auditors, and are not disqualified under the Companies Act, 2013, the Chartered Accountants Act, 1949, or the rules and regulations made there under.

AUDITORS’ REPORT The Auditors have qualified their report as follows: a) “The Company’s Subsidiary has communicated its intention to exit from the Joint Venture at Dubai

and is in the process of negotiating for recovery as per the terms of the Joint Venture Agreement. However, Company has not created provision against the investment of Rs. 30,100,000/- and loan of Rs 38,825,858/-. The ultimate outcome of the matter cannot presently be determined, and accordingly they are unable to comment on recoverability of the assets from the Joint Venture and its consequential impact in these financial statements. This was matter of qualification in previous year as well.”

The Company has an investment of Rs. 30,100,000/- and has given a loan of Rs.38,825,858/- (net of provision amounting to Rs.14,076,420/-) to Prima Buildwell Private Limited a 99.9% subsidiary as at March 31, 2014 for execution of Dubai project. Prima Buildwell Private Limited has entered into a Joint Venture for setting up a Hotel property at Al-Furjan, Dubai with Lost City LLC. The Joint Venture had paid an advance for purchase of Land to Al- Furjan LLC (associate of Lost City). Subsequent to this, due to the precarious financial situation in Dubai, Al- Furjan LLC has not developed the Land at Al- Furjan, Considering that area at Al-Furjan has not been developed as per the Land purchase agreement, the Company has communicated its intention to exit from the Joint Venture. The Company is taking steps to recover the money invested. The Company is confident that it shall be able to resolve the matter and be able to recover the money; accordingly no provision has been considered in these financial statements.

b) “That an amount of Rs.40,470,359/- pertaining to rent which is outstanding from a tenant, who has vacated the premises in the current year and where the contract, has expired and negotiations are underway for recovery of the balance. The Company is of the opinion that the rent amount shall be recovered and accordingly believes that no provision is required to be made against the rent in these financial statements. However, pending conclusion of the negotiations and in the absence of independent confirmation of balance /repayment schedule, they are unable to comment on the recoverability of the aforesaid balance and whether any adjustments are required to the carrying value of such receivable and its consequential impact in these financial statement. This was matter of qualification in previous year as well.”

The Company had in earlier years provided rental space to a tenant. The Company has a recoverable balance of rent amounting to Rs. 40,470,359/- as at March 31, 2014. The contract for tenancy expired in November 2011 and the tenant has vacated premises in current year. Further management is in discussion with the tenant to recover the balance outstanding. The management believes the money is recoverable in due course and accordingly no adjustment to the carrying values of the receivables is required at this stage.

The other observations of the Auditors referred to in the Auditors’ Report are appropriately dealt with in the respective Notes to Accounts and hence do not call for further explanations.



6

CORPORATE SOCIAL RESPONSIBILITYThe Lalit Suri Hospitality Group believes in developing destinations not just hotels. It is the people and the environment of the destinations that account for the success of our hotels. Therefore, our initiatives involve the local population, promote their handicrafts, culture, food, give training and employment to the youth thereby giving a boost to the economic environment.

• The Lalit New Delhi organized 7th edition ofThe Lalit Suri Caddies Tournament at Noida Golf Course on April 22, 2013.

• The Lalit Grand Palace Srinagar organized ‘TheLalit Suri Shikarathon’ on May 11, 2013, the longest ever Shikara race on the Dal Lake.

• TheLalitSuriWalk-a-thonwithDabbawalaswasorganized on May 26, 2013 at The Lalit Mumbai

• TheLalitPonythonwasorganizedonSeptember16, 2013 at Gulmarg, Srinagar

• “ChaloChitrakoot”-a10dayRamayanaFestivalat the picturesque abode of Lord Rama was organized from October 03-13, 2013.

• The Lalit New Delhi organized an Inter-SchoolJunior Golf Tournament on November 07, 2013.

• The Lalit Suri Invitational Kabaddi TournamentChampionship was organised from November 29-30, 2013 at The Lalit Resort & Spa Bekal.

Green Initiatives – After a successful green initiative by planting saplings in Bangalore the Group has taken it up at Khajuraho and New Delhi and also organized free air pollution camps at New Delhi.

Project Disha – an initiative of The Lalit Suri Foundation being implemented under the overall CSR policy of Bharat Hotels seeks to assist school students and youth from the local population to have access to quality “education leading to employment” and also to equip them to understand the benefit & opportunities available in today’s economic scenario. The area of interventions being undertaken includes establishment of a Library and supplementing teaching in the areas of English and General Knowledge at school level and, providing employment oriented vocational training in the hospitality sector including computer literacy, personality development, spoken English courses and life skills training with a special emphasis on workplace behaviour to under privileged youth in the livelihood skill centers that have also been instituted alongside. These centers are currently operating at five locations across India namely, Khajuraho, Udaipur, Bekal, Jaipur & Srinagar.

Environment Day - Plantation of saplings by CMD

STP inauguration at The Lalit, New Delhi by CMD and Executive Director


7

National Tourism Award

The initiative is being managed by SEED, a National NGO.

Snapshot:

• Totalbeneficiaries–5564

• Totalschoolbeneficiaries–3095

• Totalvocationaltrainingbeneficiaries–2469

• Totalstudentsplaced–1862

AWARDS & RECOGNITIONThe following are some of the awards and recognitions received during the year 2013-2014:

The Lalit New Delhi awarded:• NationalTourismAwardforHotelProviding

Best Facilities for Differently Abled Guests 2012-13.

• SilverMedalinThemeCookingCompetitionduring AHAAR Food Festival, 2014.

• Kitty Su was awarded Best Nightclub byTimes Food and Nightlife Awards 2013.

The Lalit Resort & Spa Bekal was awarded: • BestLuxuryResortSpa2013byWorldLuxury

Spa Awards.• Excellence Award by Kerala State Pollution

Board.

The Lalit Ashok Bangalore awarded :• BestOrnamentalGardenAward2013byMysoreHorticulturalSociety.• OKOrecognizedamongsttheTop500FinestRestaurantsofAsiabyTheMieleGuide2014.• BestConventionHotelbyAsiaPacificHotelAwards2014.• Sutra–TheLoungewasawardedTheBestLoungeBaratTimesFood&NightlifeAwards2013.

The Lalit Golf & Spa Resort Goa awarded:-• BestGolfResortbyAsiaPacificHotelAwards2013-14.• LuxuryGolfResortoftheYearbyWorldLuxuryHotelAwards2013.

The Lalit Mumbai awarded: -• MostLuxuriousSpaTreatmentbyAsiaSpaAwards2013.• TrendzrecognizedamongsttheTop500FinestRestaurantsofAsiabyTheMieleGuide2014.

The Lalit Laxmi Vilas Palace Udaipur awarded: • TravelGuruAwardsfor:

Star Performers 2013Customer Certified Hotel in Best Dining QualityBest in Service QualityBest in Room QualityBest in cleanliness



8

The Lalit Jaipur awarded: • BestNewSpa(Hotel)byAsiaSpaAwards2013.• BestAirportHotelbyAsiaPacificHotelAwards2013-14.• LuxuryAirportHoteloftheYearbyWorldLuxuryHotelAwards2013.

The Lalit Temple View Khajuraho awarded: -• StarPerformerHotel2013byTravelGuruAward.• CertificateofExcellence2013byTripadvisor.

Dr. Jyotsna Suri, Chairperson & Managing Director of the Company has been bestowed with the following awards and recognition during the year:

• SeniorVicePresident–FICCI.

• ListedamongsttheTop50BusinessPowerwomeninAsiain2014byForbesAsia.

Mr. Ravindra Kumar, Corporate General Manager – Food & Beverage was awarded “Outstanding Contribution to Hospitality Industry 2013” at Rendezvous 2013 organized by IHA.

FIXED DEPOSITSThe Company has not accepted deposits within the meaning of Company’s (Acceptance of Deposits) Rules, 1975 from the public during the year. There are no unpaid or unclaimed deposits lying with the Company.

AMALGAMATION OF UDAIPUR HOTELS LIMITEDDuring the financial year, the Company has received approval of the Registrar of Companies of NCT of Delhi and Haryana for scheme of amalgamation of its subsidiary Company Udaipur Hotels Limited with the Company.

INFORMATION REGARDING CONSERVATION OF ENERGY ETC. AND EMPLOYEESInformation required under Section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the report of Board of Directors) Rules, 1988 as amended from time to time are given in Annexure ‘A’and‘B’formingpartofthereport.

During the period under review or part thereof, there was no employee covered under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended from time to time.

ACKNOWLEDGEMENTThe Directors acknowledge with gratitude the whole-hearted support and the co-operation extended by all associated with the operations of Company’s all operational Hotels as well as Hotels under construction and renovations. They also express their appreciation to the employees at all levels for their dedication and sincerity. The employee-management relations were extremely cordial throughout the year.

Your Directors also place on record their sincere appreciation of the wholehearted support extended by the Government and other Statutory Authorities, Company’s Bankers and lenders, Business Associates, Auditors, all the stakeholders and members of public for their continued support and confidence reposed in the management of the Company. For and on behalf of the Board

Sd/-Place : New Delhi Dr. JYOTSNA SURIDated : 2nd August, 2014 CHAIRPERSON AND MANAGING DIRECTORRegd. Office : Barakhamba Lane, New Delhi - 110 001 (DIN: 00004603)CIN: L74899DL1981PLC011274Tel.: 91 11 44447777, Fax: 91 11 44441234Email: [email protected], Website: www.thelalit.com


9

ANNEXURE – A TO THE DIRECTORS REPORT

PARTICULARS REQUIRED TO BE DISCLOSED AS PER THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF THE BOARD OF DIRECTORS) RULES, 1988.

(1) CONSERVATION OF ENERGYa) Various energy conservation measures adopted by the Company in respect of all Hotels are as follows:

- Energy saving electrical fittings have been installed in illuminated areas which are active round the clock.

- Timers and photo cell switches have been installed for controlling the exterior lights.- Withaviewtoenhancelighteffectsandreduceelectricityconsumption,theCompanyhasfinalized

a lighting plan under which Garden lights, Lobby lights and Porch lights are changed from time to time in order to save energy.

- All Air Handling Units have been fitted with thermostatic controls; supply and exhaust blowers are controlled from a centralized Control Panel for effective operation. Automatic timers have been fitted for various supply and exhaust blowers to avoid wasteful running and have a programmed cycle of operations; all party rooms, conference halls and restaurants have been fitted with dimmerstat controls; maximum possible area has been covered with fluorescent lightings; proper utilization of waste steam from laundry and kitchen areas has worked out and saving of water also planned.

(b) The implementation of Energy Conservation Programme:-The Company has been continuously studying fuel and utility bills; measuring the results of tracking energy consumptions and the objectives of record keeping; having commitment to and accountability for energy conservation at all levels of the operations of all the hotels; established an energy conservation committee; making a walk-through inspection of the hotel to identify wasteful conditions; implementing changes in operating procedures by instructions to the staff regarding wasteful energy practices, setting realistic energy saving objectives.

(c) Energy conservation efforts are being greatly enhanced by a strong planned Preventive Maintenance Programme. Each month the Maintenance Department compiles an Energy Consumption Report for the hotel that is a valuable energy conservation tool. Discussions with regard to the same are held on a continuous basis to achieve better results.

(d) Internal energy audit’s are carried out to balance total energy inputs with use to identify all of the energy streams into a facility and to quantify energy use according to discrete functions.

(e) During renovation of the properties the process of changing (renewal) from incandescent bulbs to low wattage compact fluorescent lamps is being done substantially to conserve energy thereby cutting energy costs, at the same time keeping the aesthetic value of the properties in tact and still going on.

(f) As a result of the aforesaid measures taken and firm commitment of the management, considerable saving in Electrical unit, LDO & HSD has been achieved. The Company continues to make all efforts to keep consumption at optimum level.

(2) TECHNOLOGY ABSORPTIONAs required under Rule 2 of the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988, to the extent applicable, the steps taken by the Company in Technology Absorption are detailed intheprescribedFormBwhichisannexedheretoasAnnexure‘B’andformspartofthisreport.

(3) FOREIGN EXCHANGE EARNING AND OUTGO:(Rs. in Lacs)

Particulars Current Year2013-2014

Previous year2012-2013

CIF Value of Imports 132.77 278.27Expenditure in Foreign Currency 1,638.79 1,741.34Earnings in Foreign Exchange 9,358.80 10,277.09



10

ANNEXURE - BFORM B

(See Rule 2)

Form for disclosure of particulars with respect to absorption

RESEARCH & DEVELOPMENT

In view of the nature of business of the Company, the required information in the prescribed format are considered to be not applicable to the Company.

TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION

1. TheCompanyhasadopted theWorldwide standardswith regard touniformaccounting system.Hotel’sentire operation both front of the house and back of the house are fully computerised. To ensure the security of the guests and property as such, all the hotels have installed within the premises a Closed Circuit Security Surveillance System.

The Company has adopted the latest technology especially with regard to Engineering Design Standards to ensure against the hazards of fire and the like.

The Company has made successful efforts to adopt latest Human Resource Development Techniques which are being used extensively to motivate and train staff and to ensure that the standards are constantly met and continuously further improved.

The Company has installed new Telephone Exchanges, which are specially designed for Hotels and are considered to be the latest in the world. This has resulted into more efficient and improved service to the Hotel Guests.

The Company has already installed Reverse Osmoses system to provide best quality of portable water to the hotel Guests.

The hotel is continuously innovating by implementing new ideas with a view to enhance the facilities that can be enjoyed by its guests.

2. As a result of the effective utilisation of technological resources, the Company has been able to achieve high level of customers satisfaction, operational efficiency and development of variety of standards and skills in a short span of time after having become operational.

3. The Company has acquired a variety of International standards and skills specially with regard to the facilities offered to the guests, fire safety systems, life safety standards and more importantly the service standards. In addition to the above, the Company is constantly developing:

- Training modules which develop and fine-tune employees skills with regard to leadership, communication, supervision and general management.

- Hands on Culinary Skills Training for specialised cuisines, focusing on hygiene, foods preparation and food service.

- Assistance with setting up minimum standards of operations, in terms of quality of service and facilities provided in a hotel.

- Assistance with developing marketing strategies and relating the same with planning employee performance.

- Company has installed new Generators to provide continuous power supply.

- Company is already replacing all the hot and cold water pipe lines of the properties and also enhanced hot water chlorifiers.


11

S.R. BATLIBOI & ASSOCIATES LLPChartered Accountants

INDEPENDENT AUDITOR’S REPORTTo

To the Members of Bharat Hotels LimitedReport on the Financial Statements

We have audited the accompanying financial statements of Bharat Hotels Limited (“the Company”), which comprise the Balance Sheet as at March 31, 2014, and the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Financial StatementsManagement is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with accounting principles generally accepted in India, including the Accounting Standards notified under the Companies Act, 1956, read with General Circular 8/2014 dated 4 April, 2014 issued by the Ministry of Corporate Affairs. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to expressanopiniononthesefinancialstatementsbasedonouraudit.Weconductedouraudit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluatingtheoverallpresentationofthefinancialstatements.Webelievethatthe audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Basis for qualified opiniona) Attention is invited to Note No. 46, wherein it is stated that Company’s Subsidiary has communicated its

intention to exit from the Joint Venture at Dubai and is in the process of negotiating for recovery as per the terms of the Joint Venture Agreement. However, Company has not created provision against the investment of Rs. 30,100,000 and Loan of Rs 38,825,858 for reasons more fully described therein. The ultimate outcome of the matter cannot presently be determined, and accordingly we are unable to comment on recoverability of the assets from the Joint Venture and its consequential impact in these financial statements. This was matter of qualification in previous year as well.

b) Attention is invited to Note No. 52, regarding an amount of Rs. 40,470,359 pertaining to rent which is outstanding from a tenant, who has vacated the premises in the current year and where the contract, has expired and negotiations are underway for recovery of the balance. As represented to us, the management is of the opinion that the rent amount shall be recovered and accordingly believes that no provision is required to be made against the rent in these financial statements. However, pending conclusion of the negotiations and in the absence of independent confirmation of balance /repayment schedule, we are unable to comment on the recoverability of the aforesaid balance and whether any adjustments are required to the carrying value of such receivable and its consequential impact in these financial statements. This was matter of qualification in previous year as well.



12

Qualified OpinionIn our opinion and to the best of our information and according to the explanations given to us, except for the possible effects of the matter described in the Basis for Qualified Opinion paragraph, the financial statements give the information required by the Companies Act, 1956 (“the Act”) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:(a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2014;(b) in the case of the Statement of Profit and Loss, of the profit for the year ended on that date; and (c) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

Emphasis of matterWedrawAttentiontoNoteNo.48,whereinavendorhasissuedaterminationnoticeasperthetermsoftheagreement for sale of aircraft and has levied liquidated damages of Rs. 146,042,514 (equivalent to USD 2,430,000) and has adjusted the advance amounting to Rs. 66,109,780 (equivalent to USD 1,100,000) resulting in payable balance of Rs. 79,932,734 in terms of the agreement for sale of aircraft and further forfeited advance amounting to Rs. 159,264,470 paid by the Company. Management has initiated legal proceedings against the vendor, for which vendor has sought mediation for the settlement of the claim. Pending the completion of settlement of the mediation proceedings and legal case against the vendor for recovery of the advance, the management has not accounted for any the liquidated damages so levied. Our opinion is not qualified in respect of this matter.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by section 227(3) of the Act, we report that: (a) Except for the matters described in the Basis for Qualified Opinion paragraph,Wehaveobtainedall

the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

(b) Except for the matters described in the Basis for Qualified Opinion paragraph, In our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books;

(c) The Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement dealt with by this Report are in agreement with the books of account;

(d) Except for the matters described in the Basis for Qualified Opinion paragraph, In our opinion, the Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement comply with the Accounting Standards notified under the Companies Act, 1956, read with General Circular 8/2014 dated 4 April, 2014 issued by the Ministry of Corporate Affairs;

(e) On the basis of written representations received from the directors as on March 31, 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

For S.R. Batliboi & Associates LLP Chartered Accountants

ICAIFirmRegistrationNumber:101049W

Sd/-per Raman Sobti

Place : Gurgaon PartnerDate : 28th May, 2014 Membership Number: 89218


13

Annexure referred to in paragraph 3 of our report of even date

Re:BharatHotelsLimited(‘theCompany’)

(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.

(b) All fixed assets were physically verified by the management in the previous year in accordance with a planned programme of verifying them once in three years which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. As informed, no material discrepancies were noticed on such verification.

(c) There was no substantial disposal of fixed assets during the year.

(ii) (a) The management has conducted physical verification of inventory at reasonable intervals during the year.

(b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory and no material discrepancies were noticed on physical verification.

(iii) (a) The following are the particulars of loans granted by the Company to companies, firms and other parties covered in the Register maintained under Section 301 of the Companies Act, 1956:

Sl. No.

Name of Party Relationship with Company

Maximum Amount Rs

Year end Balance Rs

1 Jyoti Limited Subsidiary 46,383,906 46,383,906

2 Apollo Zipper India Ltd Subsidiary 1,604,913,733 1,604,913,733

3 Prime Cellular Limited Subsidiary 262,227,687 262,227,687

4 Prima Buildwell Private Limited

Subsidiary 152,902,278 109,411,376

5 The Lalit Suri Education and Charitable Trust

Trust in which directors are trustees

270,679,761 270,679,761

(b) In our opinion and according to the information and explanations given to us, the rate of interest and other terms and conditions for such loans are not prima facie prejudicial to the interest of the Company.

(c) In respect of loans granted, repayment of the principal amount and interest is as stipulated.

(d) There is no overdue amount of loans granted to companies, firms or other parties listed in the register maintained under section 301 of the Companies Act, 1956.

(e) According to information and explanations given to us, the Company has not taken any loans, secured or unsecured from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956. Accordingly, the provisions of clause 4 (iii) (e) to (g) of the Order are not applicable to the Company and hence not commented upon.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of inventory and fixed assets and for the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control system in respect of these areas. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal control system of the company.



14

(v) (a) According to the information and explanations provided by the management, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Act that need to be entered into the register maintained under section 301 have been so entered.

(b) In respect of transactions made in pursuance of such contracts or arrangements exceeding value of Rupees five lakhs entered into during the financial year, because of the unique and specialized nature of the items involved and absence of any comparable prices, we are unable to comment whether the transactions were made at prevailing market prices at the relevant time.

(vi) The Company has not accepted any deposits from the public.

(vii) In our opinion, the Company has an internal audit system commensurate with the size and nature of its business.

(viii) To the best of our knowledge and as explained, the Central Government has not prescribed maintenance of cost records under clause (d) of sub-section (1) of section 209 of the Companies Act, 1956 for the products of the Company.

(ix) (a) Undisputed statutory dues including provident fund, investor education and protection fund, employees’ state insurance, income-tax, sales-tax, wealth-tax, service tax, customs duty, excise duty, cess and other material statutory dues have not generally been regularly deposited with the appropriate authorities though the delays in deposit have not been serious.

(b) According to the information and explanations given to us, undisputed amounts payable in respect of provident fund, investor education and protection fund, employees’ state insurance, income-tax, wealth-tax, service tax, sales-tax, customs duty, excise duty, cess and other undisputed statutory dues were outstanding, at the year end, for a period of more than six months from the date they became payable are as follows:

Name of statute Nature of dues Amount (Rs) Period to which the amount relates

ESI Act Employee contribution 269,350 1997-98

(c) According to the records of the Company, the dues outstanding of income-tax, sales-tax, wealth-tax, service tax, customs duty, excise duty and cess on account of any dispute, are as follows:

Name of statute Nature of dues Amount (Rs) Period to which the amount relates

Forum where dispute is pending

Finance Act,1994 Service Tax 23,240,858 2005-06, 2006-07 and 2007-08

Commissioner of Service Tax

Custom Act Custom duty 66,805,372 2006-07 Customs, Excise and Service Tax Appellant Tribunal.

Finance Act,1994 Service Tax 2,575,176 2009-10 & 2010-11 High Court of KeralaESI Act Employee

Contribution440,417 1997-1999 Udaipur ESI Court

Urban Development Tax Act

Urban Development Tax

13,455,139 2007-08 to 2013-14 High Court of Jodhpur

The Rajasthan Tax on Entry of Goods into Local Areas Act, 1999

Entry tax 8,240,840 2009-10 to 2012-13 The Deputy Commissioner (Appeals)- Rajasthan

Bombay Municipal Corporation Act

Property Tax 22,590,936 2010-11 to 2013-14 Bombay High Court.


15

(x) The Company has no accumulated losses at the end of the financial year and it has not incurred cash losses in the current and immediately preceding financial year.

(xi) Based on our audit procedures and as per the information and explanations given by the management, the Company has delayed in repayment of dues to financial institutions, and banks during the year to the extent of Rs. 169,843,166 (the delay in such repayments being for less than 44 days in each individual case) and Rs. Nil of such dues were in arrears as on the balance sheet date.

(xii) According to the information and explanations given to us and based on the documents and records produced to us, the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor’s Report) Order, 2003 (as amended) are not applicable to the Company.

(xiv) In our opinion, the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor’s Report) Order, 2003 (as amended) are not applicable to the Company.

(xv) According to the information and explanations given to us, the Company has given guarantee for loans taken by others from banks and financial institutions, the terms and conditions whereof, in our opinion, are not prima-facie prejudicial to the interest of the Company.

(xvi) Based on information and explanations given to us by the management, term loans were applied for the purpose for which the loans were obtained.

(xvii) According to the information and explanations given to us and on overall examination of the balance sheet of the Company, we report that the Company has used funds raised on short-term basis in the form of other current liabilities amounting to Rs. 452,537,600 has been used in making a long-term investment for construction of fixed asset and long term loan to subsidiary and associate companies.

(xviii) The Company has not made any preferential allotment of shares to parties or companies covered in the register maintained under section 301 of the Companies Act, 1956.

(xix) According to the information and explanations given to us, during the period covered by our audit report, the Company has not issued debentures. Further, the Company has created security in respect of debentures outstanding as at the commencement of the year and still outstanding as at year end.

(xx) The Company has not raised any money through a public issue during the year or previous year.

(xxi) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and as per the information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the course of our audit.


ICAIFirmRegistrationNumber:101049W

Sd/-per Raman Sobti

Place: Gurgaon PartnerDate : 28th May, 2014 Membership Number: 89218



16

BALANCE SHEET as at March 31, 2014

Particulars Note No.

As at 31st March, 2014

(Rupees)


(Rupees)

I EQUITY AND LIABILITIES1 Shareholders’ funds

(a) Share capital 2 759,911,990 759,911,990 (b) Reserves and surplus 3 10,348,478,723 9,412,083,994

11,108,390,713 10,171,995,984 2 Non-current liabilities

(a) Long-term borrowings 4 7,072,741,101 5,994,944,189 (b) Deferred tax liabilities (Net) 5 758,338,587 877,858,249 (c) Other Long term liabilities 6 555,136,919 529,717,325 (d) Long-term provisions 7 57,834,559 61,042,084

8,444,051,166 7,463,561,847 3 Current liabilities

(a) Short-term borrowings 8 986,055,851 864,573,654 (b) Trade payables 9 296,826,474 280,748,492 (c) Other current liabilities 9 1,505,105,508 2,083,006,697 (d) Short-term provisions 10 124,372,291 127,101,738 2,912,360,124 3,355,430,581 TOTAL 22,464,802,003 20,990,988,412

II ASSETS1 Non-current assets

(a) Fixed assets(i) Tangible assets 11 13,196,079,447 13,126,833,941 (ii) Intangible assets 11 13,698,616 13,584,163

(iii) Capital work-in-progress (Refer note 42 for preoperative expenditure pending allocation) 1,389,738,768 1,048,719,985

(b) Non-current investments 12.1 1,260,597,887 1,324,379,192 (c) Loans and advances 13 4,142,829,796 2,586,075,801 (d) Other non-current assets 14 156,439,386 135,912,488

20,159,383,900 18,235,505,570 2 Current assets

(a) Current investments 12.2 – 738,592,525 (b) Inventories 15 147,715,428 133,860,734 (c) Trade receivables 16 351,841,011 281,263,575 (d) Cash and bank balances 17 619,093,427 618,534,187 (e) Loans and advances 18 1,123,997,057 790,129,054 (f) Other current assets 19 62,771,180 193,102,767

2,305,418,103 2,755,482,842 TOTAL 22,464,802,003 20,990,988,412 Summary of significant accounting policies 1

The accompanying notes are an integral part of the financial statements. As per our report of even date.

For S. R. Batliboi & Associates LLP For and on behalf of the Board of Directors ofFirm Registration Number: 101049W Bharat Hotels LimitedChartered Accountants

Sd/- Sd/- Sd/- per Raman Sobti Dr. Jyotsna Suri Divya Suri Singh Partner Chairperson and Executive Director Membership No. 89218 Managing Director (DIN :- 00004559) (DIN :- 00004603) Sd/- Sd/- Madhav Sikka S. Prabhakar Sr. Vice President- Vice President - Legal & Finance & Systems Company Secretary Place : Gurgaon Place : New DelhiDate : 28th May, 2014 Date : 28th May, 2014

1 Bharat Balance Sheet 16-26 250814.indd 16 8/25/2014 1:46:36 PM

17




STATEMENT OF PROFIT AND LOSS for the year ended 31 March, 2014

Particulars NoteNo.

For the year ended 31st March, 2014

(Rupees)


(Rupees)

I Incomea Revenue from operations (gross) 20 4,272,873,505 3,744,702,291

Less: Excise Duty 20 3,311,211 2,269,363 Revenue from operations (net) 4,269,562,294 3,742,432,928

b Other Income 21.1 156,225,270 180,462,404 Total revenue 4,425,787,564 3,922,895,332

II ExpensesConsumption of food and beverages 22 512,120,341 430,401,283 Purchase of traded goods 8,303,146 8,240,438 Increase/ (Decrease) in inventories of traded goods 23 (227,472) (1,734,031)Employee benefit expense 24 860,994,144 831,416,574 Other expenses 25 2,182,738,892 2,042,433,996 Total expenses 3,563,929,051 3,310,758,260

III Earnings before interest, tax, depreciation and amortisation (EBITDA) (I-II)

861,858,513 612,137,072

Depreciation and amortisation expense 26 475,081,454 451,833,336 Interest Income 21.2 (346,172,023) (266,131,813)Interest and Finance costs 27 916,714,166 798,912,067

IV Profit/(loss) before tax, prior period items and extra ordinary items

(183,765,084) (372,476,518)

V Prior Period items 28 2,663,910 527,126 VI Extra Ordinary Items 29 (105,797,157) – VII Profit/(loss) before tax and after prior period items (80,631,837) (373,003,644)VIII Tax expense 30

Current tax (Includes Rs 35,13,141 pertaining to provisions written back of previous years) (3,513,141) –

Less: MAT Credit Entitlement – – (3,513,141) –

Deferred tax charge / (credit) (119,519,662) 61,916,653 Total tax expense (123,032,803) 61,916,653

IX Profit/(Loss) for the year 42,400,966 (434,920,297)X Earnings per share [nominal value of shares Rs. 10 (previous year

Rs. 10)]31

Prior to extra ordinary itemsBasic and Diluted (0.83) (5.72)After extra ordinary itemsBasic and Diluted 0.56 (5.72)Summary of significant accounting policies 1



18

CASH FLOW STATEMENT for the year ended 31 March, 2014


(Rupees)


(Rupees)A CASH FLOW FROM OPERATING ACTIVITIES

Profit /(loss) before tax (80,631,837) (373,003,644)Non-cash adjustments to reconcile profit before tax to net cash flows:Depreciation and amortisation expenses 475,081,454 451,833,336 Bad debts written off 1,347,336 1,149,354 Advance written off 10,310,322 17,066,292 Provision for doubtful debts 5,727,918 2,352,584 Provision for doubtful advances 50,000,000 – Excess provision/ credit balances written back (20,951,978) (15,677,471)Loss/ (Profit) on sale of investment (277,407,933) – Loss/ (Profit) on sale of fixed assets (net) 172,494,061 (12,942,182)Interest Income (346,172,023) (266,131,813)Amortization of ancillary cost of term loans 29,799,136 12,488,079 Interest and Finance Charges 886,915,030 780,846,618 Unrealized foreign exchange loss / (gain) 23,033,536 (35,943,192)

Operating profit before working capital changes: 929,545,022 562,037,961

Movements in working capital:-Trade receivables (77,652,690) (48,120,687)-Loans and advances and other current assets (259,181,731) (167,334,191)-Inventories (13,854,694) 8,346,306 -Liabilities and provisions 99,647,260 203,663,983

Cash Generated from Operations 678,503,167 558,593,372

Tax Paid (85,615,320) (61,724,359)

Net cash flow from /(used in) operating activities (a) 592,887,847 496,869,013

B CASH FLOWS FROM INVESTING ACTIVITIESPurchase of fixed assets* (840,262,824) (1,797,765,093)Proceeds from sale of fixed assets 841,605,353 821,479,138 Proceeds from sale of Investment in subsidiary 1,016,000,458 – Purchase consideration for Udaipur Hotels Limited 6,000 – Loans repayment received from subsidiaries 100,000,000 660,628,045 Loans to subsidiaries (331,965,585) (102,163,386)Loan to joint venture of subsidiaries (1,176,586,340) (283,538,776)Loan to Trust- The Lalit Suri Educational & Charitable trust (84,641,084) (117,257,989)Interest received 344,505,603 263,924,607 Proceed from long term fixed deposits with banks (213,370,555) 384,910,286 Proceed from margin money held as security 15,121,742 (4,916,903)

Net Cash flow from/(used in ) investing activities (b) (329,587,232) (174,700,071)

C CASH FLOWS FROM USED FINANCING ACTIVITIESProceeds from long term borrowings 2,715,865,720 3,120,690,147 Proceeds from short term borrowings 443,482,197 431,260,963 Repayment of long term borrowings (2,176,084,337) (2,397,544,656)Repayment of short term borrowings (322,000,000) (394,773,273)Interest paid (1,027,576,336) (916,470,168)Deferred payment liabilities 628,593 207,183

Dividends paid (37,995,600) (37,995,600)


19


(Rupees)


(Rupees)

Tax on dividend paid (6,163,836) (6,163,836)

Ancillary cost of Term loan (52,915,982) (39,787,576)

Net Cash from/ (Used in ) financing activities (c) (462,759,581) (240,576,816)

NET (DECREASE)/ INCREASE IN CASH & CASH EQUIVALENTS (a+b+c) (199,458,966) 81,592,126

CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR 557,197,998 475,605,872

Adjustment for Net increase / (decrease) in cash and cash equivalents of Udaipur Hotels Limited for the year ended March 31, 2013

1,037,565 –

CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR 358,776,597 557,197,998

COMPONENTS OF CASH AND CASH EQUIVALENTSCash on Hand 8,746,762 11,119,997

Cheques on hand 14,315,145 9,135,521

Balances with Scheduled Banks in

- Current accounts 126,042,825 525,205,794

- EEFC accounts 3,240,175 9,137,224

- Unpaid dividend account ** 2,929,194 2,714,774

- Deposit accounts 203,700,000 –

Add: Unrealised loss/ (gain) on foreign currency cash and cash equivalents (197,504) (115,312)

358,776,597 557,197,998

Notes:* 1. Additions to Fixed Assets are stated inclusive of movements of Capital work-in-progress (including capital advances)

and Preoperative expenditure pending allocation and the same has been treated as part of Investing Activities.

** 2. Amounts under dividend account are held by the Company for the payment of dividend only.

3. The cash flow statement has been prepared under the indirect method as set out in the Accounting Standard 3 “Cash Flow Statement” issued by the Institute of Chartered Accountants of India.

Summary of significant accounting policies 1






20

1. Corporate InformationBharat Hotels Limited, (‘the Company’) is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. The Company engaged in the business of operating hotels. The company has properties in eleven locations (including three under construction).

1.1 Basis of PreparationThe financial statements of the Company have been prepared in accordance with generally accepted accounting principles in India (Indian GAAP). The company has prepared these financial statements to comply in all material aspects with the Accounting Standards notified under the Companies Accounting Standards Rules, 2006 (as amended) and the relevant provisions of the Companies Act, 1956 , read with General Circular 8/2014 dated 4 April 2014 issued by the Ministry of Corporate Affairs. The financial statements have been prepared on an accrual basis and under the historical cost convention.

The accounting policies have been consistently applied by the Company and are consistent with those used in the previous year.

1.1.1 Summary of significant accounting policies a) Use of estimates

The preparation of financial statements are in conformity with Indian GAAP requires the management to make judgments , estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the end of the reporting period. Although these estimates are based upon management’s best knowledge of current events and actions, uncertainty about these assumptions and estimates could result in the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in future periods.

b) Tangible Fixed Assets :Fixed assets are stated at cost (or revalued amounts, as the case may be), net of accumulated depreciation and accumulated impairment losses, if any. Cost comprises the purchase price, borrowing cost if capitalization criteria are met and any direct attributable costs of bringing the asset to its working condition for its intended use. Any trade discounts and rebates are deducted in arriving at the purchase price.

Subsequent expenditure related to an item of fixed asset is added to its book value only if it increases the future benefits from the existing asset beyond its previously assessed standard of performance. All other expenses on existing fixed assets, including day-to-day repair and maintenance expenditure and cost of replacing parts, are charged to the statement of profit and loss for the period during which such expenses are incurred.

The Company adjusts exchange differences arising on translation/ settlement of long-term foreign currency monetary items pertaining to the acquisition of a depreciable asset to the cost of the asset and depreciates the same over the remaining life of the asset. In accordance with MCA circular dated 09 August 2012, exchange differences adjusted to the cost of fixed assets are total differences, arising on long-term foreign currency monetary items pertaining to the acquisition of a depreciable asset, for the period. In other words, the Company does not differentiate between exchange differences arising from foreign currency borrowings to the extent they are regarded as an adjustment to the interest cost and other exchange difference.

Gains or losses arising from de-recognition of fixed assets are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is derecognized.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31,2014


21

c) Depreciation on fixed assetsDepreciation on fixed assets is calculated on Straight Line basis using the rates arrived at based on the useful lives estimated by the management or those prescribed under schedule XIV of the Companies Act, 1956, whichever is higher.

In the following cases, the estimated useful life of the assets determined by the company has resulted in depreciation rates being higher than that provided under schedule XIV.

Depreciation rates based on estimated useful (SLM)

Depreciation rate as per schedule XIV (SLM)

Fabricated luxury tents (included in buildings) 25% 1.63%

Depreciation on additions is provided on pro-rata basis from the date on which the assets have been put to use and individual assets acquired for less than Rs. 5,000/- are depreciated @ 100% per annum.

Depreciation is charged on the revalued assets over the remaining useful life of such assets and the additional depreciation on account of revaluation is adjusted against revaluation reserve.

Leasehold buildings are amortized on straight line basis over the period of lease or useful life, whichever is earlier.

d) ImpairmentThe Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) net selling price and its value in use. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining net selling price, recent market transactions are taken into account, if available. If no such transactions can be identified, an appropriate valuation model is used.

After impairment, depreciation is provided on the revised carrying amount of the asset over its remaining useful life.

An assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may no longer exist or may have decreased. If such indication exists, the company estimates the asset’s or cash-generating unit’s recoverable amount. A previously recognized impairment loss is reversed only if there has been a change in the assumptions used to determine the asset’s recoverable amount since the last impairment loss was recognized. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in the statement of profit and loss unless the asset is carried at a revalued amount, in which case the reversal is treated as a revaluation increase.

e) Intangible assetsIntangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are carried at cost less accumulated amortization and accumulated impairment losses, if any.

Intangible assets are amortized on a straight line basis over the estimated useful economic life.

The Company has capitalized computer software in the nature of software licenses as intangible assets, and the same is amortized over the license period or three years, being their expected useful economic life, whichever is lower.



22

Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is derecognized.

f) LeasesWhere the Company is the lesseeLeases where the lessor effectively retains substantially all the risks and benefits of ownership of the leased item, are classified as operating leases. Operating lease payments are recognized as an expense in the Profit and Loss account on a straight-line basis over the lease term.

Where the Company is the lessorLeases in which the company does not transfer substantially all the risks and benefits of ownership of the asset are classified as operating leases. Assets subject to operating lease are included in fixed assets. Lease income is recognized in the Profit and Loss Account on a straight-line basis over the lease term. Costs, including depreciation are recognized as an expense in the Profit and Loss Account. Initial direct costs such as legal costs, brokerage costs, etc. are recognized immediately in the Profit and Loss Account.

g) InvestmentsInvestments, that are readily realizable and intended to be held for not more than one year from the date on which investments are made, are classified as current investments. All other investments are classified as long-term investments.

On initial recognition, all investments are measured at cost. The cost comprises purchase price and directly attributable acquisition charges such as brokerage, fees and duties. Current investments are carried in the financial statements are carried at lower of cost and fair value determined on an individual investment basis. Long-term investments are carried at cost. However, provision for diminution in value is made to recognize a decline other than temporary in the value of the investments.

On disposal of an investment, the difference between its carrying amount and net disposal proceeds is charged or credited to the statement of profit and loss.

h) InventoriesStores and spares inventory comprises cutlery, crockery, linen, other store items food and beverage, liquor and wine items in hand, which are valued at lower of cost and net realizable value. Cost is determined on First in first out basis. Circulating stock of crockery and cutlery is charged to the profit and loss account as consumption.

Trading goods are valued at lower of cost and net realizable value.

Unserviceable / damaged / discarded stocks and shortages observed at the time of physical verification are charged off to Profit & Loss Account.

Net realizable value is the estimated selling price in the ordinary course of the business, less estimated costs necessary to make the sale.

Inventory of food and beverage items in hand include items used for staff cafeteria and is charged to consumption, net of recoveries, when issued.

i) Revenue recognitionRevenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. The following specific recognition criteria must also be met before revenue is recognized:

Revenue from hotel operations: Revenue from hotel operations comprise sale of rooms and apartments, food and beverages, liquor and wine, banquet rentals and other services relating to hotel operations including telecommunication,


23

laundry, business centre, health centre, etc. Revenue is recognized as and when the services are rendered and is disclosed net of allowances. The Company collects taxes such as value added tax, luxury tax, entertainment tax and service tax on behalf of the Government and, therefore, these are not economic benefits flowing to the company. Hence, they are excluded from revenue. Excise duty deducted from revenue (gross) is the amount that is included in the revenue (gross) and not the entire amount of liability arising during the year.

Aircraft charter: Revenue from hiring of the aircraft is recognized as and when services are rendered.

Rent:Income from rent is recognized over the period of the contract on straight line basis. Initial direct cost is expensed off when incurred.

Maintenance charges:Amounts collectible as maintenance charges are recognized over the period of the contract, on an accrual basis. Corresponding costs are recorded as incurred.

Membership programme revenue:Membership revenue is recognized pro-rata over the period of the membership term. Joining fee is recorded as income on sale of membership card.

Sale of goods (Trading goods)Revenue is recognised when all significant risks and rewards of ownership of the goods have passed to the buyer, taxes such as Sales Tax and VAT are deducted from turnover.

Interest:Revenue is recognized on a time proportion basis taking into account the amount outstanding and the rate applicable. Interest income is included under the head “other income” in the statement of profit and loss.

Commission IncomeIncome is recognised when right to receive payment is established by the terms of the contract.

Consultancy Fees:Consultancy fee is recognised when right to receive payment is established by the terms of the contract.

j) Expenditure during construction period:Expenditure directly relating to construction activity is capitalized. Administrative and other general overhead expenses are usually excluded from the cost of fixed assets because they do not relate to a specific fixed asset. Indirect expenditure incurred during construction period is recognized as part of the indirect construction cost to the extent to which the expenditure is related to construction or is incidental thereto and is charged to expenditure during construction period. Other indirect expenditure (including borrowing costs) incurred during the construction period which is not related to the construction activity nor is incidental thereto is charged to the Profit and Loss Account. Income earned during construction period is deducted from the total of the indirect expenditure during construction period.

k) Borrowing Costs:Borrowing costs include interest and commitment charges on borrowings, amortization of costs incurred in connection with the arrangement of borrowings and finance charges under leases.

Borrowing costs directly attributable to development projects, that take a substantial period of time to get ready for its intended use, are capitalized as part of cost of the respective asset. All other borrowing costs are recognized in the Profit and Loss Account in the period in which they are incurred.



24

l) Foreign currency translation: (i) Initial Recognition:

Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency amount the exchange rate between the reporting currency and the foreign currency at the date of the transaction;

(ii) Conversion:Foreign currency monetary items are retranslated using the exchange rate prevailing at the reporting date. Non-monetary items which are measured in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction;

(iii) Exchange differences:From accounting period commencing on or after April 1, 2012, the Company accounts for exchange differences arising on translation/ settlement of foreign currency monetary items as below:1. Exchange differences arising on long-term foreign currency monetary items related to

acquisition of a fixed asset are capitalized and depreciated over the remaining useful life of the asset. For this purpose, the company treats a foreign monetary item as “long-term foreign currency monetary item”, if it has a term of 12 months or more at the date of its origination.

2. All other exchange differences are recognized as income or as expenses in the period in which they arise.

In accordance with MCA circular dated 09 August, 2012, exchange differences for this purpose, are total differences arising on long-term foreign currency monetary items for the period. In other words, the Company does not differentiate between exchange differences arising from foreign currency borrowings to the extent they are regarded as an adjustment to the interest cost and other exchange difference.

m) Employee benefits:i. Retirement benefit in the form of provident fund is a defined contribution scheme. The Company has

no obligation, other than the contribution payable to the provident fund. The Company recognizes contribution payable to the provident fund scheme as an expenditure, when an employee renders the related service. The Company has no obligations other than the contribution payable to the Provident Fund.

ii. Gratuity liability is a defined benefit plan. The cost of providing benefits under the plan is determined on the basis of actuarial valuation at each year-end. Actuarial valuation is carried out by using the projected unit credit method. Actuarial gains and losses for defined benefit plan is recognized in full in the period in which they occur in the statement of profit and loss.

iii. The Company treats accumulated leave expected to be carried forward beyond twelve months, as long-term employee benefit for measurement purposes. Such long-term compensated absences are provided for based on the actuarial valuation using the projected unit credit method at the year-end. Actuarial gains/losses are immediately taken to the statement of profit and loss and are not deferred. The Company presents the entire leave as a current liability in the balance sheet, since it does not have an unconditional right to defer its settlement for 12 months after the reporting date.

iv. Accumulated leave, which is expected to be utilized within the next 12 months, is treated as short-term employee benefit. The Company measures the expected cost of such absences as the additional amount that it expects to pay as a result of the unused entitlement that has accumulated at the reporting date.

n) Income taxes:Tax expense comprises of current and deferred tax. Current income tax is measured at the amount


25

expected to be paid to the tax authorities in accordance with the Income-Tax Act, 1961. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted at the reporting date.

Deferred income taxes reflect the impact of current year timing differences between taxable income and accounting income for the year and reversal of timing differences of earlier years. Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the balance sheet date. Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and deferred tax liabilities relate to the taxes on income levied by same governing taxation laws. Deferred tax assets are recognized only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized. In situations where the Company has unabsorbed depreciation or carry forward tax losses, all deferred tax assets are recognized only if there is virtual certainty supported by convincing evidence that they can be realized against future taxable profits.

At each Balance Sheet date, the Company re-assesses unrecognized deferred tax assets. It recognizes deferred tax assets to the extent that it has become reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available against which such deferred tax assets can be realized.

The carrying amount of deferred tax assets are reviewed at each balance sheet date. The Company writes-down the carrying amount of a deferred tax asset to the extent that it is no longer reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available against which deferred tax asset can be realized. Any such write-down is reversed to the extent that it becomes reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available.

Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set-off current tax assets against current tax liabilities and the deferred tax assets and deferred taxes relate to the same taxable entity and the same taxation authority.

MAT credit is recognised as an asset only when and to the extent there is convincing evidence that the Company will pay normal income tax during the specified period. In the year in which the Minimum Alternative Tax (MAT) credit becomes eligible to be recognized as an asset in accordance with the recommendations contained in Guidance Note issued by the Institute of Chartered Accountants of India, the said asset is created by way of a credit to the profit and loss account and shown as MAT Credit Entitlement. The Company reviews the same at each balance sheet date and writes down the carrying amount of MAT Credit Entitlement to the extent there is no longer convincing evidence to the effect that the Company will pay normal Income Tax during the specified period.

In the current year deferred tax liability has been considered evidence for recognition of deferred tax asset on unabsorbed depreciation and carried forward losses.

o) Segment Reporting Policies:Identification of the segments:The Company’s operating businesses are organized and managed separately according to the nature of products and services provided, with each segment representing a strategic business unit that offers different products and serves different markets.

Inter-segment transfersThe Company generally accounts for inter -segment sales and transfers as if the sales or transfers were to third parties at current market prices.

Allocation of common costs:Common allocable costs are allocated to each segment according to the relative contribution of each segment to the total common costs.



26

Unallocated items:Unallocated items include general corporate income and expense items which are not allocated to any business segment.

Segment accounting policies:The company prepares its segment information in conformity with the accounting policies adopted for preparing and presenting the financial statements of the company as a whole.

p) Earnings per share:Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. The weighted average number of equity shares outstanding during the period are adjusted for events of bonus issue; bonus element in a rights issue to existing shareholders; share split; and reverse share split (consolidation of shares), if any.

For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares, if any.

q) ProvisionsA provision is recognized when the company has a present obligation as a result of past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are not discounted to their present value and are determined based on the best estimate required to settle the obligation at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best estimates.

r) Contingent liabilitiesA contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a present obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. The Company does not recognize a contingent liability but discloses its existence in the financial statements.

s) Cash and cash equivalents:Cash and cash equivalents for the purpose of cash flow statement comprise cash at bank and in hand and short-term investments with an original maturity of three months or less.

t) Provision for Loyalty Programmes:Loyalty Programme reward points are provided for based on actuarial valuation. A provision is recognized for such programmes based upon excepted usage of reward points by the members, as estimated by actuarial valuation.

u) Measurement of EBIDTAAs permitted by the Guidance Note on the Revised Schedule VI to the Companies Act, 1956, the company has elected to present earnings before interest, tax, depreciation, amortization and interest income (EBITDA) as a separate line item on the face of the statement of profit and loss. The Company measures EBITDA on the basis of profit/ (loss) from continuing operations. In its measurement, the Company does not include depreciation and amortization expense, finance costs and tax expense.


27

2. SHARE CAPITAL



Authorized Shares100,000,000 (previous year 100,000,000) equity shares of Rs. 10 each 1,000,000,000 1,000,000,000

Issued, Subscribed and fully paid-up shares75,991,199 (previous year 75,991,199) equity shares of Rs. 10 each fully paid 759,911,990 759,911,990

(A) RECONCILIATION OF THE EQUITY SHARES OUTSTANDING AT THE BEGINNING AND AT THE END OF THE YEAR

31st March, 2014 31st March, 2013No. of shares

Amount (Rupees)

No. of shares

Amount (Rupees)

Shares outstanding at the beginning of the year* 75,991,199 759,911,990 75,991,199 759,911,990

Shares Issued during the year – – – –Shares outstanding at the end of the year* 75,991,199 759,911,990 75,991,199 759,911,990*Of the above, equity shares of Rs. 10 each were issued by way of Global Depository Receipts (GDR) through an international offering 10,399,998 103,999,980 10,399,998 103,999,980

(B) TERMS/RIGHTS ATTACHED TO EQUITY SHARESThe Company has only one class of equity shares having par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

During the year ended 31st March 2014, the amount of per share dividend recognized as distributions to equity shareholders is Rs. 0.50( Previous year Rs 0.50)

In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

(C) DETAILS OF SHAREHOLDERS HOLDING MORE THAN 5% SHARES IN THE COMPANY

31st March, 2014 31st March, 2013No. of shares % holding No. of shares % holding

Equity shares of Rs. 10 each fully paid upDeeksha Holding Limited 30,710,301 40.41 30,710,301 40.41Deutsche Bank Trust Company (held on behalf of GDR holders) 10,399,998 13.69 10,399,998 13.69

Dr. Jyotsna Suri 7,247,935 9.54 7,247,538 9.54Responsible Builders Pvt. Ltd. 7,106,400 9.35 7,106,400 9.35Richmonds Enterprises S.A. 5,491,200 7.23 5,491,200 7.23Dubai Ventures Limited 4,100,000 5.40 4,100,000 5.40Mr. Keshav Suri 3,880,596 5.11 3,880,596 5.11

As per the records of the company, including its register of shareholders/members and other declaration received from the shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares except for those which are issued on behalf of GDR holders.

NOTES FORMING PART OF THE FINANCIAL STATEMENTS

1 Bharat Account Notes 27-65 250814.indd 27 8/25/2014 1:49:41 PM


28

3. RESERVES & SURPLUS


(Rupees)


(Rupees)

Capital ReserveBalance as per last financial statements 178,501,665 178,501,665 Add: Capital reserve created on account of amalgamation of Udaipur Hotels Limited

950,003,174 –

Closing Balance 1,128,504,839 178,501,665 Securities Premium Account 2,903,473,154 2,903,473,154 General Reserve Balance as per last financial statements 903,333,333 903,333,333 Add: amount transferred from debenture redemption reserve on account of redemption of debentures

88,539,634 –

Closing Balance 991,872,967 903,333,333 Debenture Redemption ReserveBalance as per last financial statements 168,539,634 168,539,634 Less: Transferred to general reserve on account of redemption of debentures

88,539,634 –

Closing Balance 80,000,000 168,539,634 Revaluation ReserveBalance as per last financial statements 3,185,910,907 3,209,664,166 Less: amount transferred to statement of profit and loss as reduction from depreciation

23,753,259 23,753,259

Closing Balance 3,162,157,648 3,185,910,907 Surplus in the statement of profit and loss Balance as per last financial statements 2,072,325,301 2,551,405,034 Profit / (Loss )for the year 42,400,966 (434,920,297)Surplus/(Deficit) balances acquired on amalgamation of Udaipur Hotels Limited

12,196,800 –

Less: AppropriationsProposed final equity dividend(amount per share Rs. 0.50 (Previous year Rs 0.50) 37,995,600 37,995,600

Tax on proposed equity dividend 6,457,352 6,163,836 Transfer to debenture redemption reserve – –

Net surplus in the statement of profit and loss 2,082,470,115 2,072,325,301

Total Reserves and Surplus 10,348,478,723 9,412,083,994

4. LONG TERM BORROWINGS

Non-current portion Current maturities

As at31st March,

2014 (Rupees)

As at 31st March,

2013 (Rupees)

As at 31st March,

2014 (Rupees)

As at 31st March,

2013 (Rupees)Secured:Debentures (Refer note 1 and 2 below)Nil (Previous Year: 1,000) 12.30% Redeemable Non-Convertible Debentures of Nil (Previous year Rs. 3.33 lacs each)

– – – 333,333,500

400 (Previous Year: 400) 11.50% Redeemable Non-Convertible Debentures of Rs. 800,000 each (Previous year Rs. 1,000,000 each)

160,000,000 320,000,000 160,000,000 80,000,000


29

Non-current portion Current maturities

As at31st March,

2014 (Rupees)

As at 31st March,

2013 (Rupees)

As at 31st March,

2014 (Rupees)

As at 31st March,

2013 (Rupees)

Term LoansRupee loans from Banks (Refer note 3 to 12 below) 3,174,760,576 4,320,988,102 480,760,217 863,465,811

Rupee term loans from Financial Institutions (Refer note 13 to 16 below)

2,507,799,046 598,216,763 90,350,000 18,750,000

Foreign currency loans from banks (Refer note 17 below) 1,010,181,479 755,739,324 63,136,342 36,712,778

Unsecured:Term LoansFrom Banks ( Refer note 18) 220,000,000 – – –TOTAL 7,072,741,101 5,994,944,189 794,246,559 1,332,262,089 1 12.30% Non Convertible Debentures from LIC aggregating to Rs. Nil (previous year Rs. 250,000,000)

and from GIC Rs. Nil (previous year Rs. 83,333,350) have been fully paid during the year. Debentures were secured by the land at Mouje Maharajapura, Kadi Taluka, Gujarat and mortgage of immovable assets at Mumbai and Goa units and hypothecation of movable assets of Mumbai and Goa units on pari-passu basis.

2 11.50% Non Convertible Debentures from J&K aggregating to 320,000,000 (previous year Rs. 400,000,000) are redeemable at par in 2 annual installments starting from November, 2014 of Rs. 160,000,000 each. Debentures have been secured by the land at Mouje Maharajapura, Kadi Taluka, Gujarat and mortgage of immovable assets at Mumbai and Goa units and hypothecation of movable assets of Mumbai and Goa units on pari-passu basis. NCD’s have been listed on the Bombay Stock Exchange.

3 Term Loan from J&K Bank aggregating to Rs. 201,530,000 (previous year Rs. 451,530,000) carries interest @ 13.5%. The company has repaid Rs. 250,000,000 during this year out of which Rs. 187,500,000 has been repaid out of the loan of Rs. 2,000,000,000 taken from IFCI during the year. The balance loan is repayable in 4 quarterly installments comprising of 3 installments of Rs. 62,500,000 and 1 installment of Rs. 14,000,000 starting from June, 2014. The loan is secured by: - equitable mortgage of land and building of Mumbai and Goa on pari-passu basis and Ahmedabad

(under construction) Hotels. - hypothecation of plant and machinery and all other movable Fixed Assets of Mumbai, Goa, New

Delhi, Udaipur and Ahmedabad (under construction) Hotels. - hypothecation of furniture and fixtures, cutlery, stores and spares and assignment of leasehold

rights of land, building and plant and machinery of Bengaluru Hotel; - corporate guarantee by a shareholder i.e. Deeksha Holding Limited to the extent of outstanding

loan amount from scheduled banks Rs. 201,530,000 (previous year Rs. 451,530,000);

4 Term Loan from J&K Bank aggregating to Rs. 312,500,000 (previous year Rs. 500,000,000) carries interest @ 13.25%. The company has repaid Rs. 187,500,000 out of the loan of Rs. 2,000,000,000 taken from IFCI during the year. The balance loan is repayable in 5 quarterly installments of Rs. 62,500,000 each starting from December, 2014. The loan is secured by extension of exclusive charge over Ahmedabad Hotel and by charge over movable and immovable fixed assets of Mumbai & Goa Hotels on pari-passu basis.

5 Term Loan from Yes Bank aggregating to Rs. 70,769,385 (previous year Rs. 168,269,231) carries interest @ 14%. The company has repaid Rs. 97,499,846 out of the loan of Rs. 217,500,000 taken from IDBI Bank Ltd. The balance loan is repayable in 6 quarterly installments comprising of 1 installment of Rs. 10,673,224 and 5 quarterly installments of Rs. 12,019,231 each. The loan is secured by exclusive charge on 109S Grand Helicopter.



30

6 Term Loan from Yes Bank aggregating to Rs. 1,125,000,000 (previous year Rs. 1,410,000,000) carries interest @ 13.75%. The company has repaid Rs. 285,000,000 during this year, Rs. 120,000,000 out of the loan taken from IDBI Bank Ltd. and Rs. 165,000,000 out of the loan of Rs. 2,000,000,000 taken from IFCI Ltd. The balance loan is repayable in 23 quarterly installments, comprising of 5 installments of Rs. 45,000,000 each and balance 18 installments of Rs. 50,000,000 each starting from June 2015. The loan is secured by equitable mortgage of land and building of Mumbai and Goa Hotels and hypothecation of plant and machinery and all other movable fixed assets of Mumbai and Goa Hotels on pari-passu basis. The loan is further secured by subservient charge on 109S Grand Helicopter.

7 Term Loan from Yes Bank aggregating to Rs. 100,000,000 (previous year Rs. 100,000,000) carries interest @ 14%. The loan is repayable in 28 quarterly installments of Rs. 3,571,429 each after a moratorium of 36 months from the date of first disbursement viz February 12, 2011. The loan is secured by equitable mortgage of land and building of Mumbai and Goa Hotels and hypothecation of plant and machinery and all other movable fixed assets of Mumbai and Goa hotels on pari-passu basis.

8 Term Loan from Yes Bank aggregating to Rs. 360,000,000 (previous year Rs. 400,000,000), sanctioned amount Rs. 500,000,000, carries interest @ 13.25%. The company has repaid Rs. 140,000,000 during this year out of the loan of Rs. 2,000,000,000 taken from IFCI during the year. The balance loan is repayable in 7 structured quarterly installments, comprising of 2 installments of Rs. 40,000,000 each, 2 installments of Rs. 50,000,000 each and balance 3 installments of Rs. 60,000,000 each starting from June 2015. The loan is secured by equitable mortgage on movable fixed assets of Mumbai and Goa Hotels both present and future and charge on land & building of Mumbai & Goa Hotels on pari-passu basis.

9 Term Loan from Yes Bank aggregating to Rs. 215,000,000 (previous year Nil), sanctioned amount Rs. 250,000,000, carries interest @ 12.75%. The loan is repayable in 12 structured quarterly installments, comprising of 1 installment of Rs. 5,000,000, 1 installment of Rs. 10,000,000, 1 installment of Rs. 15,000,000, 4 installments of Rs. 20,000,000 each, 2 installments of Rs. 25,000,000 each and balance 3 installments of Rs. 30,000,000 each starting from September, 2014. The loan is secured by equitable mortgage on movable fixed assets of Mumbai and Goa Hotels both present and future and charge on land & building of Mumbai & Goa Hotels on pari-passu basis.

10 Term Loan from Ratnakar Bank aggregating to Rs. 195,122,281 (previous year Rs. 355,555,554) carries interest @ 14.10%. The company has repaid Rs. 160,433,273 during this year out of which Rs. 115,988,829 has been repaid out of the loan of Rs. 2,000,000,000 taken from IFCI during the year. The loan is repayable in 9 quarterly installments comprising of 1 installment of Rs. 17,344,505 and 8 equal installments of Rs. 22,222,222 each starting from March, 2015. The loan is secured by charge on movable fixed assets and immovable fixed assets both existing and future of Mumbai and Goa hotels on pari-passu basis.

11 Term Loan from Axis Bank aggregating to Rs. 688,400,000 (previous year Rs. 900,000,000) carries interest @ 12.50%. The company has repaid Rs. 211,600,000 during this year, out of which Rs. 175,600,000 has been repaid out of the loan of Rs. 2,000,000,000 taken from IFCI during the year. The balance loan is repayable in 24 quarterly installments, comprising of 1 installment of Rs. 13,400,000, 5 quarterly installments of Rs. 27,000,000 each and balance 18 installments of Rs. 30,000,000 each starting from December, 2015. The loan is secured by equitable mortgage over immovable fixed assets of Mumbai and Goa Hotels and hypothecation of movable fixed assets of Mumbai and Goa Hotels both existing and future on pari-passu basis.

12 Term Loan from State Bank of India aggregating to Rs. 60,199,128 (previous year Rs. 72,980,910) carries interest @ 14.70%. The balance loan is repayable in 36 monthly installments comprising of


31

12 installments of Rs. 1,300,000 each, 23 installments of Rs. 1,816,000 each and 1 installment of Rs. 1,832,000 starting from April 2014. The loan is secured by equitable mortgage of land situated at Udma Village, Hosdurg Taluk in the District of Kasaragod and landed property Kalnad Village, Kasaragod Taluk by way of mortgage of lease deed and pari-passu 1st charge over all existing and future plant and machinery, fixture and fittings and other movable fixed assets of the Bekal Hotel.

13 Term Loan from IDBI Bank aggregating to Rs. 327,000,000 (previous year Rs. 827,000,000) carries interest @ 13.25%. The balance loan is repayable in 3 installments of Rs. 30,000,000, Rs. 47,000,000 and Rs. 250,000,000 starting from April, 2014. The loan is secured by hypothecation of all movable fixed assets of the hotel, New Delhi and exclusive charge on movable and immovable fixed assets of the company lying and situated at hotel, The Lalit Grand Palace, Srinagar and exclusive charge/mortgage on the ownership rights of Sh. NK Batra on the land.

14 Term Loan from Kerala State Industrial Development Corporation (‘KSIDC’) aggregating to Rs. 98,149,046 (previous year Rs. 116,966,763) carries interest @ 9%. The balance loan is repayable in 21 quarterly installments of Rs. 4,687,500 each starting from June, 2014. The loan is secured by equitable mortgage of land situated at Udma Village, Hosdurg Taluk in the District of Kasaragod and landed property Kalnad Village, Kasaragod Taluk by way of mortgage of lease deed and pari-passu 1st charge over all existing and future plant and machinery, fixture and fittings and other movable fixed assets of the Bekal Hotel.

15 Term Loan from Tourism Finance Corporation of India (‘TFCI’) aggregating to Rs. 500,000,000 (previous year Rs. 500,000,000) carries interest @ 13.75%. The loan is repayable in 28 quarterly installments (first 27 equal quarterly installments of Rs. 17,900,000 each and last installment of Rs. 16,700,000) commencing from May 12, 2014 and ending on February 12, 2021. The loan is secured by equitable mortgage of land and building both existing and future of Mumbai and Goa Hotels and hypothecation of plant and machinery and all other movable fixed assets both existing and future of Mumbai and Goa Hotels.

16 Term Loan from Industrial Finance Corporation of India (‘IFCI’) aggregating to Rs. 2,000,000,000 (previous year Rs. Nil) carries interest @ 13.60%. The loan is repayable in 24 structured quarterly installments, comprising of 6 installments of Rs. 50,000,000, 12 installments of Rs. 75,000,000, 4 installments of Rs. 100,000,000 and 3 installments of Rs. 133,333,333 each starting from October 2015. The loan is secured by equitable mortgage of land and building of Mumbai and Goa Hotels on pari-passu basis and hypothecation of movable assets of Mumbai and Goa hotels on pari-passu basis and collateral security of Ahmedabad hotel. The company is in the process of getting charge registered of Goa and Ahmedabad Hotel.

17 External Commercial Borrowing from ICICI Bank Ltd., Bahrain aggregating to Rs. 1,073,317,821 (equivalent to USD 17,858,925 converted at an exchange rate of INR 60.0998 per USD) (previous year Rs. 792,452,101 (equivalent to USD 14,570,000 converted at an exchange rate of INR 54.3893 per USD), 5% margin on USD 6-months LIBOR. The loan is repayable in 33 quarterly installments after a moratorium of 21 months from the date of first disbursement viz December 29, 2011 . The loan is secured by equitable mortgage on the movable and immovable fixed and current assets and the cash flows, both present and future of Jaipur to be created upfront and also secured by exclusive charge on movable and immovable fixed assets of Khajuraho Hotel both present and future.

18 Term Loan from HSBC bank aggregating to Rs. 220,000,000 (previous year Rs. Nil) carries interest @ 10.50%. The loan is repayable at the end of 36 months i.e. August, 2016.



32

5. DEFERRED TAX LIABILITY (NET)


(Rupees)


(Rupees)

Deferred tax liabilityImpact of difference between tax depreciation and depreciation/amortization charged for financial reporting purpose 1,393,749,427 1,609,614,500

Gross deferred tax liability 1,393,749,427 1,609,614,500

Deferred tax assetEffect of unabsorbed depreciation and business loss 519,020,964 658,324,965 Provision for doubtful debts and advances 10,525,832 12,510,005 Provision for gratuity 24,555,315 26,368,890 Provision for leave compensation 18,549,958 18,925,977 Effect of expenditure debited to profit and loss account in the current year but allowed for tax purposes in following years 62,758,771 15,626,414

Gross deferred tax asset 635,410,840 731,756,251 Deferred tax liability (net) 758,338,587 877,858,249

6. OTHER LONG TERM LIABILITIES

Security deposits (Refer note 45(a)) 496,713,418 496,084,825 Lease rent payable (Refer note 45(b)) 26,540,530 8,632,288 Outstanding dues of capital creditors 8,916,983 5,124,642 Sundry deposits 22,965,988 19,875,570

TOTAL 555,136,919 529,717,325

7. LONG TERM PROVISIONS


(Rupees)


(Rupees)

Provision for employee benefitsProvision for gratuity (Refer note 32a) 57,834,559 61,042,084 TOTAL 57,834,559 61,042,084

8. SHORT-TERM BORROWINGS

SecuredCash credit facilities (Refer note 1 below) 259,634,386 185,407,510 Short term loans from Banks (Refer note 2 below) 239,798,202 157,728,970

499,432,588 343,136,480 UnsecuredCash credit facilities (Refer note 3 below) 349,114,243 359,437,174 Short term loans from a bank (Refer note 4 below) – 162,000,000 Buyer's credit (on account of invoice financing facilities availed) (Refer note 5 below) 137,509,020 –

486,623,263 521,437,174 TOTAL 986,055,851 864,573,654

1 Cash Credit facilities from J&K Bank amounting to Rs. 259,634,386 (previous year Rs. 185,407,510) are secured by hypothecation of company’s entire current assets both present and future (excluding Jaipur) and also extension of charge on Mumbai and Goa Hotels as collateral security.

2 Loan from Ratnakar Bank aggregating to Rs. 239,798,202 (equivalent to USD 3,990,000 converted at an exchange rate of INR 60.0998 per USD), sanctioned amount Rs. 25,00,00,000 (previous year Rs. 15,77,28,970 (equivalent to USD 2,900,000 converted at an exchange rate of INR 54.3893 per USD)), carries effective interest rate of LIBOR+325 basis points. The loan is secured by exclusive charge on the Beechcraft of the Company and on the movable and immovable fixed assets of Srinagar Hotel on pari-passu basis. The company is in the process of getting charge registered of Srinagar Hotel.


33

3 Short Term Facilities from Deutsche Bank aggregating to Rs. 349,114,243 (previous year Rs. 359,437,174) sanctioned amount Rs. 35,00,00,000 carries interest @ 13.16%.

4 Term Loan from HSBC Bank aggregating to Rs. Nil (previous year Rs. 162,000,000). During the year, the loan was repaid in 27 August 2013.

5 Invoice Financing Facility from Deutsche Bank aggregating to Rs. 137,509,020 (previous year Rs. Nil) sanctioned amount Rs. 150,000,000 carries interest @ 12.5%.

9. OTHER CURRENT LIABILITIES


(Rupees)


(Rupees)

Trade Payables Trade payables (Refer note 35 for details of dues to micro and small enterprises) 296,826,474 280,748,492

Other liabilitiesAdvance received against sale of Amritsar land pending refund 30,000,000 50,000,000 Book overdraft 57,354,910 29,788,889 Current maturities of long term borrowings (Refer note 4 for securities of loans) 794,246,560 1,332,262,089

Interest accrued but not due on long term Loans- from Banks 61,787,975 50,118,793 Payables on purchase of fixed assets 102,848,422 203,448,555 Deferred income 30,722,013 23,716,666 Advance from customers 108,298,672 65,803,420 Outstanding dues of other creditors 86,443,103 109,887,630 Retention Payable -Short term ( Payable with in one year ) 34,069,161 12,049,034 Accrued Salaries and Employees Benefits 89,138,335 89,939,973 Investor Education and Protection Fund shall be credited by following amounts (as and when due)- Unpaid Dividend 2,929,194 2,714,774 - Sundry deposits 1,631,419 795,890 Statutory duesTDS payable 16,882,797 23,675,577 VAT payable 16,764,925 13,743,326 Luxury tax payable 20,354,687 15,940,212 Service tax payable 14,754,236 7,059,308 Other Statutory dues 36,879,099 52,062,561

1,505,105,508 2,083,006,697 TOTAL 1,801,931,982 2,363,755,189

10. SHORT TERM PROVISIONS

Provision for employee benefitsProvision for gratuity (Refer note 32a) 14,408,204 17,028,095Provision for Leave compensation 55,197,443 56,664,110

69,605,647 73,692,205OthersProvision for wealth tax 8,548,272 7,352,109 Provision for loyalty programme (Refer note 32b) 1,765,420 1,897,988 Proposed Dividend 37,995,600 37,995,600 Tax on proposed dividend 6,457,352 6,163,836

54,766,644 53,409,533 TOTAL 124,372,291 127,101,738



34

11.

TAN

GIB

LE A

SSET

S A

ND

INTA

NG

IBLE

ASS

ETS

(All

amou

nts

in R

upee

s)Ta

ngib

le A

sset

sIn

tang

ible

Ass

ets

Part

icul

ars

Free

hold

land

Leas

ehol

d La

ndFr

eeho

ld

Build

ing

Leas

ehol

d Bu

ildin

gPl

ant a

nd

Mac

hine

ryO

ffice

Eq

uipm

ents

Furn

iture

and

Fi

xtur

esCo

mpu

ters

Spee

d Bo

ats

Airc

rafts

Vehi

cles

Tota

l (T

angi

ble

Asse

ts)

Softw

are

Tota

l

Cost

or v

alua

tion

As

at 1

Apr

il, 2

012

3,0

45,0

80,2

16

254

,200

,394

1

,924

,477

,007

2

,819

,224

,343

2

,412

,755

,057

6

9,52

6,42

1 6

09,7

04,1

40

90,

736,

609

10,

339,

248

2,0

92,4

24,1

08

112

,718

,083

1

3,44

1,18

5,62

6 5

1,02

4,11

7 5

1,02

4,11

7 A

dditi

ons/

Adj

ustm

ents

–

–

–

1

,662

,025

,591

8

26,7

36,4

40

5,7

14,1

90

110

,491

,383

2

6,83

2,58

8 –

4

,405

,271

1

6,25

2,03

9 2

,652

,457

,502

1

4,51

5,37

6 1

4,51

5,37

6 D

ispo

sals

1

40,0

11,1

88

–

–

–

65,

660,

263

2,4

53,4

43

728

,890

2

,661

,228

1

0,33

9,24

8 –

1

7,30

3,92

6 2

39,1

58,1

86

–

–

Oth

er a

djus

tmen

ts

- Exc

hang

e D

iffer

ence

s –

–

–

2

2,28

1,90

1 –

–

–

–

–

–

–

2

2,28

1,90

1 –

–

- B

orro

win

g C

osts

–

–

–

6

56,2

38

2,3

43,1

14

38,

947

161

,737

3

5,97

3 –

–

–

3

,236

,009

–

–

As

at 3

1 M

arch

, 201

3 2

,905

,069

,028

2

54,2

00,3

94

1,9

24,4

77,0

07

4,5

04,1

88,0

73

3,1

76,1

74,3

48

72,

826,

115

719

,628

,370

1

14,9

43,9

42

–

2,0

96,8

29,3

79

111

,666

,196

1

5,88

0,00

2,85

2 6

5,53

9,49

3 6

5,53

9,49

3 A

sset

s ac

quire

d on

A

mal

gam

atio

n Re

fer n

ote

(f)

1,0

16,2

91,6

84

–

104

,132

,585

–

6

2,54

0,73

3 1

,408

,618

2

5,48

6,78

9 4

,290

,426

–

–

2

,637

,511

1

,216

,788

,346

3

,066

,259

3

,066

,259

Add

ition

s/ A

djus

tmen

ts

Refe

r not

e (g

) 1

45,9

50,6

31

–

6,1

82,7

19

16,

588,

455

122

,459

,794

5

,063

,365

9

,532

,833

3

,932

,825

–

–

3

0,58

7,75

2 3

40,2

98,3

74

7,4

77,3

73

7,4

77,3

73

Dis

posa

ls

–

–

–

–

13,

163,

100

70,

756

76,

640

3,5

68,2

68

–

1,4

22,1

33,7

36

7,9

78,5

36

1,4

46,9

91,0

36

1,2

33,0

85

1,2

33,0

85

Oth

er a

djus

tmen

ts

- Exc

hang

e D

iffer

ence

s –

–

–

6

4,18

1,15

8 –

–

–

–

–

–

–

6

4,18

1,15

8 –

–

- B

orro

win

g C

osts

–

–

–

–

–

–

–

–

–

–

–

–

–

–

As

at 3

1 M

arch

, 201

4 4

,067

,311

,343

2

54,2

00,3

94

2,0

34,7

92,3

11

4,58

4,95

7,68

6 3

,348

,011

,775

7

9,22

7,34

2 7

54,5

71,3

52

119

,598

,925

–

6

74,6

95,6

43

136

,912

,923

1

6,05

4,27

9,69

4 7

4,85

0,04

0 7

4,85

0,04

0 D

epre

ciat

ion

As

at 1

Apr

il, 2

012

–

14,

229,

232

220

,485

,834

3

51,6

94,0

00

939

,728

,306

2

0,31

8,68

6 3

12,6

21,4

91

66,

067,

476

6,2

70,6

34

356

,544

,089

7

5,03

6,76

3 2

,362

,996

,511

4

1,89

0,62

7 4

1,89

0,62

7 C

harg

e fo

r the

yea

r –

2

,567

,681

3

2,55

1,12

0 7

0,15

4,45

7 1

58,5

24,1

70

3,1

68,5

04

58,

928,

624

10,

486,

933

730

,985

1

18,3

62,2

11

10,

900,

278

466

,374

,963

1

0,06

4,70

3 1

0,06

4,70

3 D

ispo

sals

–

–

–

–

4

9,33

0,97

2 4

22,6

10

248

,411

2

,549

,585

7

,001

,619

–

1

6,64

9,36

6 7

6,20

2,56

3 –

–

As

at 3

1 M

arch

, 201

3 –

1

6,79

6,91

3 2

53,0

36,9

54

421

,848

,457

1

,048

,921

,504

2

3,06

4,58

0 3

71,3

01,7

04

74,

004,

824

–

474

,906

,300

6

9,28

7,67

5 2

,753

,168

,911

5

1,95

5,33

0 5

1,95

5,33

0 A

sset

s ac

quire

d on

A

mal

gam

atio

n Re

fer n

ote

(f) –

–

3

,782

,639

–

2

4,91

7,29

8 5

54,4

06

12,

740,

273

3,2

23,7

12

–

–

719

,859

4

5,93

8,18

7 2

,815

,456

2

,815

,456

Cha

rge

for t

he y

ear

–

2,5

65,9

76

36,

004,

933

77,

247,

458

171

,880

,788

3

,666

,508

6

1,03

4,50

0 1

0,42

9,28

4 –

1

15,9

49,1

20

13,

433,

135

492

,211

,702

7

,386

,792

7

,386

,792

D

ispo

sals

–

–

–

–

1

2,47

0,97

7 3

5,08

3 9

5,64

0 3

,385

,186

–

4

10,7

92,9

60

6,3

38,7

07

433

,118

,553

1

,006

,154

1

,006

,154

As

at 3

1 M

arch

, 201

4 –

1

9,36

2,88

9 2

92,8

24,5

26

499

,095

,915

1

,233

,248

,613

2

7,25

0,41

1 4

44,9

80,8

37

84,

272,

634

–

180

,062

,460

7

7,10

1,96

2 2

,858

,200

,247

6

1,15

1,42

4 6

1,15

1,42

4 N

et B

lock

As

at 3

1 M

arch

, 201

4 4

,067

,311

,343

2

34,8

37,5

05

1,7

41,9

67,7

85

4,0

85,8

61,7

71

2,1

14,7

63,1

62

51,

976,

931

309

,590

,515

3

5,32

6,29

1 –

4

94,6

33,1

83

59,

810,

961

13,

196,

079,

447

13,

698,

616

13,

698,

616

As

at 3

1 M

arch

, 201

3 2

,905

,069

,028

2

37,4

03,4

81

1,6

71,4

40,0

53

4,0

82,3

39,6

16

2,1

27,2

52,8

44

49,

761,

535

348

,326

,666

4

0,93

9,11

8 –

1

,621

,923

,079

4

2,37

8,52

1 1

3,12

6,83

3,94

1 1

3,58

4,16

3 1

3,58

4,16

3

a.

Reva

luat

ions

The

com

pany

has

reva

lued

its

land

and

bui

ldin

gs in

200

9 an

d 20

10 fo

r Mum

bai a

nd G

oa re

spec

tivel

y, a

t the

fair

val

ues

dete

rmin

ed b

y an

inde

pend

ent e

xter

nal v

alue

r. Th

e va

luer

det

erm

ined

the

fair

val

ue b

y re

fere

nce

to m

arke

t-ba

sed

evid

ence

. Th

is m

eans

that

val

uatio

ns p

erfo

rmed

by

the

valu

er w

ere

base

d on

act

ive

mar

ket p

rice

s, a

djus

ted

for

any

diffe

renc

e in

the

natu

re, l

ocat

ion

or c

ondi

tion

of th

e sp

ecifi

c pr

oper

ty. (

Als

o re

fer

note

47a

&b)

.

b.

Cap

italiz

ed b

orro

win

g co

sts

The

borr

owin

g co

st c

apita

lized

dur

ing

the

year

end

ed 3

1 M

arch

, 201

4 w

as R

s.14

5,07

0,55

8 (n

et o

f int

eres

t ear

ned

Rs.

7,2

59,9

30),

prev

ious

yea

r Rs.

156

,685

,979

(net

of i

nter

est e

arne

d R

s. 7

2,21

2). T

he c

ompa

ny c

apita

lized

this

bor

row

ing

cost

in

the

capi

tal w

ork-

in-p

rogr

ess

(CW

IP).

The

amou

nt o

f bor

row

ing

cost

sho

wn

as o

ther

adj

ustm

ents

in th

e ab

ove

note

ref

lect

s th

e am

ount

of b

orro

win

g co

st tr

ansf

erre

d fr

om C

WIP

. (R

efer

not

e 42

).

c.

Build

ings

incl

ude

thos

e co

nstr

ucte

d on

leas

ehol

d la

nd:

Part

icul

ars

31st

Mar

ch,2

014

(Rup

ees)

31st

Mar

ch, 2

013

(Rup

ees)

Gro

ss b

lock

4,58

4,95

7,68

64,

504,

188,

073

Accu

mul

ated

dep

reci

atio

n49

9,09

5,91

542

1,84

8,45

7D

epre

ciat

ion

for t

he y

ear

77,2

47,4

5870

,154

,457

Net

boo

k va

lue

4,08

5,86

1,77

14,

082,

339,

616

d.

Build

ings

incl

ude

thos

e gi

ven

on o

pera

ting

leas

e:

Part

icul

ars

31st

Mar

ch,2

014

(Rup

ees)

31st

Mar

ch, 2

013

(Rup

ees)

Gro

ss b

lock

360,

986,

188

360,

367,

340

Accu

mul

ated

dep

reci

atio

n82

,661

,922

76,5

51,3

99D

epre

ciat

ion

for t

he y

ear

6,11

0,52

36,

051,

309

Net

boo

k va

lue

278,

324,

266

283,

815,

941

e.

Dep

reci

atio

n/A

mor

tizat

ion

char

ge fo

r th

e ye

ar in

clud

es R

s. 7

63,7

79 (p

revi

ous

year

Rs.

853,

070)

has

bee

n tr

ansf

erre

d to

Pre

oper

ativ

e ex

pend

iture

pen

ding

allo

catio

n un

der

note

42.

f. Ta

ken

over

on

amal

gam

atio

n co

nseq

uent

to th

e Sc

hem

e of

Am

alga

mat

ion

of U

daip

ur H

otel

s Li

mite

d (r

efer

not

e 58

) inc

ludi

ng a

dditi

on o

f Rs.

1,2

19,8

54,6

05

to g

ross

blo

ck a

nd R

s. 4

8,75

3,64

3 to

acc

umul

ated

dep

reci

atio

n du

ring

the

year

en

ded

Mar

ch 3

1, 2

013.

g.

In th

e cu

rren

t yea

r, A

mri

tsar

land

am

ount

ing

to R

s. 1

40,0

11,1

88 h

as b

een

adde

d ba

ck to

the

fixed

ass

ets,

whi

ch in

pre

viou

s ye

ar k

ept a

s he

ld fo

r sa

le.


35

12.1 NON CURRENT INVESTMENTS


(Rupees)


(Rupees)

Trade Investments (valued at cost unless stated otherwise)Unquoted equity instrumentsInvestment in subsidiaries62,998 (previous year 62,998) equity shares of Rs. 100 each fully paid up in Jyoti Limited (Refer note 1 below) 310,789,478 310,789,478

Nil (previous year 607,370) equity shares of Rs. 10 each fully paid up in Udaipur Hotels Limited (Refer note 2 below) – 63,755,305

727,832 (previous year 727,832) equity shares of Rs. 10 each fully paid up in Apollo Zipper India Limited (Refer note 3 below)

521,308,409 521,308,409

3,984,000 (previous year 3,984,000) equity shares of Rs. 100 each fully paid up in Prime Cellular Limited (Refer note 4 below)

398,400,000 398,400,000

3,010,000 (previous year 3,010,000) equity shares of Rs. 10 each fully paid up in Prima Buildwell Private Limited (Refer note 5 below)

30,100,000 30,100,000

Investment in AssociatesNil (Previous Year 2,600) equity shares of Rs. 10 each fully paid up in Cargo Power & Infrastructure Limited (including goodwill of Rs 32,066 arises on acquisition)

– 26,000

TOTAL 1,260,597,887 1,324,379,192

Notes:

1. The audited financial statements of the subsidiary of the Company, Jyoti Limited, having operations at Srinagar (Jammu & Kashmir) shows an accumulated loss of Rs.43,249,961 as on March 31, 2014, which is more than the paid-up share capital of Rs. 6,300,400, resulting in complete erosion of net worth. The Company has an outstanding loan recoverable of Rs. 46,383,906 from the subsidiary. Considering the long term nature of the investment of Rs. 310,789,478, and value of assets held by Jyoti Limited, the Board of Directors of the Company are of the view that there is no diminution, other than temporary, in the value of investment and accordingly, no provision has been made in these financial statements.

2. In the current year, the Company received approval for scheme of amalgamation with Registrar of Companies (ROC), accordingly Udaipur Hotels Limited is amalgamated with Bharat Hotels Limited.

3. The Company holds 90% of the equity capital of Apollo Zipper India Ltd (‘AZIL’) for Rs. 521,308,409 and has provided a loan of Rs. 1,221,735,056. AZIL has been vested with the assets of The Lalit Great Eastern Hotel in Kolkata. As at March 31, 2014, AZIL has accumulated losses of Rs. 106,427,871 which is more than the paid-up share capital of Rs. 8,087,100. AZIL has commenced its operations from February , 2014 and is currently engaged in the process of complete renovation / re-construction of Heritage block of the property in Kolkata. Considering the long term prospects and value of assets held by the Subsidiary, the Board of Directors of the Company are of the view that there is no diminution, other than temporary, in the value of investment and accordingly, no provision has been made in these financial statements.

4. The Company has an investment of Rs. 398,400,000 and has provided a loan of Rs. 211,359,014 to Prime Cellular Limited, a 99.60% subsidiary as at March 31, 2014. Considering Prime Cellular Limited has entered in to a Joint Venture for setting up a hotel property at Chandigarh, the Board of Directors are of the view accumulated losses being Rs. 26,605,648 that diminution in value, if any, is temporary and accordingly, no provision is considered necessary at this stage.



36

5. The Company has an investment of Rs. 30,100,000 and has given a loan of Rs.95,334,956 (net of provision amounting to Rs. 14,076,420) to Prima Buildwell Private Limited a 99.9% subsidiary as at March 31, 2014. Prima Buildwell Private Limited has entered into a Joint Venture for setting up a Hotel property at AL-Furjan,Dubai with Lost City L.L.C. The Joint Venture had paid an advance for purchase of Land to AL- Furjan LLC (associate of Lost City). Subsequent to this, due to the precarious financial situation in Dubai, AL- Furjan LLC has not developed the Land at AL- Furjan, Considering that area at AL-Furjan has not been developed as per the Land purchase agreement, the Company has communicated its intention to exit from the Joint Venture. The Company has taken steps to recover the money invested and is in process of initiating arbitration proceedings as per the terms of the Joint Venture Agreement. The Company is confident that it shall be able to resolve the matter and be able to recover the money; accordingly no provision has been considered in these financial statements.

12.2 CURRENT INVESTMENTS


(Rupees)


(Rupees)Investments held for sale (Refer note 1) – 738,592,525Total – 738,592,525

Note: The Company has sold its investment in the shares of Bharat Hotels (Thailand) Company Limited for Rs. 1,01,60,00,458 resulting in extra ordinary income of Rs. 277,407,933 as profit on sale of investment.

13. LONG TERM LOANS AND ADVANCES


(Rupees)


(Rupees)

(Unsecured, considered good)Capital advances 248,601,764 144,326,402 Security deposits 170,393,014 171,234,839 Advance rent 79,432,099 87,233,550 Income Tax Paid under Protest 9,799,303 – Advance Tax Deposited (Net of provision amounting to Rs. 327,973,108 (previous year 329,480,922)

232,303,858 141,979,234

Other loans and advancesMAT credit entitlement receivable 151,325,506 150,825,506

Loans & advance to related parties / and to JV Companies -Loan to Joint Venture of Subsidiary Company (Refer note 40) 1,460,125,116 283,538,776 -Loan to Subsidiary Company (Refer note 40) 1,570,169,375 1,420,898,817 Considered Doubtful 14,076,421 14,076,421

3,044,370,912 1,718,514,014 Provision for Doubtful advances (14,076,421) (14,076,421)

3,030,294,491 1,704,437,593 Loan to Trust- The Lalit Suri Educational & Charitable trust (Refer note 40)

220,679,761 186,038,677

Considered Doubtful 50,000,000 – 270,679,761 186,038,677

Provision for Doubtful advances (50,000,000) – 220,679,761 186,038,677

TOTAL 4,142,829,796 2,586,075,801


37

14. OTHER NON CURRENT ASSETS


(Rupees)


(Rupees)

(Unsecured, considered good)Balance with Banks:- Deposits with original maturity of more than 12 months 6,942,050 5,322,050 - Margin money maturity of more that 12 months (given as security)* 34,629,533 36,899,169

Interest accrued on deposits with banks and others 14,524,070 10,714,404 Ancillary cost of term loans 100,343,733 82,976,865

TOTAL 156,439,386 135,912,488

* Margin money deposits given as security

Margin money deposits with a carrying amount of Rs. 18,159,183 (previous year Rs. 25,012,387) held as bank guarantee and Rs. 16,470,350 (previous year Rs. 11,886,783) held by ICICI Bank Ltd against External commercial borrowing term loan.

15. INVENTORIES (valued at lower of cost and net realisable value)

Traded Goods 8,736,052 8,466,175 Food and Beverage (excluding liquor and wine) 24,340,924 15,934,396 Liquor and Wine 54,180,003 44,380,022 Stores, cutlery, crockery, linen, provisions and others (including stock in transit Rs. 1,833,727, previous year Rs. 11,268,027) 60,458,449 65,080,141

TOTAL 147,715,428 133,860,734

16. TRADE RECEIVABLES

Outstanding for a period exceeding six months from the date they are due for paymentUnsecured, considered good 67,320,371 59,892,440 Unsecured, considered doubtful 13,350,266 20,205,929

80,670,637 80,098,369 Provision for doubtful receivables (13,350,266) (20,205,929)

67,320,371 59,892,440

Other ReceivablesSecured, considered good 3,952,829 4,243,289 Unsecured, considered good 280,567,811 217,127,846 Unsecured, considered doubtful 3,363,721 –

287,884,361 221,371,135 Provision for doubtful receivables (3,363,721) –

284,520,640 221,371,135

TOTAL 351,841,011 281,263,575



38

17. CASH AND BANK BALANCES


(Rupees)


(Rupees)Cash & Cash equivalentsCash on hand 8,746,762 11,119,997 Cheques on hand 14,315,145 9,135,521 Balances with banks in:- Current accounts 126,042,825 525,205,794 - EEFC accounts 3,240,175 9,137,224 - Deposits with original maturity of less than 3 months 203,700,000 – - Unpaid dividend account 2,929,194 2,714,774

358,974,101 557,313,310 Other bank balancesMargin money (held as security)* 38,296,129 51,148,235 Deposits with original maturity period of more than 3 months but less than 12 months

221,823,197 10,072,642

260,119,326 61,220,877 TOTAL 619,093,427 618,534,187

* Margin money deposits given as securityMargin money deposits with a carrying amount of Rs. 38,296,129 (previous year Rs. 51,148,235) held as bank guarantee.

18. SHORT TERM LOANS AND ADVANCES

(Unsecured, considered good unless stated otherwise)Security deposits 14,950,243 15,131,729 Loans to related parties - considered good- Loan to Subsidiary Company (Refer note 40) – 100,000,000 Advances recoverable in cash or kind or for value to be received - considered good- Advance to Joint Venture of Subsidiary Company (Refer note 40)

244,555,750 56,901,185

- Advance to Subsidiary Company (Refer note 40) 438,690,906 239,659,940 - Advance to others 285,643,831 273,963,066 - considered doubtful 406,053 901,489

969,296,540 571,425,680 Provision for doubtful advances (406,053) (901,489)

968,890,487 570,524,191 Inter-corporate deposits - considered good – – - considered doubtful – 1,621,116

– 1,621,116 Provision for doubtful advances – (1,621,116)

Advance Rent 8,240,000 9,230,678 Prepaid Expenses 76,267,400 66,077,705 Share application money pending allotment 10,110,330 10,110,330 Balances with customs, excise etc 40,462,046 15,878,935 VAT credit receivable 5,076,551 3,175,486 TOTAL 1,123,997,057 790,129,054


39

19. OTHER CURRENT ASSETS


(Rupees)


(Rupees)Interest accrued on deposits with banks 8,661,003 6,517,757 Assets held for sale 3,000,000 143,011,188 Insurance claim receivable 9,600 – Commission receivable 69,148 31,646 Accrued revenue 16,653,765 18,859,371 Ancillary cost of term loans 30,432,783 24,682,805 Subsidy Receivable 3,944,881 – TOTAL 62,771,180 193,102,767

20. REVENUE FROM OPERATIONS


(Rupees)


(Rupees)Revenue from OperationsSale of products and services - Room and apartment sales 1,904,041,539 1,839,769,300 - Food and beverage (excluding liquor and wine)* 1,410,324,423 1,160,941,530 - Liquor and wine* 273,998,297 241,207,883 - Banquet rentals 116,928,004 123,251,704 - Telephone and telex 50,133,116 42,086,180 - Other Services 244,326,866 149,964,597 - Membership programme revenue 57,976,542 50,386,450 - Traded goods* 9,390,382 9,545,304 * represents sale of products Rs. 1,693,713,102 (Previous year Rs. 1,411,694,717 )Other operating revenues - Maintenance charges 4,775,364 5,520,815 - Rent 30,453,934 24,921,930 - Aircraft charter hire charges 61,745,253 39,889,042 - Consultancy fee 103,025,983 51,264,428 - Commission income 5,753,802 5,953,128 Revenue from Operations (Gross) 4,272,873,505 3,744,702,291 Less: Excise duty 3,311,211 2,269,363 Revenue from Operations (Net) 4,269,562,294 3,742,432,928

21.1 OTHER INCOME

Maintenance charges 81,234,690 71,979,262 Rent 3,472,453 3,033,224 Profit on sale of assets (net) – 12,942,182 Exchange fluctuation (net) (Refer note 42) 4,308,558 37,811,466 Excess provision/ credit balances written back 20,951,978 15,677,472 Miscellaneous income 46,257,591 39,018,798 TOTAL 156,225,270 180,462,404



40

21.2 INTEREST INCOME


(Rupees)


(Rupees)Interest Income on - Bank deposits (Refer note 42) 25,228,985 22,533,827 - Loans to Subsidiaries 174,763,134 210,790,338 - Loan to Joint Venture Companies 144,272,786 15,399,631 - Loan to The Lalit Suri Educational & Charitable Trust – 15,309,456 - Others 1,907,118 2,098,561 TOTAL 346,172,023 266,131,813

22. CONSUMPTION OF FOOD AND BEVERAGES

(a) Consumption of food & beverages excluding liquor & wineInventory at the beginning of the year 15,934,636 14,262,284 Add: Purchases 448,149,812 377,709,901

464,084,448 391,972,185 Less: Inventory at the end of the year 24,340,924 15,934,636 Cost of food and beverage consumed 439,743,524 376,037,549

(b) Consumption of liquor & wineInventory at the beginning of the year 44,380,021 39,409,930 Add: Purchases 82,176,799 59,333,825

126,556,820 98,743,755 Less: Inventory at the end of the year 54,180,003 44,380,021 Cost of liquor and wine consumed 72,376,817 54,363,734 Consumption of food and beverages 512,120,341 430,401,283

23. PURCHASE OF TRADED GOODS AND INCREASE (DECREASE) IN INVENTORIES OF TRADED GOODS

Purchase of Traded Goods 8,303,146 8,240,438

Increase/(Decrease ) in Traded goodsInventory at the beginning of the year 8,508,580 6,664,961 Inventory at the end of the year 8,736,052 8,398,992

(227,472) (1,734,031)

24. EMPLOYEE BENEFIT EXPENSES

Salaries, wages and bonus (Refer note 42) 764,179,044 712,269,498 Contribution to provident and other funds (Refer note 42) 55,658,206 52,993,633 Staff recruitment and training expenses 10,573,542 11,662,896 Gratuity expense (Refer note 32) 3,638,446 13,008,712 Leave compensation expenses 11,773,054 18,151,753 Workmen and staff welfare expenses (Refer note 42) 15,171,852 23,330,082 TOTAL 860,994,144 831,416,574

25. OTHER EXPENSES

Consumption of stores, cutlery, crockery, linen, provisions and others

138,122,101 126,277,194

Lease rent (Refer note 42) 167,593,005 141,349,265 Power and fuel (Refer note 42) 593,131,794 490,266,153 Aircraft fuel 10,865,840 12,120,559 Banquet and decoration expenses 110,315,719 110,129,587 Membership programme expenses 29,959,050 28,709,081


41


(Rupees)


(Rupees)Repair and maintenance - Buildings 58,680,730 51,283,365 - Plant and machinery (Refer note 42) 119,704,192 107,035,228 - Aircraft 34,032,462 70,594,396 - Others (Refer note 42) 34,548,761 28,246,603 Rates and taxes (Refer note 42) 109,245,598 104,625,664 Insurance (Refer note 42) 26,010,790 25,776,754 Communication costs (Refer note 42) 30,700,813 27,531,057 Printing and stationery (Refer note 42) 25,531,365 23,788,158 Travelling and conveyance (Refer note 42) 144,110,424 145,118,174 Advertisement and business promotion 122,168,356 193,326,174 Commission -other than sole selling agent 55,489,508 58,960,081 Sub contracting expenses (Refer note 42) 136,459,285 122,208,089 Membership and subscriptions (Refer note 42) 37,259,662 34,898,587 Professional fees (Refer note 42) 42,183,991 39,411,021 Legal charges (Refer note 42) 27,382,866 13,809,580 Bad debts written off 1,347,336 1,149,992 Advances written off 10,310,322 17,066,292 Freight and cartage (Refer note 42) 6,705,521 7,788,840 Donations 7,328,713 6,196,347 Provision for doubtful debts 5,727,918 2,352,584 Provision for doubtful advances 50,000,000 – Directors fees 1,071,240 1,059,104 Loss on sale of fixed assets (net) 883,285 – Bank charges 28,939,888 25,993,998 Payment to auditors (Refer note below) 6,700,000 7,339,920 Miscellaneous expenses (Refer note 42) 10,228,357 18,022,149 TOTAL 2,182,738,892 2,042,433,996

Payment to AuditorAs Auditor: - Audit fee 6,200,000 5,935,420 - Limited Review 500,000 561,800 In Other Capacity: - Other services – 842,700

6,700,000 7,339,920

26. DEPRECIATION & AMORTISATION

Depreciation on tangible assets (Refer note 42) 491,463,275 465,521,892 Less: Recoupment from revaluation reserve 23,753,259 23,753,259

467,710,016 441,768,633 Amortization of Intangible assets (Refer note 42) 7,371,438 10,064,703 TOTAL 475,081,454 451,833,336



42

27. FINANCE COST


(Rupees)


(Rupees)Interest - on term loans from banks (Refer note 42) 539,449,894 607,250,909 - on loans from financial institutions 179,066,400 68,465,566 - on debentures 70,812,681 48,369,178 - on other credit facilities from banks 78,266,312 51,644,590 - on loan from Directors 4,668,822 4,941,920 - others 101,987 174,455 Amortization of ancillary borrowing costs 29,799,136 12,488,079 Bank charges (Refer note 42) 14,548,934 5,577,370 TOTAL 916,714,166 798,912,067

28. PRIOR PERIOD ITEMS

Interest incomeInterest income – (372,670)Operating and other expenses:Repair and maintenance- Plant and machinery 187,289 – - Aircraft – 467,672 - Others 946,291 34,386 Rates and taxes – 346,816 Travelling and conveyance 435,833 – Advertisement and business promotion 28,295 30,922 Commission -other than sole selling agent 129,004 – Membership and subscriptions – 20,000 Professional fees 25,000 – Legal charges 664,555 – Freight and cartage 247,643 –

Total 2,663,910 527,126

29. EXTRA ORDINARY ITEMS

Profit on sale of investment (277,407,933) – Loss on sale of Aircraft 171,610,776 – TOTAL (105,797,157) –

30. TAX EXPENSES

Current tax (MAT Payable)* (3,513,141) – Less: MAT credit entitlement – – Current tax (3,513,141) – Deferred tax charge (119,519,662) 61,916,653 TOTAL (123,032,803) 61,916,653

* includes Rs. 3,513,141 (previous year Rs. Nil) for earlier years


43

31. EARNINGS PER SHAREThe following reflects the profit and share data used in the basic and diluted EPS computations:


(Rupees)


(Rupees)Computation of basic earnings per shareTotal operations for the year 42,400,966 (434,920,296)Weighted average number of equity shares in calculating basic EPS

75,991,199 75,991,199

Basic earnings per share in Rupees of face value of Rs. 10 0.56 (5.72)Computation of diluted earning per shareTotal operations for the year 42,400,966 (434,920,296)Weighted average number of equity shares in calculating diluted EPS

75,991,199 75,991,199

Diluted earnings per share in Rupees of face value of Rs. 10 0.56 (5.72)

Computation of basic & diluted earning per share (excluding extra ordinary items)Total operations for the year excluding extra ordinary items (63,396,191) (434,920,296)Weighted average number of equity shares in calculating diluted EPS

75,991,199 75,991,199

Basic & diluted earnings per share in Rupees of face value of Rs. 10

(0.83) (5.72)

32(A) EMPLOYEE BENEFITSThe Company has an unfunded defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on separation equal to 15 days salary (last drawn salary) for each completed year of continuous service or part thereof in excess of six months.

The following table summaries the components of net benefit expense recognized in the Profit and Loss Account.

Net employee benefits expense recognized under Personnel expenses:

Particulars 31st March, 2014(Rupees)

31st March, 2013(Rupees)

Current service cost 12,698,611 10,321,648 Interest cost on benefit obligation 6,592,506 6,310,716 Expected return on plan assets – – Net actuarial( gain) / loss recognized in the year (15,652,674) (3,623,645)Past service cost – – Liabilities Assumed on Acquisition/ (Settled on Divestiture) – – Transfer to preoperative expenses – –

Net benefit expense* 3,638,443 13,008,719

Details of defined benefit gratuity plan:

Defined benefit obligation 72,242,763 78,070,179 Fair value of plan assets – – Present value of unfunded obligations (72,242,763) (78,070,179) Less: Unrecognized past service cost – – Plan asset / (liability) (72,242,763) (78,070,179)



44

Changes in the present value of the defined benefit gratuity plan are as follows:

Particulars 31st March, 2014(Rupees)

31st March, 2013(Rupees)

Opening defined benefit obligation 78,763,385 70,094,875 Interest cost 6,592,506 6,310,716 Current service cost 12,698,611 10,321,648 Benefits paid (10,980,104) (5,033,405)Actuarial (gains) / losses on obligation (14,831,635) (3,623,655)Liabilities Assumed on Acquisition/ (Settled on Divestiture) – – Closing defined benefit obligation 72,242,763 78,070,179

The principal assumptions used in determining defined benefit gratuity plan obligations are shown below:

Discount rate 9.30% 7.95%Expected rate of return on plan assets 0.00% 0.00%

Salary Escalation Rate10% for first 2 years & 7.5%

thereafter

10% for first 2 years & 7.5% thereafter

Attrition rate: As per table below

Attrition rate used for the year ended March 31, 2014 and March 31, 2013 are as per the table below:

Age % WithdrawalUp to 30 years 15%Up to 44 years 10%Above 44 years 3%

The estimates of future salary increases takes into account the inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

Gratuity liability as at the year end is as follows:

Particulars March 31, 2014

March 31, 2013

March 31, 2012

March 31, 2011

March 31, 2010

Defined benefit obligation 72,242,763 78,070,179 70,094,875 60,070,146 61,644,181 Surplus / (deficit) (72,242,763) (77,031,761) (69,603,071) (60,070,146) (61,644,181)Experience adjustments on plan liabilities

(71,47,558) (8,213,654) 686,494 (11,547,114) (2,673,032)

Experience adjustments on plan assets

– – – – –

32(B)LALIT LOYALTY PROGRAMME

Year Accrued points

Redeemed points

Redemption percentage

Unexpired points

(a) Points for Lalit Connect Points

April 2012 to March 2013 205,067 65,621 32.00% 139,446 April 2013 to March 2014 146,369 54,288 37.10% 92,081

(b) Points for Lalit Programme Points

April 2012 to March 2013 47,985 18,721 39.00% 29,264 April 2013 to March 2014 136,146 50,161 36.84% 85,985


45

33 SUPPLEMENTARY STATUTORY INFORMATION:

For the year ended March 31, 2014

(Rs.)

For the year endedMarch 31, 2013

(Rs.)

(a) Earnings in foreign currency (on accrual basis)

Hotel earnings* 917,107,691 1,016,217,458Consultancy fees 18,217,449 11,113,322 Interest on bank deposits 555,536 378,766

* includes reimbursements to guests

(b) Expenditure in foreign currency (on accrual basis)

Finance Cost 63,553,434 44,841,076Legal and professional fees 16,781,840 12,857,362Advertisement and business promotion 3,041,991 1,430,117Traveling and conveyance 4,382,035 7,127,647Membership and subscription 9,842,269 9,743,791Repair and maintenance – others 21,695,057 59,064,902Commission and brokerage 25,137,987 25,166,414Staff recruitment and training expenses 5,768,861 1,770,070Banquets and Decoration expenses 13,676,072 12,132,691

Total 163,879,546 174,134,070

(c) Value of imports calculated on CIF basis

Provisions, stores and beverages 1,056,578 2,464,096Component and spares 2,012,293 924,532Capital goods 10,208,462 24,438,246

Total 13,277,333 27,826,874

(d) Net dividend remitted in foreign currency

Year to which Dividend relates 2012-13 2011-12

Number of non-resident share holders 92 92Number of equity shares held on which dividend was due 9,737,754 9,737,754Amount remitted 4,868,877 4,868,877

(e) Donations aggregating to Rs Nil (previous year Rs. 1,500,000 ) made during the year as contribution to political parties. The Breakup of donations made is:

2013-14 2012-13

Name of the Political Party Amount (Rs) Name of the Political Party Amount ( Rs) No donation made to political party – Bhartiya Janta Party 1,500,000



46

34 ADDITIONAL INFORMATION PURSUANT TO THE PROVISIONS OF PARAGRAPHS 3, 4C AND 4D OF PART II OF SCHEDULE VI TO THE COMPANIES ACT, 1956(i) Imported and indigenous raw materials, components and spare parts consumed:

Value (Rs.) For the year

ended 31 March, 2014

Percentage of consumption For the year


Value (Rs.) For the year


Percentage of consumption For the year


Food and beverage (excluding liquor and wine):Imported – – – –Indigenous 439,743,524 100.00% 375,872,206 100.00%

439,743,524 100.00% 375,872,206 100.00%

Liquor and wineImported 1,056,578 1.46% 1,991,045 3.65%

Indigenous 71,320,241 98.54% 52,538,032 96.35% 72,376,819 100.00% 54,529,077 100.00%

Components, stores and spares:Imported 2,012,293 1.46% 924,532 0.73%

Indigenous 136,109,766 98.54% 125,352,662 99.27% 138,122,059 100.00% 126,277,194 100.00%

(ii) Details of goods traded by the company:

Item Particulars For the year ended 31 March, 2014

For the year ended 31 March, 2013

Quantity* Value (Rs.) Quantity* Value (Rs.)

General Stores (AUM Shop)* Opening stock 9,045,486 6,664,961 Purchases 7,015,594 8,240,437 Sales 9,390,381 9,545,304 Closing Stock 8,736,051 8,398,992

*In view of large number of various low value items (not constituting more than 10% of total value), quantitative details are not provided.


47

35. DETAILS OF DUES TO MICRO, SMALL AND MEDIUM ENTERPRISES AS PER MSMED ACT, 2006 TO THE EXTENT OF CONFIRMATION RECEIVED:

Details of dues to Micro, Small and Medium Enterprises as per MSMED Act, 2006

As at 31 March, 2014


The principal amount and the interest due thereon (to be shown separately) remaining unpaid to any supplier as at the end of each accounting year

– –

The amount of interest paid by the buyer in terms of section 16, of the Micro, Small and Medium Enterprise Development Act, 2006 along with the amounts of the payment made to the supplier beyond the appointed day during each accounting year

– –

The amount of interest due and payable for the period of delay in making payment (which have been paid but beyond the appointed day during the year) but without adding the interest specified under Micro, Small and Medium Enterprise Development Act, 2006.

– –

The amount of interest accrued and remaining unpaid at the end of each accounting year; and

– –

The amount of further interest remaining due and payable even in the succeeding years, until such date when the interest dues as above are actually paid to the small enterprise for the purpose of disallowance as a deductible expenditure under section 23 of the Micro, Small and Medium Enterprise Development Act, 2006

– –

36. DERIVATIVE INSTRUMENTS AND UN-HEDGED FOREIGN CURRENCY EXPOSURE: Particulars of un-hedged foreign currency exposure as at March 31, 2014 and at March 31, 2013

Currency As at 31 March, 2014 As at 31 March, 2013Currency INR Currency INR

Trade PayableUSD 136,351 8,379,235 97,252 5,289,529 CAD 975 65,979 91 6,320 GBP 82,335 8,221,148 – –

AdvancesEuro – – 86 5,846 CAD 80,000 4,348,800 80,000 4,350,400 USD 3,797,168 228,150,242 3,835,392 208,582,546

Trade ReceivableGBP 45,000 4,493,241 246,486 20,290,959

Fixed Deposit USD 274,050 16,470,350 218,550 11,886,783

EEFC bank balances USD 53,913 3,240,175 167,997 9,137,224

Secured loans USD 21,848,925 1,313,116,023 17,470,000 950,181,071



48

37. ANNUAL DISCLOSURE IN PURSUANCE TO CLAUSE 28 OF LISTING AGREEMENT OF DEBT SECURITIESLoans and advances in the nature of loans to subsidiaries -

Name of the subsidiary

Closing balance

outstanding as on 31st March,

2014

Maximum amount

outstanding during the year

2013-14

Closing balance

outstanding as on 31st March,

2013

Maximum amount

outstanding during the year

2012-13

Whether any repayment schedule

exists

Whether interest charged on Loan

Jyoti Limited 46,383,906 46,383,906 46,736,265 47,479,447 No, mutually agreed terms & conditions

No

Udaipur Hotels Limited

– – 182,695,025 201,314,183 No, mutually agreed terms & conditions

No

Apollo Zipper India Limited

1,604,913,733 1,604,913,733 1,158,002,837 1,703,438,540 No, mutually agreed terms & conditions

Yes

Prime Cellular Limited

262,227,687 262,227,687 234,298,768 234,298,768 Yes, to be repayable within a period of 8 years

Yes

Prima Buildwell Private Limited

109,411,376 152,902,278 152,902,278 152,902,278 Yes, to be repayable within a period of 8 years

*Yes

*The loan outstanding as at the beginning of the year is interest free and loan given during the year carries a interest rate of 13% per annum.

38 PRIOR PERIOD ITEMS

Particulars For the Year ended 31 March, 2014

For the Year ended 31 March, 2013

Operating and other expensesRepair and maintenance 1,133,580 502,058 Rates and taxes – 346,816 Commission -other than sole selling agent 157,298 – Advertisement and business promotion – 30,922 Traveling and conveyance 435,833 20,000 Legal and professional fees 689,555 – Freight and cartage 247,643 – Financial expensesInterest on Fixed Deposits – (372,670)

2,663,909 527,126


49

39.

SEG

MEN

T RE

PORT

ING

Busi

ness

seg

men

ts:

The

Com

pany

ope

rate

s pr

imar

ily in

the

segm

ent o

f Hot

els

oper

atio

ns (r

epre

sent

ing

sale

of r

oom

s an

d ap

artm

ents

, foo

d an

d be

vera

ges,

ban

quet

re

ntal

s an

d ot

her s

ervi

ces

rela

ting

to h

otel

ope

ratio

ns in

clud

ing

tele

com

mun

icat

ion,

laun

dry,

bus

ines

s ce

ntre

, hea

lth c

entr

e, e

tc.),

Airc

raft

char

ter

oper

atio

ns a

long

with

min

or s

egm

ents

(rep

rese

ntin

g re

ntin

g of

pre

mis

es).

Com

mon

allo

cabl

e co

sts

are

allo

cate

d to

eac

h se

gmen

t acc

ordi

ng to

the

rela

tive

cont

ribu

tion

of e

ach

segm

ent t

o th

e to

tal c

omm

on c

osts

. All

othe

r co

sts

and

expe

nses

are

ref

lect

ed in

the

corp

orat

e se

gmen

t. Se

gmen

ts

have

bee

n id

entif

ied

and

repo

rted

bas

ed o

n th

e na

ture

of t

he s

ervi

ces,

the

risk

s an

d re

turn

s, th

e or

gani

zatio

n st

ruct

ure

and

the

inte

rnal

fina

ncia

l re

port

ing

syst

em.

(All

amou

nts i

n Rs

.)Pa

rtic

ular

sH

otel

ope

ratio

nsAi

rcra

ft ch

arte

r ope

ratio

nsO

ther

act

iviti

esEl

imin

atio

nsTo

tal

For t

heye

ar e

nded

Mar

ch 3

1, 2

014

For t

heye

ar e

nded

Mar

ch 3

1, 2

013

For t

heye

ar e

nded

Mar

ch 3

1, 2

014

For t

heye

ar e

nded

Mar

ch 3

1, 2

013

For t

heye

ar e

nded

Mar

ch 3

1, 2

014

For t

heye

ar e

nded

Mar

ch 3

1, 2

013

For t

heye

ar e

nded

Mar

ch 3

1, 2

014

For t

heye

ar e

nded

Mar

ch 3

1, 2

013

For t

heye

ar e

nded

Mar

ch 3

1, 2

014

For t

heye

ar e

nded

Mar

ch 3

1, 2

013

Reve

nue

Exte

rnal

sal

es

4,1

77,3

63,1

07

3,6

77,6

21,9

56

61,

745,

253

39,

889,

042

117

,570

,163

1

02,1

97,3

77

–

–

4,3

56,6

78,5

23

3,8

19,7

08,3

75

Oth

er in

com

e

69,

109,

041

103

,186

,957

–

–

–

–

–

–

6

9,10

9,04

1 1

03,1

86,9

57

Inte

rest

inco

me

346

,172

,023

2

66,1

31,8

13

Tota

l 4,

246,

472,

148

3,78

0,80

8,91

361

,745

,253

39,8

89,0

4211

7,57

0,16

310

2,19

7,37

7 –

–

4,

771,

959,

587

4,18

9,02

7,14

5

Segm

ent r

esul

t 7

75,7

61,3

65

507

,966

,803

(4

4,61

6,43

2) (5

5,56

2,65

2) 4

8,33

0,54

4 3

6,70

5,90

0 –

–

1

,125

,647

,500

7

55,2

41,8

64

Una

lloca

ted

corp

orat

e ex

pens

es

–

–

–

–

–

–

–

–

395

,362

,328

3

29,3

33,4

42

Inte

rest

exp

ense

–

–

–

–

–

–

–

–

916

,714

,166

7

98,9

12,0

67

Tax

expe

nse

–

–

–

–

–

–

–

–

(123

,032

,803

) 6

1,91

6,65

3

Prof

it/(L

oss)

from

ord

inar

y ac

tiviti

es

(63,

396,

191)

(434

,920

,298

)

Extra

ord

inar

y ite

m –

–

–

–

–

–

–

–

(1

05,7

97,1

57)

–

Prof

it fo

r the

yea

r afte

r tax

–

–

–

–

–

–

–

–

4

2,40

0,96

6 (4

34,9

20,2

98)

Segm

ent a

sset

s 2

1,43

3,54

8,23

9 1

9,05

0,77

3,71

2 5

07,3

70,7

12

550

,882

,209

9

13,6

10,9

07

895

,307

,835

5

90,9

96,5

76

574

,408

,573

2

2,26

3,53

3,28

2 19

,922

,555

,183

Una

lloca

ted

corp

orat

e as

sets

–

––

––

––

– 2

01,2

68,7

21

1,0

68,4

33,2

32

Tota

l

22,4

64,8

02,0

0320

,990

,988

,415

Segm

ent l

iabi

litie

s 1,

834,

843,

075

1,99

4,98

2,90

7 3

,399

,055

2

,226

,216

6

13,3

84,4

63

593

,451

,734

5

90,9

96,5

76

574

,408

,573

1

,860

,630

,017

2,

016,

252,

284

Una

lloca

ted

corp

orat

e lia

bilit

ies

–

–

–

–

–

–

–

–

9

,495

,781

,273

8,

802,

740,

144

Tota

l 11

,356

,411

,290

10,8

18,9

92,4

28

Capi

tal e

xpen

ditu

re to

war

ds

acqu

isitio

n of

fixe

d as

sets

404

,884

,996

2,

688,

085,

516

–

4,4

05,2

71

7,0

42,7

50

–

–

–

411

,927

,746

2

,692

,490

,787

Dep

reci

atio

n / a

mor

tizat

ion

4

54,6

36,4

21

434

,078

,234

3

7,82

8,16

7 3

5,40

0,68

1 6

,370

,125

6

,107

,680

–

–

4

98,8

34,7

13

475

,586

,595

Non

cas

h ex

pens

es o

ther

than

de

prec

iatio

n an

d am

ortiz

atio

n (2

42,0

43,3

87)

8,2

04,6

06

–

–

–

–

–

–

(242

,043

,387

) 8

,204

,606

Geo

grap

hica

l Seg

men

ts:

The

oper

atin

g in

tere

sts

of th

e C

ompa

ny a

re c

onfin

ed s

igni

fican

tly in

Indi

a in

term

s of

its

oper

atio

ns a

nd a

ll th

e op

erat

ions

of t

he C

ompa

ny a

re in

Indi

a an

d no

fore

ign

oper

atio

n ex

ists

. Acc

ordi

ngly

, the

figu

res

appe

arin

g in

thes

e fin

anci

al s

tate

men

ts r

elat

e to

the

com

pany

’s s

ingl

e ge

ogra

phic

al s

egm

ent,

bein

g op

erat

ions

in In

dia.



50

40 RELATED PARTY DISCLOSURESa) Name of related parties and their relationship:

Subsidiary companies Jyoti LimitedApollo Zipper India LimitedPrime Cellular LimitedPrima Buildwell Private Limited

Key managerial personnel Dr. Jyotsna Suri, Chairperson & Managing Director Ms. Deeksha Suri, Executive DirectorMs. Divya Suri Singh, Executive DirectorMr. Keshav Suri, Executive Director

Joint venture of Subsidiaries Kujjal Builders Private LimitedCavern Hotels and Resorts FZCO

Enterprises owned or significantly influenced by key management personnel or their relatives

Deeksha Holding Limited (DHL)Deeksha Human Resource Initiatives Limited (DHRIL)Jyotsna Holding Private LimitedMercantile Capital & Financial Services Private LimitedPrima Telecom LimitedPrima Realtors Private LimitedPremium Farm Fresh Produce LimitedPremium Exports LimitedResponsible Builders Private LimitedRohan Motors LimitedSpecial Protection Services Private LimitedSubros LimitedPremium Holdings LimitedFIBCOM India LimitedGlobal Autotech LimitedThe Lalit Suri Educational and Charitable TrustGrand Hotel & Investments Limited

b) Loan made to the subsidiaries are on mutually agreed terms.

c) Transaction with above parties for sale, purchase of goods and fixed assets, rendering or availing of services are in ordinary course of business.

d) The term loan (as discussed under Note 4) from bank availed by the Company has been secured by way of a corporate guarantee of Deeksha Holding Limited.

e) The guarantees amounting to Rs. 3,287,184,866 (Rs. 3,116,921,644) given by the Company for the related parties are given in normal course of business and related parties have provided counter guarantees for such guarantees.


51

(f)

Tran

sact

ions

with

the

rela

ted

part

ies

(All

amou

nts

in R

s.)

Part

icul

ars

Subs

idia

ries

Key

Man

agem

ent P

erso

nnel

Join

t ven

ture

of S

ubsi

diar

ies

Ente

rpri

ses

owne

d or

si

gnifi

cant

ly in

fluen

ced

by

key

man

agem

ent p

erso

nnel

or

thei

r re

lativ

esFo

r th

e ye

ar

ende

d M

arch

31

, 201

4

For

the

year

en

ded

Mar

ch

31, 2

013

For

the

year

en

ded

Mar

ch

31, 2

014

For

the

year

en

ded

Mar

ch

31, 2

013

For

the

year

en

ded

Mar

ch

31, 2

014

For

the

year

en

ded

Mar

ch

31, 2

013

For

the

year

en

ded

Mar

ch

31, 2

014

For

the

year

en

ded

Mar

ch

31, 2

013

Sal

e of

goo

ds3,

856,

914

4,78

9,41

9–

–2,

831,

089

3,10

2,12

919

,769

,567

17,6

28,7

25

Pur

chas

e of

goo

ds–

––

––

–92

9,57

452

1,18

7 S

ale

of fi

xed

asse

ts–

––

––

––

411,

397

Pur

chas

e of

fixe

d as

sets

––

––

––

456,

258

1,07

0,49

5 L

ease

ren

t pai

d5,

000,

000

5,00

0,00

05,

647,

200

5,57

8,39

2–

–15

,621

,953

15,4

12,5

08

Mai

nten

ance

cha

rges

rec

eive

d–

––

––

–2,

620,

327

2,40

4,16

7 L

oan

Prov

ided

366,

965,

585

101,

521,

060

140,

000,

000

330,

000,

000

1,17

6,52

0,20

625

9,53

8,77

687

,693

,674

102,

972,

738

Loa

n (r

ecei

ved)

(135

,000

,000

)(6

60,4

20,0

00)

(140

,000

,000

)(3

30,0

00,0

00)

––

––

Inte

rest

rec

eive

d17

4,76

3,13

320

6,18

5,68

3–

–14

4,27

2,78

615

,399

,630

–15

,235

,709

R

emun

erat

ion

––

19,2

00,0

0019

,200

,000

––

––

Adv

ance

(rec

eive

d)/p

aid

for

prop

osed

sal

e of

Am

rits

ar la

nd–

––

––

–(1

7,00

0,00

0)50

,000

,000

Cor

pora

te G

uara

ntee

s G

iven

20,2

63,2

221,

685,

745,

700

––

150,

000,

000

––

– R

eim

burs

emen

t of e

xpen

ditu

re

paid

3,33

5,00

69,

510,

349

––

10,5

74,1

0119

,334

,559

22,6

82,8

4921

,507

,004

Rei

mbu

rsem

ent o

f exp

endi

ture

re

ceiv

ed–

––

––

–14

5,21

210

,982

,230

Paym

ent r

ecei

ved

by B

HL

on

beha

lf of

DH

L–

––

––

––

10,8

75,1

83

Inte

rest

pai

d on

dep

osits

––

4,66

8,82

24,

941,

918

––

––

Con

sulta

ncy

serv

ices

pro

vide

d43

,875

,368

45,1

50,1

51

– –

51,4

14,4

70

– 18

,217

,449

11

,113

,322

S

ervi

ces

Rec

eive

d –

– –

– –

– 14

,768

,599

22

,454

,221



52

g) List of material transactions entered during the year ended March 31, 2014 and March 31, 2013i) Subsidiaries

Name of the Company For the Year ended 31 March, 2014


Jyoti Limited-Lease rent paid 5,000,000 5,000,000 -Sale of goods / services 3,321,669 2,529,558 -Loan provided/(received) 940,000 (2,727,702)-Reimbursement of expenses – 44,367

Udaipur Hotels Limited-Sale of goods / services – 655,433 -Loan provided/(received) – 77,367

Apollo Zipper India Limited-Sale of goods / services 535,245 1,604,428 -Loan provided/(received) 276,540,585 (660,420,000)-Interest received 141,482,003 179,124,845 -Corporate guarantees given 20,263,222 1,685,745,700 -Consultancy services provided 43,875,368 45,150,151 -Reimbursement of expenses 3,335,006 9,465,982

Prime Cellular Limited -Loan provided/(received) 1,415,000 4,069,000 -Interest received 29,459,910 27,060,838

Prima Buildwell Private Limited-Loan provided/(received) (46,930,000) 100,102,395 -Interest received 3,821,220 –

ii) Key Management Personnel:

Name For the Year ended 31 March, 2014


Dr. Jyotsna Suri-Remuneration 4,800,000 4,800,000 -Lease rent paid 3,247,200 3,178,392 -Interest paid on deposits 2,897,808 4,187,945 -Loan (received ) (93,500,000) (266,000,000)-Loan paid 93,500,000 266,000,000

Ms. Deeksha Suri -Remuneration 4,800,000 4,800,000 -Lease rent paid 1,200,000 1,200,000 -Interest paid on deposits 283,562 – -Loan (received) (7,500,000) – -Loan paid 7,500,000 –

Ms. Divya Suri Singh-Remuneration 4,800,000 4,800,000 -Lease rent paid 1,200,000 1,200,000 -Interest paid on deposits 1,031,507 516,986 -Loan (received) (25,000,000) (39,000,000)-Loan paid 25,000,000 39,000,000

Mr. Keshav Suri-Remuneration 4,800,000 4,800,000 -Interest paid on deposits 455,945 236,986 -Loan (received) (14,000,000) (25,000,000)-Loan paid 14,000,000 25,000,000


53

iii) Joint Venture of subsidiary (All amounts in Rs.)



Kujjal Builders Private Limited-Services provided 2,831,089 3,102,129 -Reimbursement of expenditure 10,574,101 19,334,559 -Loan provided/(received) 1,176,520,206 259,538,776 -Interest received 144,272,786 15,399,630 -Corporate guarantees given 150,000,000 – -Consultancy services provided 51,414,470 –

iv) Enterprises owned or significantly influenced by key management personnel or their relatives:



Deeksha Holding Limited-Sale of goods / services 4,789,341 1,009,395 -Purchase of goods 216,695 290,726 -Expenditure incurred by BHL and reimbursed by DHL 145,212 10,982,230 -Lease rent paid 14,729,843 14,621,108 -Payment received by BHL on behalf of DHL – 10,875,183 -Maintenance charges received 367,776 340,945

Deeksha Human Resource Initiatives Limited (DHRIL)-Services received 14,489,590 22,177,894 -Expenditure incurred by DHRIL and reimbursed by BHL 12,583,017 12,197,335 -Maintenance charges received 219,424 195,530

Jyotsna Holding Private Limited-Lease rent paid 772,110 671,400 -Services received 1,933,704 –

Mercantile Capital & Financial Services Private Limited-Maintenance charges received 81,230 75,502

Grand Hotel & Investments Limited-Consultancy Services provided 18,217,449 11,113,322 -Reimbursement of expenses paid 10,099,832 9,177,638

Prima Realtors Private Limited-Reimbursement of Expenditure incurred on behalf of BHL – 132,031

Prima Telecom Limited-Sale of goods / services 79,969 136,451 -Purchase of goods 712,879 230,461

Premium Farm Fresh Produce Limited-Advance received against sale of proposed Amritsar land (17,000,000) 50,000,000 -Sale of goods / services 2,461,077 6,428,188

Responsible Builders Private Limited-Maintenance charges received 182,717 166,963

Premium Exports Limited-Lease rent paid 120,000 120,000

Rohan Motors Limited-Sale of goods / services 752,282 799,110 -Purchase of fixed assets 456,258 1,070,495 -Services received 279,008 276,327 -Maintenance charges received 145,440 141,060

Subros Limited-Sale of goods / services 9,753,194 9,255,581 -Maintenance charges received 1,499,822 1,354,490



54



FIBCOM India Limited-Maintenance charges received 123,918 129,676

The Lalit Suri Education & Charitable Trust-Loan provided/(received) 87,693,674 102,972,738 -Interest received – 15,235,709 -Sales of Fixed assets – 411,397

(v) Balance Outstanding (Rs.)



Receivables Payables Receivables Payables Subsidiaries*Jyoti Limited 46,383,906 – 46,736,265 – Udaipur Hotels Limited – – 183,339,391 644,366 Apollo Zipper India Limited 1,604,913,733 – 1,158,002,837 – Prime Cellular Limited 262,227,687 – 234,298,768 – Prima Buildwell Private Limited 109,411,376 – 152,902,278 – Joint venture of Subsidiaries*Kujjal Builders Private Limited 1,704,680,867 – 340,439,962 –

Enterprises owned or significantly influenced by key management personnel or their relatives

Deeksha Holding Limited 2,022,967 2,296,992 1,229,199 2,546,985 Deeksha Human Resource Initiatives Limited 15,867 7,072,540 22,437 3,433,558 Jyotsna Holding Private Limited 1,933,704 416,726 – 410,300 Mercantile Capital & Financial Services Private Limited – 325,874 – 325,731

Premium Exports Limited – 10,000 – – Premium Farm Fresh Produce Limited 454,937 30,000,000 993,860 50,000,000 Prima Telecom Limited – – 136,451 – Responsible Builders Private Limited – 21,447 – 22,882 Rohan Motors Limited 128,932 1,087,395 447,327 1,071,877 Subros Limited 1,396,260 9,794,657 4,597,701 9,769,353 FIBCOM India Limited 51,781 114,684 948,750 140,068 The Lalit Suri Education & Charitable Trust 270,679,761 – 186,038,677 – Grand Hotel & Investments Limited 9,615,198 – 20,290,959 –

* Balance comprising of loan receivable/ payable to subsidiaries & joint venture of subsidiary and advances given/taken as at year end

(vi) Corporate guarantee outstanding

SubsidiariesApollo Zipper India Limited 1,737,184,866 – 1,716,921,644 – Joint venture of SubsidiariesKujjal Builders Private Limited 1,550,000,000 – 1,400,000,000 –


55

41. LEASESIn case of assets taken on non cancellable leaseOperating Lease :The Company has entered into Commercial leases for office premises and residence of its employees. The leases have a life of 1 year to 3 years. There is no escalation clause in the lease agreements for the primary lease period. There are no restrictions imposed by the lease arrangement, and there are no sub-leases.The hotel premises at Bengaluru are on an operating lease. The lease rent is payable at 16.5 % of turnover (previous year: 16.5%) subject to a minimum payment which is increased by 25% after every 5 years. The lease term is for 30 years and renewable for further 30 years at the option of the Company. There are no restrictions imposed by lease arrangements. There are no subleases.The hotel premises at Srinagar are on an operating lease. The lease rent payable is Rs. 5,000,000 p.a. The lease term is up to November 22, 2096. There are no restrictions imposed by lease arrangements. There are no subleases.


(Rupees)


(Rupees)Lease payments for the year 133,594,452 110,872,748Minimum lease payments :Not later than one year 93,848,599 93,548,599Later than one year but not later than five years 365,572,342 373,218,925Later than five years 1,766,530,367 1,526,938,965

In case of assets given on lease

Operating Lease :The Company has given certain office premises on lease. The lease term is for 3 years. There is no escalation clause in the lease agreements. There are no restrictions imposed by lease arrangements.


(Rupees)


(Rupees)Lease rental for the year 26,111,947 20,855,992Minimum lease rentals receivable :Not later than one year 26,249,211 20,757,598Later than one year and not later than five years 876,977 4,838,306Later than five years – –

42. PREOPERATIVE EXPENDITURE PENDING ALLOCATION

Particulars As at31 March, 2014

(Rupees)

As at31 March, 2013

(Rupees)Balance as per last account 468,752,366 801,303,948 Additions during the year:Personnel expensesSalaries, wages and bonus 35,179,556 46,366,791 Contribution to provident and other funds 1,916,554 1,949,143 Workmen and staff welfare expenses – 1,814,470 Depreciation/ amortization 763,779 853,070 Operating and other expensesConsultancy Charges 534,316 –Lease rent 394,000 3,649,925 Power and fuel 578,514 10,270,346 Repair and maintenance



56


(Rupees)

As at31 March, 2013

(Rupees)

- Plant and machinery 126,638 172,261 - Others 10,787 34,983 Rates and taxes 440,000 5,082,285 Insurance 353,043 1,077,947 Communication costs – 138,375 Printing and stationery 20,606 45,141 Traveling and conveyance 584,907 4,135,969 Sub contracting expenses 948,585 4,764,643 Membership and subscriptions – 24,754 Legal fees 151,686 32,876 Professional fees 5,319,039 21,267,333 Freight and cartage 82,575 772,193 Exchange difference ( net) 21,940,694 (2,221,900)Miscellaneous expenses 29,500 27,229,666 Site Development expenses 260,865 – Boarding & Lodging – 2,172,424 Security Expenses 1,490,466 –

Financial expensesInterest on term loan 152,330,488 156,758,191 Bank charges 976,129 309,447

693,185,093 1,088,004,281 Less : Interest earned 7,259,930 72,212 Less : Expenditure transferred to fixed assets – 619,179,703 Closing balance 685,925,163 468,752,366


57

43. CONTINGENT LIABILITIES NOT PROVIDED FOR:

a) Income Tax Matters

i) While passing the income tax assessment orders for the Assessment year 1988-89 and thereafter, the assessing officer has levied taxes on receipt of interest free refundable deposits for World Trade Centre and World Trade Tower by treating them as taxable receipts. This matter has been decided in favour of the Company by CIT (Appeals) and Income Tax Appellate Tribunal (‘ITAT’). Income tax department has filed an appeal against the orders in the High Court of Delhi.

Total amount disputed (excluding interest and penalties) in the matter amounts to Rs. 173,133,092 (previous year Rs. 173,133,092).

(ii) For Assessment Years 1988-89 to 2006-07, the Assessing Officer has disallowed claims made by the Company in tax return relating to depreciation on increase in cost of assets due to exchange fluctuation, depreciation on foreign cars and plumbing and sanitary items, depreciation on commercial building viz. World Trade Centre and World Trade Tower; treated loan received as deemed dividend and disallowance on late deposit of PF/ESI, addition in respect of interest paid on loan, addition on account of expenditure incurred for projects under construction, commission paid on bank guarantees. These matters have been decided in favour of the Company by CIT (Appeals) and the ITAT except the followings:-

1. Assessment year 2002-03 – the ITAT decided the issue of commission paid on Bank Guarantee against the company.

2. Assessment Year 2003-04 the ITAT sent back the issue relating to commission paid on Bank Guarantee to Assessing officer for fresh adjudication which is pending before the Assessing Officer.

3. Assessment Year 2004-05 the ITAT sent back the issue relating to commission paid on Bank Guarantee to Assessing Officer for fresh adjudication which is pending before the Assessing Officer and confirmed the addition on account of interest /expense capitalized against the Company.

The Income tax department has filed appeals against the orders of ITAT before the High Court of Delhi, New Delhi on the issues mentioned in para (ii) above.

The company has also filed an appeal against the order of ITAT for the assessment year 2002-03 before the High Court of Delhi, New Delhi on an issue of commission paid on Bank Guarantee which has been admitted by the Hon’ble High Court of Delhi.

Total amount disputed (excluding interest and penalties) in the matter amounts to Rs. 617,104,255/- (Previous year Rs. 617,104,255/-).

(iii) For the assessment year 2007-08, the Assessing Officer has disallowed depreciation relating to commercial buildings viz. World Trade Centre and World Trade Tower

Total amount disputed (excluding interest and penalties) in the matter amounts to Rs. 28,867 (Previous year Rs. 28,867)

(iv) For the assessment year 2008-09, the Assessing Officer has disallowed certain claims i.e. depreciation on commercial buildings viz. World Trade Centre and World Trade Tower, disallowance u/s 14A of the Act, disallowance of consumption of crockery & cutlery. CIT (Appeals) has decided in favour of the company and Income tax department had filed appeal before ITAT against the order of CIT(A).




58

ITAT has decided in favour of the company in relation to depreciation on commercial buildings viz. World Trade Centre and World Trade Tower and disallowance of consumption of crockery & cutlery and referred disallowance under section 14 A for re-computation to the assessing officer. Income tax department filed the appeal before the High Court of Delhi against the order of ITAT.

Total amount disputed (excluding interest and penalties) in the matter amounts to Rs. 22,294,093 (previous year Rs. 22,294,093).

(v) For the assessment year 2009-10, the Assessing Officer has disallowed certain claims i.e. depreciation on commercial buildings viz. World Trade Centre and World Trade Tower, disallowance u/s 14A of the Act. CIT(Appeal) has decided in favour of the company. The Income Tax Department has filed appeal before ITAT against the order of CIT(A) on the issues of Depreciation on Commercial Buildings viz. World Trade Centre and World Trade Tower and Disallowance under section 14A of the Act.

Total amount disputed (excluding interest and penalties) in the matter amounts to Rs.12,847,220 (previous year Rs. 12,847,220)

(vi) For the assessment year 2010-11, the Assessing Officer has disallowed certain claims i.e. depreciation on commercial buildings viz. World Trade Centre and World Trade Tower, Disallowance u/s 14A of the Act and disallowance under section 40(a)(ia) of the Act. Appeal against the assessment order had been heard and CIT(A) passed an order in favour of the company. The Department has filed appeal before ITAT, Delhi against the order of CIT(A) on the issues of Depreciation on commercial Buildings viz. World Trade Centre and World Trade Tower and Disallowance under section 14A of the Act. The appeal is fixed for hearing on 01.09.2014 before the ITAT. Appeal effect order to the order of CIT(A) is yet to be received.

Total amount disputed (excluding interest and penalties) in the matter amounts to Rs. 8,680,853 (previous year Rs. 8,680,853)

(vii) For the assessment year 2011-12, the Assessing Officer has disallowed certain claims i.e. depreciation on commercial buildings viz. World Trade Centre and World Trade Tower and Disallowance u/s 14A of the Act. Appeal against the additions made in the assessment order had been filed before the CIT(A) on the issues of depreciation on commercial buildings viz. World Trade Centre & World Trade Tower and Disallowance u/s 14A of the Act.

Total amount disputed (excluding interest and penalties) in the matter amounts to Rs. 16,458,292 (previous year - Nil)

viii) For the assessment year 2012-13, the Assessing Officer has disallowed certain claims i.e. depreciation on commercial buildings viz. World Trade Centre and World Trade Tower and Disallowance u/s 14A of the Act. Appeal against the additions made in the assessment order had been filed before the CIT(A) on the issues of depreciation on commercial buildings viz. World Trade Centre & World Trade Tower and Disallowance u/s 14A of the Act. The appeal filed before the CIT(A) is yet to be fixed for hearing.

Total amount disputed (excluding interest and penalties) in the matter amounts to Rs. 3,108,607 (previous year - Nil)

The management, based upon expert analysis, believes that the Company has good chances of success in the above cases.


59

b) Guarantees


(Rupees)

As at31 March, 2013

(Rupees)i. Corporate guarantee given on behalf of a subsidiary to Customs authorities

79,684,866 59,421,644

ii. Corporate guarantee given on behalf of a subsidiary 1,657,500,000 1,657,500,000iii. Corporate guarantee given on behalf of a Joint venture of

Subsidiary to Bank1,550,000,000 1,400,000,000

c) Certain employees have filed cases in the courts/ legal forums against termination/ suspension and have sought relief. The liability, if any, with respect to these claims is not currently ascertainable and in the opinion of the management, would not have material effect on these financial statements.

d) Interest on delayed deposit of security for one of the properties taken on lease, under a lease cum management contract, amounting to Rs. 13,563,000 (previous year Rs. 13,563,000) is contingent in nature.

e) Claims not acknowledged as debts – Rs.139,856,629 (previous year Rs.4,984,312)

f) Demand by Custom Authorities against import of aircraft for Rs 66,805,372 ( previous year 66,805,372)

g) Demand of Service Tax by Commissioner, Service Tax amounting to Rs. 23,240,858 (previous year Rs. 23,240,858).

h) Demand of Service Tax on rental of a property Rs.2,575,176 (previous year Rs. 2,575,176)

i) Demand of Entry Tax by Commercial Tax Department amounting to Rs. 8,240,790 (previous year 2,729,081)

j) A show cause notice has been issued by the Collector of Stamps, Udaipur in respect of stamp duty on transfer of Laxmi Vilas Palace Hotel, the erstwhile unit of India Tourism Development Corporation Limited, based on valuation of Rs. 1,513,824,400 which is being contested by the Company in the High Court of Jodhpur. Management feels, based on expert analysis, that there is no requirement for provision at this stage.

k) Municipal Council of Udaipur had raised demand of Urban Development Tax of Rs. 48,847,551 for the financial year 2007-08, 2008-2009 and 2009-2010 which was subsequently revised to Rs. 2,804,917. The revised demand has been challenged in the High Court of Jodhpur and as per the interim order passed by the court, the company has paid Rs. 500,000 during FY 2011-12 and FY 2012-13. During current year, demand has been raised for Rs 13,455,139 (including the balance demand of earlier years for which interim order of court was passed and matter is subjudice). Management has based upon expert analysis, believes that no further provision is necessary at this stage.

l) Company had received a demand of interest of Rs. 880,793 from ESI department for late deposit of ESI demand pertaining to the year 1997-1999. The Company has filed an appeal with Udaipur ESI court for waiver of the said interest and deposited Rs. 440,417 under protest. The amount has been shown under ‘Advance recoverable in cash or kind’ under the head ‘Loans and Advances’.



60

44. Capital Commitments:

Estimated amount of contracts remaining to be executed and not provided for aggregates to Rs. 847,135,973 (previous year Rs. 926,980,877).

45. a) The Company has taken land on license of 99 years from New Delhi Municipal Corporation (NDMC) with effect from March 11, 1981. The Company has constructed a Hotel and Commercial Towers on the abovementioned land. The Company is paying an annual license fee of Rs. 14,500,000 to the NDMC which is subject to revision after every 33 years. The Company has further sub- licensed the Commercial Towers and taken interest free security deposits (shown as deferred payment liabilities) from the occupants of space in World Trade Centre and World Trade Tower at New Delhi. These deposits amounting to Rs. 486,119,022 (Previous year Rs. 486,119,022) are refundable at the end of the license period which coincides with the end of the license period of Company’s agreement with New Delhi Municipal Corporation and are due to be paid on March 10, 2080.

Security deposits repayable within one year Rs. Nil (previous year Rs. Nil).

b) Lease rent payable amounting to Rs. 8,200,674 (Previous year Rs. 8,632,288) includes liability for lease rent for extended moratorium period granted to Company in respect of lease of land for Bekal unit.

Lease rentals repayable within one year Rs 431,614 (previous year Rs. 431,614).

46. The Company has an investment of Rs. 30,100,000 and has given a loan of Rs.38,825,858 (net of provision amounting to Rs. 14,076,420) to Prima Buildwell Private Limited a 99.9% subsidiary as at March 31, 2014 for execution of Dubai project. Prima Buildwell Private Limited has entered into a Joint Venture for setting up a Hotel property at Al-Furjan, Dubai with Lost City L.L.C. The Joint Venture had paid an advance for purchase of Land to Al- Furjan LLC (associate of Lost City). Subsequent to this, due to the precarious financial situation in Dubai, Al- Furjan LLC has not developed the Land at Al- Furjan, considering that area at Al-Furjan has not been developed as per the Land Purchase Agreement, the Company has communicated its intention to exit from the Joint Venture. The Company is taking steps to recover the money invested. The Company is confident that it shall be able to resolve the matter and be able to recover the money; accordingly no provision has been considered in these financial statements.

47. a) The Company in 2009 appointed a Government Registered Estate Valuer to assess the fair market value of the land and building of its Mumbai unit and revalued the book value of Land and building based on the valuer’s report to Rs. 2,338,256,110 and Rs. 1,632,130,500 compared to original value of Rs. 307,820,000 and 1,194,299,191 respectively as at March 31, 2009. This had resulted in creation of revaluation reserve aggregating Rs. 2,468,267,419. Revaluation reserve since then had been reduced by yearly depreciation charge amounting to Rs. 8,318,795 computed on the basis of remaining useful life of the assets. The balance revaluation reserve standing as on 31st March, 2014 is Rs. 2,426,673,444 (previous year Rs. 2,434,992,239).

b) The Company in 2012 appointed a Government Registered Estate Valuer (Valuer) to assess the fair market value of the leasehold building of its Goa unit and revalued the book value of leasehold building based on the valuer’s report to Rs. 1,327,205,000 compared to original value of Rs. 524,824,025 as at November 30, 2009. This had resulted in creation of revaluation reserve aggregating Rs. 802,380,975. Revaluation reserve has been reduced by current year depreciation charge amounting to Rs.15,434,464 computed on the basis of remaining useful life of the assets. The balance revaluation reserve standing as on 31st March, 2014 is Rs. 735,484,204 (Previous Year Rs. 750,918,668)

48. The Company had entered into a contract with a vendor for purchase of Legacy 600 aircraft for Rs.1,196,210,000 (USD 26,500,000) for which it had paid an advance of Rs.120,512,250 (USD 2,650,000)


61

equivalent to 10% of the above value in November 2008. While the Company was negotiating with the vendor, in April, 2009 it received a written notice of levy of liquidated damages equivalent to 15% of the value of the aircraft in terms of the above arrangement. Company negotiated and entered into an agreement with the vendor for purchase of a new generation aircraft, Legacy 650 and adjustment of the advance paid for the Legacy 600 and paid Rs. 49,048,000 (equivalent to USD 1,100,000 as per contract and other expenses).

The Company also entered into an agreement for the sale of the existing Legacy 600, aircraft purchased in December 2008 for a price of Rs. 1,006,202,050 (equivalent to USD 18,500,000 per the terms of contract) The sale proceeds and advance of the two legacy 600 aircrafts were to be adjusted against the purchase price of the new generation Legacy 650 aircraft as trade in.

The Company was not able to remit the final installment for the purchase of Legacy 650 because the final approval from DGCA to the vendor was received only on 12th September, 2012 and the Company was given less then 24 hours to remit the balance payment. The vendor terminated the contract immediately and levied liquidated damages of Rs.146,042,514 (equivalent to USD 2,430,000) and adjusted the advance of Rs. 66,109,780 (equivalent to USD 1,100,000) resulting in a balance payable of Rs. 79,932,734 (equivalent to USD 1,330,000). Further the vendor has also forfeited advance of Rs.159,264,470 relating to the Legacy 600 aircraft booked in November, 2008. Management has initiated legal proceedings against the termination and has counter claimed an amount of USD 11,236,129 arising on the termination from the vendor. During the current year, management has received a mediation request from the vendor which has been accepted by the management. The proceedings are likely to be held in September, 2014. The management is confident of recovering the money and accordingly no provision has been considered in these financial statements for liquidated damages and advances.

49. As at March 31, 2013, the Company had entered into agreement to exchange its existing aircraft (Legacy 600) having written down value of Rs. 1,089,461,729 with new generation aircraft (Legacy 650), which later on was terminated by the customer and the Company was in process of identifying a new customer for the sale of aircraft and this matter was qualified by the auditors. During the current year the management has sold the aircraft. Pursuant to this sale, the management has incurred a loss on sale of aircraft amounting to Rs. 171,616,956 which has been being charged to statement of profit and loss account as extra ordinary item.

50. The Company has sold certain assets. The Company has been advised that such sale is not considered to be material to the business of the Company and is in the normal course of business. Accordingly a specific approval from the shareholders is not required.

51. The ̀ Company’s units at Bekal, Khajuraho, Jaipur and Aircraft division have incurred losses of Rs.102,617,125, Rs.20,934,356, Rs. 322,196,526 and Rs.44,616,432 respectively against an asset base of Rs. 786,431,781, Rs.218,883,200, Rs.2,702,638,853 and Rs. 507,370,712 respectively. Management has prepared the projected cash flows and based upon the net present value of those cash flows is confident of generating profits and recouping the losses and accordingly it considers no impairment provision is required to be made in the financial statements at this stage.

52. The Company had in earlier years provided rental space to a tenant. The Company has a recoverable balance of rent amounting to Rs.40,470,359 as at March 31, 2014. The contract for tenancy expired in November 2011 and the tenant has vacated premises in current year. Further, management is in discussion with the tenant to recover the balance outstanding .The management believes the money is recoverable in due course and accordingly no adjustment to the carrying values of the receivables is required at this stage.

53. According to the transfer pricing norms under the Income-tax Act, 1961, the Company is required to compute arm’s length prices and maintain adequate documentation in respect of transactions with associated



62

enterprises. The Company is in the process of completing a study to ascertain whether such international transactions with associated enterprises are in compliance with the transfer pricing norms referred to above. The management is confident that after the completion of analysis, no adjustments are likely.

54. The Company has received additional Property Tax demand amounting to Rs. 45,181,872 relating to Financial Year 2010-11, 2011-12, 2012-13 and 2013-14. Management has filed an objection against the levy of tax with Municipal Corporation. Further a Public Interest Litigation has been filed against levy in the Mumbai High Court, against which Honourable High Court has requested the management to deposit 50% of demand till the conclusion of the case. Management has estimated likely increase to be capped at 50% i.e. Rs. 22,590,936 and has created a provision in the books of accounts and based upon the expert advice believes no further provision is considered necessary at this stage.

55. During an earlier year, the Company had received a demand of additional security deposit from Airport Authority of India against the restaurant premises at the Udaipur Airport amounting to Rs. 2,592,063. The Company has not deposited the same with the authority as on date. Management is of the view that the non payment of security deposit will not attract any penalty and the amount shall be deposited with in due course of time.

56. In the earlier years, the Company has paid an advance amounting to Rs. 15,472,480 to various contractors for the extension project for which company had obtained permissions from Local Municipal Authorities of Udaipur. During the previous years, extension related work was initiated but the work had to be suspended due to instruction of Municipal Corporation of Udaipur, as the matter regarding the construction near lake is subjudice at the Supreme Court. Management is confident of obtaining approval for recommencing the development work and considers no provision is necessary at this stage.

57. In a previous year, registration of the Khajuraho property was filed by the Company and was pending due to assessment of the Stamp Duty and registration fee thereon. The Assessing Officer. i.e. the District Collector, had assessed the duty & fee at Rs. 18,928,453 in earlier years. During the current year, property has been registered in the name of the company and the Assessing Officer. i.e. the District Collector, has reassessed the duty & fee at Rs. 21,955,069 which has been paid and accounted for in the books of company.

58. Amalgamation of Udaipur Hotels Limited (‘UHL’) with the Company:

(a) In terms of the Scheme of Arrangement (“the Scheme”) under section 391 to section 394 of the Companies Act, 1956, approved by order dated August 19, 2013 of the Hon’ble High Court of Delhi which became effective on September 19, 2013, UHL has been amalgamated with the Company on filing of the certified copy of the Order of the High Court in the office of the Registrar of Companies of NCT of Delhi and Haryana. As per the Scheme, the appointed date is April 1, 2012, which has been approved by the Hon’ble High Court. The Scheme has, accordingly, been given effect to in these accounts.

(b) The operations of UHL include a hotel in Udaipur, owned by UHL.

(c) In accordance with the said Scheme:

(i) As arising from (b) above, the amalgamation has been accounted for under the ‘purchase’ method prescribed by Accounting Standard 14 issued by The Institute of Chartered Accountants of India. The management has analyzed the accounting policies of the transferor company and no material differences were found with the accounting policies of the Company, which would have required adjustments in the carrying value of the assets, liabilities or the reserves of the transferor Company.


63

(ii) The share capital representing 607,406 equity shares of Rs. 10 each of UHL, held by the Company stand cancelled. Since, the Company was holding the majority of share capital of UHL, no share or consideration has been issued/ paid by the Company to the shareholders of UHL in respect of the Amalgamation under the Scheme, however, as per the Scheme, the Company is required to pay Rs. 100 to each of the minority shareholders holding, in aggregate, 60 equity shares of UHL.

(iii) The capital reserve arising out of the amalgamation has been determined as follows:

(Amounts in Rs)Consideration paid - Extinguishment of - Investment of the Company in 607,346 equity

shares of UHL63,755,305

- Receivable by the Company from UHL 182,695,027Purchase consideration : (A) 246,450,332Less:Gross Fixed assets 1,217,988,497Less: Accumulated depreciation (43,383,234)

1,174,605,263 Current assets 35,658,314 Current liabilities and provisions (13,810,071)Net assets taken over – at carrying values : (B) 1,195,678,293Capital reserve arising out of Amalgamation : (B) – (A) 950,003,174

(iv) In view of the aforesaid amalgamation with effect from April 1, 2012, the figures in these financial statements for the current year are not comparable to those of the previous year.

59. The Company has received notice from Delhi Pollution Control Committee (DPCC) for closure of the Delhi unit and also disconnection of electricity and water supply for not constructing an effluent treatment plant in Delhi property and rainwater harvesting for recharging of ground water. The Company has been granted extension till May 31, 2014 for construction of these facilities and has given bank guarantees amounting to Rs. 12,000,000 to DPCC for temporary extension period. Management believes it shall be able to comply with the conditions imposed and accordingly no provision has been considered in these financial statements.

60. The Company has received approval from Central Government for Managerial Remuneration in excess of limits prescribed under Sections 198, 269, 309 & 310 of the Companies Act, 1956 read with the schedule XIII for a remuneration of Rs. 69,956,173. However, the Directors have entered into an agreement to receive minimum remuneration amounting to Rs. 19,200,000 and waive the balance approved higher remuneration.

61. Capitalization of exchange differences

The Ministry of Corporate Affairs (MCA) has issued the amendment dated 29 December 2011 to AS 11 The Effects of Changes in Foreign Exchange Rates, to allow companies deferral/ capitalization of exchange differences arising on long-term foreign currency monetary items.

In accordance with the earlier amendment to AS 11, the Company has capitalized exchange loss, arising on long-term foreign currency loan, amounting to Rs. 64,181,158 (31 March 2013: Rs. 22,281,901) to the cost of leasehold building.



64

62. Previous year comparatives

Figures of previous year are not comparable on account of amalgamation of Udaipur Hotel Limited.

As per our report of even date.




65

STATEMENT PURSUANT TO SECTION 212 OF THE COMPANIES ACT, 1956,RELATED TO SUBSIDIARY COMPANIES

Name of Subsidiary Jyoti Limited Apollo ZipperIndia Ltd.

Prima BuildwellP. Ltd.

Prime Cellular Ltd.

1 Financial Year of the Subsidiary ended 31.03.2014 31.03.2014 31.03.2014 31.03.20142 Shares of the subsidiary held by Bharat Hotels Limited on

the above datea Number and face value 62,998 shares of

Rs 100/ each,fully Paid up

727,832 sharesof Rs 10/ - each

fully paid up

3,009,999 sharesof Rs 10/ - each

fully paid up

3,984,000 sharesof Rs 100/ - each

fully paid upb Extent of holding 99.99% 90.00% 99.99% 99.60%

3 Net aggregate amount of profit / (losses) of the subsidiaries for the above financial years so far as they concern the members of Bharat Hotels Ltd.a Dealt within the accounts of Bharat Hotels Limited for

the year ended 31st March, 2014Nil Nil Nil Nil

b Not dealt within the accounts of Bharat Hotels Limited for the year ended 31st March, 2014

(544,328) (67,252,490) 112,167 (4,776,845)

4 Net aggregate amount of Profits / (losses) for previous financial year of the subsidiary company since it became subsidiary so far as they concern members of Bharat Hotels Limiteda Dealt within the accounts of Bharat Hotels Limited for

the year ended 31st March, 2014Nil Nil Nil Nil

b Not dealt within the accounts of Bharat Hotels Limited for the year ended 31st March, 2014

(43,670,513) (28,385,966) (27,403,071) (20,247,114)

5 Changes in the interest of Bharat Hotels Limited between the end of Financial Year of the subsidiary Company and that of Bharat Hotels Limited’s Financial Year.

Nil Nil Nil Nil

6 Material changes between the end of financial year of the Subsidiary company and the Bharat Hotels Limited’s Financial Year in respect of:a Fixed Assets of Subsidiary Nil Nil Nil Nilb Investments of Subsidiary Nil Nil Nil Nilc Money lent by the Subsidiary Nil Nil Nil Nild Money borrowed by the Subsidiary Company for any purpose other than that of meeting current liabilities.

Nil Nil Nil Nil

For and on behalf of the Board of Directors of Bharat Hotels Limited

Sd/- Sd/- Dr. Jyotsna Suri Divya Suri Singh Chairperson and Executive Director Managing Director (DIN :- 00004559) (DIN :- 00004603) Sd/- Sd/- Madhav Sikka S. Prabhakar Sr. Vice President- Vice President - Legal & Finance & Systems Company Secretary Place : New DelhiDate : 28th May, 2014


Jyoti Limited

66

TO THE MEMBERSYour Directors have pleasure in presenting 50th Annual Report together with the Audited Accounts of the company for the year ended 31st March, 2014.

FINANCIAL RESULTSThe Annual Accounts for the year ended 31st March, 2014 have shown a net loss of Rs. 5.44 lacs (Previous Year: Net Profit Rs. 4.26 lacs) and after considering earlier loss amounting of Rs. 436.71 lacs a deficit amount of Rs. 442.15 lacs (Previous Year Rs. 436.71 lacs) has been carried over to the Balance Sheet.

DIVIDENDIn view of the financial position of the Company, your Directors do not recommend any dividend for the period ended 31st March, 2014.

DIRECTORSAs per the provisions of the Companies Act, 2013 read with Articles of Association of the Company, Mr. Ramesh Suri, retire by rotation and being eligible offers himself for re-appointment at this Annual General Meeting.

DIRECTORS’ RESPONSIBILITY STATEMENT

As required by Section 217 (2AA) of the Companies Act, 1956 the Directors hereby confirm that :

(i) in the preparation of the Annual Accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the loss of the Company for that period;

(iii) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(iv) the directors had prepared the Annual Accounts on a going concern basis.

AUDITORS M/s R. C. Gupta & Co., Chartered Accountants, Jammu retires at the ensuing Annual General Meeting. The Company has received a certificate from the auditors to the effect that that they are eligible for re-appointment as auditors, and are not disqualified under the Companies Act, 2013, the Chartered Accountants Act, 1949, or the rules and regulations made there under.

AUDITORS’ REPORT The observation of the Auditors have been suitably explained in the notes on Accounts and do not call for any further comments.

FIXED DEPOSITS The Company has not accepted/invited any deposits from the Public for the year under review within the meaning of Section 58A of the Companies Act, 1956 and the rules made there under.

COMPLIANCE CERTIFICATE The Company has obtained the Compliance Certificate from Practicing Company Secretary as per the Provisions of Section 383A of the Companies Act, 1956 to the effect that the Company has complied with all the Provisions of the Companies Act, 1956. A copy of the said Certificate is attached to this Report.

DIRECTORS’ REPORT

2 Jyoti Ltd 66-83 250814.indd 66 8/25/2014 1:52:43 PM

67

INFORMATION U/S. 217(1)(E) OF THE COMPANIES ACT, 1956 READ WITH THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988.

a) Conservation of Energy : The operations of the company involve low energy consumption. Adequate measures have, however, been taken to conserve energy.

b) Technology Absorption: Since business and technologies are changing constantly, investment in research and development activities is of paramount importance. Your Company continues its focus on quality up gradation of product and services development.

c) Foreign Exchange earnings and outgo : During the period under review there was no earning and outgo on account of foreign exchange.

PARTICULARS OF EMPLOYEESDuring the period under review or part thereof, there was no employee covered under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended from time to time.

ACKNOWLEDGEMENTThe Directors express their gratitude to the shareholders and banker of the company for their continued support.

for and on behalf of the Board

Sd/-Place: New Delhi (Dr. JYOTSNA SURI) Dated: 2nd August, 2014 CHAIRPERSONCIN: U55101JK1964PLC000286 (DIN: 00004603)Regd. Office: Gulab Bhawan,Gupkar Road, Srinagar (J&K)

2 Jyoti Ltd 66-83 250814.indd 67 8/25/2014 1:52:43 PM

Jyoti Limited

68

SECRETARIAL COMPLIANCE CERTIFICATE

COMPANY REGN. NO. : U55101JK1964PLC000286NOMINAL CAPITAL : RS. 100 LACS

To,The Members,JYOTI LIMITED

We have examined the registers, records, books and papers of Jyoti Limited (“the Company”) as required to be maintained under the Companies Act, 1956, (“the Act”) and the rules made there under and also the provisions contained in the Memorandum and Articles of Association of the Company for the financial year ended on 31st March, 2014 (“the financial year”). In our opinion and to the best of our information and according to the examinations carried out by us explanations furnished to us by the company, its officers and agents, we certify that in respect of the aforesaid financial year:

1. The Company has kept and maintained all registers as stated in Annexure ‘A’ to this certificate, as per the provisions and the rules made thereunder and all entries therein have duly recorded.

2. The Company has duly filed the forms and returns as stated in Annexure ‘B’ to this certificate, with the Registrar of Companies, Regional Director, Central Government, Company Law Board or other authorities within the time prescribed under the Act and the rules made there under.

3. The Company, being a Public Limited Company comments are not required.

4. The Board of Directors duly met 4 times on 28.05.2013, 10.09.2013, 13.11.2013 and 14.03.2014 in respect of which meetings proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purposes.

5. The Company has not closed its Register of Members during the financial year.

6. The Annual General Meeting for the financial year ended on 31st March, 2013 was held on 10.09.2013 after giving due notice to the members of the company and the resolutions passed thereat were duly recorded in Minutes Book maintained for the purpose.

7. One Extra-Ordinary General Meeting was held during the financial year.

8. The Company has not advanced any loans to its Directors or persons or firms or companies referred in the Section 295 of the Act during the said period.

9. The Company has duly complied with the provisions of Section 297 of the Act in respect of contracts specified in that Section.

10. The Company has made necessary entries in the register maintained under Section 301 of the Act.

11. As there was no instance falling within the purview of Section 314 of the Act, the company has not obtained any approvals from the Board of Directors, members or Central Government, as the case may be.

12. The Company has not issued any duplicate share certificate during the financial year.

13. The Company has:(i) not made any allotment or transfer /transmission of shares during the year.(ii) not deposited any amount in a Separate Bank Account as no dividend was declared during the year. (iii) not posted warrants to any member of the company as no dividend was declared. (iv) duly complied with the requirement of Section 217 of the Act.(v) not transferred any amounts to Investor Education and Protection Fund during the year as there was no

amount was unclaimed or unpaid.

2 Jyoti Ltd 66-83 250814.indd 68 8/25/2014 1:52:43 PM

69

14. The Board of Directors of the company is duly constituted. There was no appointment of additional directors, alternate directors and directors to fill casual vacancy during the financial year.

15. The Company has not appointed any Managing Director / Whole-time Director / Manager during the financial year.

16. The Company has not appointed any sole-selling agents during the financial year.

17. The Company was not required to obtain any approvals of the Central Government, Company Law Board, Regional Director, Registrar or such other authorities as may be prescribed under the various provisions of the Act.

18. The directors have disclosed their interest in other firms / companies to the Board of Directors pursuant to the provisions of the Act and the rules made thereunder.

19. The Company has not issued any equity share or any other securities during the financial year.

20. The Company has not bought back any shares during the financial year.

21. There was no redemption of preference shares or debentures during the financial year.

22. There was no transaction necessitating the company to keep in abeyance the rights to dividend, rights shares and bonus shares pending registration of transfer of shares.

23. The Company has not invited/accepted any deposit including any unsecured loan falling within the purview of Section 58A during the said period.

24. The amount borrowed by the Company from Banks/ holding company during the financial year is within borrowing limits and that necessary resolutions have been passed.

25. The Company has not made loans or advances or given guarantees or provided securities to other bodies corporate and consequently no entries have been made in the register kept for the purpose.

26. The Company has not altered the provisions of the memorandum with respect of situation of the company’s registered office from one state to another during the period under scrutiny.

27. The Company has not altered the provisions of the memorandum with respect to the objects of the company during the period under scrutiny.

28. The Company has not altered the provisions of the memorandum with respect to the name of the company during the year under scrutiny.

29. The Company has not altered the provisions of the memorandum with respect to share capital of the company during the period under scrutiny.

30. The Company has not altered its Articles of Association during the financial year.

31. There was no prosecution initiated against or show cause notices received by the company during the financial year, for offences under the Act.

32. The Company has not received any money as security from its employees during the said period.

33. The Company has not created any trust of PF for its employees under Section 418 of the Act.

For R S M & Co Company Secretaries

Sd/-Place : New Delhi (RAVI SHARMA)Dated : 2nd August, 2014 Partner(C.P.No. 3666)

2 Jyoti Ltd 66-83 250814.indd 69 8/25/2014 1:52:43 PM

Jyoti Limited

70

Annexure ‘A’ to Secretarial Compliance Certificate

REGISTERS AS MAINTAINED BY THE COMPANY

Sl. No. Name of Register Under Section1. Register of Members 1502. Register of Share Transfer 1083. Register of Particulars of contracts, companies and firms in which directors are interested 3014. Register of Directors, Managing Director, Manager and Secretary 3035. Register of Directors’ Shareholdings 3076. Books of Accounts 209 7. Minutes of Meetings of Board of Directors 1938. Minutes of General Meetings 1939. Register of mortgage charges 143

10. Register of fixed assets ----

Annexure ‘B’ to Secretarial Compliance Certificate

FORMS AND RETURNS AS FILED BY THE COMPANY WITH THE REGISTRAR OF COMPANIES DURING THE FINANCIAL YEAR ENDING ON 31ST MARCH, 2014.

Sl. No. Form No. U/ Section Particulars Date of Filing Whether filed within prescribed time Yes/No

1. 20B 159 Annual Return 12.10.2013 Yes2. 23AC (XBRL) &

23 ACA (XBRL)220 Balance Sheet & Profit & Loss

Account.09.10.2013 Yes

3. 66 383A Compliance Certificate 17.09.2013 Yes4. 23 192 Resolutions passed under

Section 180(1)(c) and Section 180 (1)(a).

28.12.2103 Yes

For R S M & CoCompany Secretaries

Sd/-Place: New Delhi (RAVI SHARMA)Dated: 2nd August, 2014 Partner(C.P.No. 3666)

2 Jyoti Ltd 66-83 250814.indd 70 8/25/2014 1:52:44 PM

71

INDEPENDENT AUDITOR’S REPORT

To the members of Jyoti Limited

Report on the financial statements

We have audited the financial statements of JYOTI LIMITED which comprise the Balance Sheet as at March 31, 2014 and the Statement of Profit & Loss as on date.

Managements Responsibility

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, in accordance with the generally accepted accounting principles and accounting standards referred to in section 211 of the Companies Act. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the organisation’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted:

I. In the case of Balance Sheet, of the state of affairs of the Company as at 31st March 2014.

II. In the case of Profit and Loss statement, of the Loss of the Company for the year ended on that date.

III. In the case of cash flow statement, of the cash flow for the year ended on that date.

Report on other legal and regulatory requirements

1. As required by the Companies (Auditors Report) order, 2003 issued by the Central Government, and on the basis of such checks as we considered appropriate, we enclose a statement on the matters specified in the said Order.

2. As required by section 227(3) of the Companies Act, we report that:

R.C.GUPTA & CO.CHARTERED ACCOUNTANTS

2 Jyoti Ltd 66-83 250814.indd 71 8/25/2014 1:52:44 PM

Jyoti Limited

72

a) We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purpose of our opinion.

b) In our opinion proper books; of account as required by law; have been kept by the Company as far as appears from our examination of those books.

c) The balance sheet and Profit and Loss account dealt with this report are in agreement with the books of accounts.

d) In our opinion the balance sheet and the profit & loss account comply with the accounting standards envisaged in section 211 of the Companies Act 1956, to the extent applicable.

e) In our opinion and as far information obtained, none of the Directors is disqualified from being appointed as a Director in terms of section 274 (1) (g) of the Companies Act 1956.

For R.C. GUPTA & CO.Firm Registration No. 001198NCHARTERED ACCOUNTANTS

Sd/-per LALIT KUMAR GUPTAPartnerM.NO.504307PLACE : New DelhiDATE : 27th May, 2014

ANNEXURE REFERRED TO IN PARAGRAPH 3(g) OF AUDITORS REPORT OF EVEN DATE TO THE MEMBERS OF JYOTI LIMITED ON THE ACCOUNTS FOR THE YEAR ENDED MARCH 31, 2014

1. The Company has maintained proper records to show full particulars, including quantitative details and situation, of its fixed assets. We have been informed that the fixed assets of the Company are physically verified by the Management according to a phased program designed to cover all the items, which in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, physical verification was carried out during the year and no material discrepancies were noticed.

2. During the year, the company has not disposed off any substantial part of fixed assets, which has affected the going concern.

3. There is no inventory of the Company.

4. The Company has no inventory, there is no requirement of physical verification.

5. The Company has no inventory, hence no record is required.

6. The Company has not granted any loan secured or unsecured to parties covered in the register maintained under section 301 of the Act.

7. (a) The company has taken loan from a company and one person covered in the register maintained under section 301 of the Act. The maximum amount involved during the year was Rs. 4.80 crores and the year end balance of such loan amounted to Rs. 4.67 crores.

(b) In our opinion, the terms and conditions of such loans are not prima facie prejudicial to the interest of the company.

(c) In respect of the aforesaid loan, which is from the holding company, there is no stipulation as to its repayment.

8. There are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to the purchases of inventory & fixed assets and sale of service.

2 Jyoti Ltd 66-83 250814.indd 72 8/25/2014 1:52:44 PM

73

9. On the basis of our examination of the books of account, the company has entered the particulars of contract in the register maintained pursuant to the Section 301 of the Act and price paid as per prevailing market price.

10. The Company has not accepted any deposits under the provisions of Section 58A and 58AA of the Act and the rules framed there under.

11. In our opinion, the Company’s internal audit is commensurate with its size and nature of business.

12. We are of the opinion that, prima facie; the cost records have not been prescribed by the Central Government of India under Section 209(1)(d) of the Act for the business that the company is engaged in.

13. According to the books and records as produced and examined by us the company there are no undisputed statutory dues in respect of Provident Fund, Employees’ State Insurance dues, Investor Education and Protection Fund, Income Tax, Wealth Tax.

14. As at March 31, 2014, there have been no undisputed dues with the respective authorities in respect of Income Tax, Wealth Tax, Excise Duty and Cess.

15. The Company has accumulated losses as at March 31,2014 amounting to Rs 4.42 crores , which is in excess of its paid up capital and free reserves but has not incurred cash loss during the financial year ended on that date. According to the records of the Company, it has not defaulted in payment of loan from any financial institution. The Company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures and other securities.

16. In our opinion, the provisions of any special statute applicable to chit fund/ nidhi/mutual benefit fund/ societies are not applicable to it.

17. The Company has not dealt or traded in shares, securities, debentures or other investments during the year.

18. As per information provided, the Company has not given any guarantees for loans taken by others.

19. The Company has not obtained any term loan.

20. On the basis of review of utilization of funds, which is based on an overall examination of the balance sheet of the company, related information as made available to us and as represented to us by the management, funds have been raised from holding company and these have been utilized both for long term and short term investment.

21. The Company has not made any preferential allotment during the year. The Company has not issued debentures.

22. The company has not raised money by public issue during the year.

23. As per the information and explanation given to us and the basis of examination of records, no fraud by the Company was noticed or reported during the year.

For R.C.GUPTA & CO.Firm Registration No. 001198NCHARTERED ACCOUNTANTS

Sd/-per LALIT KUMAR GUPTAPartnerM.NO.504307Place: New DelhiDate : 27th May, 2014

2 Jyoti Ltd 66-83 250814.indd 73 8/25/2014 1:52:44 PM

Jyoti Limited

74




(Rupees)


(Rupees)

I EQUITY AND LIABILITIES

1 Shareholders’ funds(a) Share capital 2 6,300,400 6,300,400

(b) Reserves and surplus 3 (44,214,841) (43,670,513)

(37,914,441) (37,370,113)

2 Non-current liabilities (Long Term)(a) Long-term borrowings 4 45,179,448 44,239,448

45,179,448 44,239,448

3 Current liabilities (Short Term)(a) Short Term Borrowing 5 300,000 –

(a) Trade payables 6 617,523 222,743

(b) Other current liabilities 7 1,258,287 2,534,050

2,175,810 2,756,793

TOTAL 9,440,817 9,626,128

II. ASSETS

1 Non-current assets (Long Term)(a) Fixed assets

(i) Tangible assets (Net) 8 7,730,457 7,816,599

(b) Long-term loans and advances 9 521,726 521,726

8,252,183 8,338,325

2 Current assets (Short Term)(a) Cash and bank balances 10 181,907 269,076

(b) Short-term loans and advances 11 1,006,727 1,018,727

1,188,634 1,287,803

TOTAL 9,440,817 9,626,128


Other Notes to Accounts 17 to 21

The accompanying notes are an integral part of the financial statementsAs per our report of even date

For R.C.GUPTA & Co. For and on behalf of the Board of Directors ofFirm Registration No. 001198N Jyoti LimitedChartered Accountants

Sd/- Sd/- Sd/-per Lalit Kumar Gupta Dr. Jyotsna Suri Divya Suri SinghPartner Director DirectorMembership No.: 504307 (DIN: 00004603) (DIN: 00004559)

Place : New Delhi Place : New DelhiDate : 27th May, 2014 Date : 27th May, 2014

2 Jyoti Ltd 66-83 250814.indd 74 8/25/2014 1:52:44 PM

75





STATEMENT OF PROFIT AND LOSS for the year ended 31 March, 2014



(Rupees)


(Rupees)

I Income

Other Income 12 5,142,350 5,000,000

Total Income 5,142,350 5,000,000

II Expenses

Other expenses 13 4,519,501 3,315,182

Total expenses 4,519,501 3,315,182


622,849 1,684,818

Depreciation and amortisation expense 14 86,142 86,141

Net depreciation and amortisation expense 86,142 86,141

Finance costs 15 – –

Prior period items 465 24,750

IV Profit before tax 537,172 1,623,427

V Tax expense

Current tax 1,081,500 1,081,500

Earlier Years – 116,141

Total tax expense 1,081,500 1,197,641

VI Profit for the year (544,328) 425,786

VII Earnings per share 16

Basic/Diluted EPS (8.64) 6.76



2 Jyoti Ltd 66-83 250814.indd 75 8/25/2014 1:52:44 PM

Jyoti Limited

76

CASH FLOW STATEMENT for the year ended 31st March, 2014


(Rupees)


(Rupees)

A. Cash flow from operating activities

Net Profit before taxation 537,172 1,623,427

Adjustments for:

Depreciation 86,142 86,141

Operating profit before working capital changes 623,314 1,709,568

Movements in working capital:

(Increase)/Decrease in loans and advances 12,000 12,000

Increase / (Decrease) in current liabilities (880,983) 2,229,992

Cash from operating activities (245,669) 3,951,560

Income Tax Paid (1,081,500) (1,086,692)

Net cash used in operating activities (1,327,169) 2,864,868

B. Cash flow from financing activities

Proceeds from Holding Company 940,000 (2,727,702)

Proceeds from Directors 300,000 –

Net cash from financing activities 1,240,000 (2,727,702)

C. Cash flow from investing activities – –

Net cash from investing activities – –

Net increase/ (decrease) in cash and cash equivalents (A+B+C) (87,169) 137,166

Cash and cash equivalents at the beginning of the year 269,076 131,910

Cash and cash equivalents at the end of the year 181,907 269,076

Components of cash and cash equivalents :

Cash on hand 3,362 3,607

Balances with scheduled banks:

On current accounts 178,545 265,469

181,907 269,076

The accompanying notes are an integral part of the financial statements As per our report of even date


Sd/- Sd/- Sd/-per Lalit Kumar Gupta Dr. Jyotsna Suri Divya Suri SinghPartner Director DirectorMembership No.: 504307 (DIN: 00004603) (DIN: 00004559)Place : New Delhi Place : New DelhiDate : 27th May, 2014 Date : 27th May, 2014

2 Jyoti Ltd 66-83 250814.indd 76 8/25/2014 1:52:44 PM

77

1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

1.1 The financial statements have been prepared to comply in all material respects in respect with the Notified Accounting Standards by Companies Accounting Standards Rules, 2006 and relevant provisions of the Companies Act, 1956.

1.2 The financial statements have been prepared under the historical cost convention on an accrual basis, as a going concern.

1.3 The preparation of financial statements requires the management to make estimates and assumptions that affect the reported balances of assets and liabilities and disclosures relating to the contingent liabilities as at the date of the financial statements and reported amounts of income and expenses during the period.

1.4 Fixed assets are stated at cost, less accumulated depreciation / amortisation. Costs include all expenses incurred to bring the assets to its present location and condition.

1.5 The Company has leased its assets and the income from the lease is recognised as receivables at an amount equal to the rent reserved.

1.6 Depreciation has been calculated on SLM method in accordance with Schedule XIV to the Companies Act.

1.7 As at 31st March, 2014, Bharat Hotels Ltd owns the Company’s 99.99% equity share capital.

2. SHARE CAPITAL

Particulars As at 31st March, 2014

(Rupees)


(Rupees)

Authorized Shares100,000 Equity shares (previous year 100,000) equity shares of Rs. 100/- each 10,000,000 10,000,000

Issued, Subscribed and fully paid-up shares63,004 Equity shares (previous year 63,004) equity shares of Rs. 100/- each fully paid 6,300,400 6,300,400

Note :(a) Reconciliation of the shares outstanding at the beginning and at the end of the reporting period

Equity Shares As at 31st March, 2014

No. of shares Amount (Rupees)Shares outstanding at the beginning of the year 63,004 6,300,400 Shares outstanding at the end of the year 63,004 6,300,400

(b) Details of shareholders holding more than 5% shares in the Company


No. of shares % holdingEquity shares of Rs. 100/- each fully paid upBharat Hotels Limited 62,998 99.99

NOTES FORMING PART OF FINANCIAL STATEMENTS:

2 Jyoti Ltd 66-83 250814.indd 77 8/25/2014 1:52:44 PM

Jyoti Limited

78



(Rupees)


(Rupees)

Surplus/(deficit) in the statement of profit and lossBalance as per last financial statements (43,670,513) (44,096,299)Profit for the year (544,328) 425,786 Net surplus in the statement of profit & loss (44,214,841) (43,670,513)

TOTAL (44,214,841) (43,670,513)

4. LONG-TERM BORROWINGS

Unsecured Loan 45,179,448 44,239,448

TOTAL 45,179,448 44,239,448

5. OTHER SHORT TERM BORROWING

Loan From Director 300,000 –

TOTAL 300,000 –

6. TRADE PAYABLES

Outstanding dues of creditors - due to others 617,523 222,743 TOTAL 617,523 222,743


Payable to Related PartiesHolding Company 1,204,458 2,496,817 OthersStatutory dues 53,829 37,233 TOTAL 1,258,287 2,534,050

8. TANGIBLE ASSETS & INTANGIBLE ASSETS(All Amounts in Rupees)

Tangible Assets

ParticularsFreehold Building

Leasehold Building

Plant and Machinery

Office Equipments

Furniture and Fixtures

Computers Vehicles Total (Tangible Assets)

Cost or valuationAs at 1st April, 2012 12,369,394 – – – – – – 12,369,394 Additions – – – – As at 31st March, 2013 12,369,394 – – – – – – 12,369,394

Additions – – – – – – – – As at 31st March, 2014 12,369,394 – – – – – – 12,369,394

Depreciation As at 1st April, 2012 4,466,654 – – – – – – 4,466,654 Charge for the year 86,141 – – – – – 86,141 As at 31st March, 2013 4,552,795 – – – – – – 4,552,795

Charge for the year 86,142 – – – – – – 86,142 As at 31st March, 2014 4,638,937 – – – – – – 4,638,937

Net Block As at 31st March, 2014 7,730,457 – – – – – – 7,730,457

As at 31st March, 2013 7,816,599 – – – – – – 7,816,599

2 Jyoti Ltd 66-83 250814.indd 78 8/25/2014 1:52:44 PM

79

9. LONG TERM LOANS AND ADVANCES


(Rupees)


(Rupees)Advance tax, tax deducted and collected at source (Net of provision) 521,726 521,726

TOTAL 521,726 521,726

10. CASH AND CASH EQUIVALENTS

Cash on hand 3,362 3,607 Balances with banks in: - Current accounts 178,545 265,469

TOTAL 181,907 269,076

11. SHORT TERM LOANS AND ADVANCES

Security Deposits 15,000 15,000 Advance Rent 991,727 1,003,727

TOTAL 1,006,727 1,018,727

12. OTHER INCOME

For the year ended31st March, 2014

(Rupees)


(Rupees) - Rent 5,000,000 5,000,000 - Professional fee write back 142,350 –

TOTAL 5,142,350 5,000,000

13. OTHER EXPENSES

Lease rent 12,000 12,000 Rates and taxes 10,721 23,879 Traveling and conveyance 3,340,916 2,608,529 Legal and professional fees 1,037,437 641,753 Payment to Auditor (Refer detail below) 40,000 28,090 Bank Charges 14,044 931 Entertainment Expense 63,383 – Miscellaneous expenses 1,000 – TOTAL 4,519,501 3,315,182

Payment to AuditorAs Auditor:Audit fee 40,000 28,090

40,000 28,090


Depreciation on tangible assets 86,142 86,141

TOTAL 86,142 86,141

2 Jyoti Ltd 66-83 250814.indd 79 8/25/2014 1:52:45 PM

Jyoti Limited

80

15. FINANCE COST


(Rupees)


(Rupees)Interest - on income tax –

TOTAL – –

16. EARNING PER SHARE

Profit/(Loss) after Tax (544,328) 425,786Weighted average number of equity shares of Rs. 100/- each 63,004 63,004 EPS (Rs.)-Basic & Diluted (8.64) 6.76

17. RELATED PARTY DISCLOSURESa) Holding Company : Bharat Hotels Ltd.

b) Key Management Personnel:

i. Dr. Jyotsna Suri

ii. Mr. Ramesh Suri

c) Associated company : Prima Buildwell Private Limited

d) Transaction with above parties in ordinary course of business are as follows

Amount in (Rupees)

2013-14 2012-13

Lease Income from Bharat Hotels Ltd 5,000,000 5,000,000

Loan received/ (repaid) 940,000 (2,727,702)

Services received 3,321,669 2,529,558

Reimbursement of Expenses – 44,369

Repayable to Holding Co. 46,383,906 46,736,265

Loan receive/(repaid) from Directors 300,000 –

18. CONTINGENT LIABILITIES NOT PROVIDED FOR:

a) During the current financial year the company has received notice under section 148 of the Income Tax Act, 1961 for the Assessment Year 2007-08. The company has filed return “Under Protest” in response to notice received under section 148 of the Income Tax Act, 1961. The company has also requested the Income tax authorities to give “reasons to believe” for opening the case. However the company has not received “reasons to believe” and the proceedings initiated under section 147 of the Income Tax Act, 1961 are continuing as on date and have not been completed.

Further if the Income tax authorities give the same “reasons to believe” as they have given for the assessment years 2005-06 and 2006-07 then the Income tax authorities may make an addition for a sum of Rs. 5,70,94,694/- (Rs. 5,75,94,694/- minus Rs. 5,00,000/-) towards actual market rent of the property which has allegedly escaped assessment within the meaning of section 147 of the Income Tax Act, 1961 and then there would be additional tax demand of Rs. 1,34,52,652/- (without levying any interest and penalty) in the order to be passed under section 147 of the Income Tax Act, 1961.

2 Jyoti Ltd 66-83 250814.indd 80 8/25/2014 1:52:45 PM

81

b) During the current financial year the company has received notice under section 148 of the Income Tax Act, 1961 for the Assessment Year 2009-10. The company requested the Income Tax Authorities to please treat the assessee company’s income as declared in the original return of Income filed electronically in compliance to the notice issued under section 148 of the Income Tax Act, 1961. The company has also requested the Income tax authorities to give “reasons to believe” for opening the case. However the company has not received “reasons to believe” and the proceedings initiated under section 147 of the Income Tax Act, 1961 are continuing as on date and have not been completed.

Further if the Income tax authorities give the same “reasons to believe” as they have given for the assessment years 2005-06 and 2006-07 then the Income tax authorities may make an addition for a sum of Rs. 5,70,94,694/- (Rs. 5,75,94,694/- minus Rs. 5,00,000/-) towards actual market rent of the property which has allegedly escaped assessment within the meaning of section 147 of the Income Tax Act, 1961 and then there would be additional tax demand of Rs. 1,35,84,541/- (without levying any interest and penalty) in the order to be passed under section 147 of the Income Tax Act, 1961.

c) During the current financial year the company has received notice under section 148 of the Income Tax Act, 1961 for the Assessment Year 2010-11. The company requested the Income Tax Authorities to please treat the assessee company’s income as declared in the original return of Income filed electronically in compliance to the notice issued under section 148 of the Income Tax Act, 1961. The company has also requested the Income tax authorities to give “reasons to believe” for opening the case. However the company has not received “reasons to believe” and the proceedings initiated under section 147 of the Income Tax Act, 1961 are continuing as on date and have not been completed.

Further if the Income tax authorities give the same “reasons to believe” as they have given for the assessment years 2005-06 & 2006-07 then the Income tax authorities may make an addition for a sum of Rs. 5,25,94,694/- (Rs. 5,75,94,694/- Minus Rs. 50,00,000/-) towards actual market rent of the property which has allegedly escaped assessment within the meaning of section 147 of the Income Tax Act, 1961 and then there would be additional tax demand of Rs. 1,25,13,858/- (without levying any interest and penalty) in the order to be passed under section 147 of the Income Tax Act, 1961.

d) During the current financial year the company has received notice under section 148 of the Income Tax Act, 1961 for the Assessment Year 2011-12. The company requested the Income Tax Authorities to please treat the assessee company’s income as declared in the original return of Income filed electronically in compliance to the notice issued under section 148 of the Income Tax Act, 1961. The company has also requested the Income tax authorities to give “reasons to believe” for opening the case. However the company has not received “reasons to believe” and the proceedings initiated under section 147 of the Income Tax Act, 1961 are continuing as on date and have not been completed.

Further if the Income tax authorities give the same “reasons to believe” as they have given for the assessment years 2005-06 & 2006-07 then the Income tax authorities may make an addition for a sum of Rs. 5,25,94,694/- (Rs. 5,75,94,694/- minus Rs. 50,00,000/-) towards actual market rent of the property which has allegedly escaped assessment within the meaning of section 147 of the Income Tax Act, 1961 and then there would be additional tax demand of Rs. 1,22,29,450/- (without levying any interest and penalty) in the order to be passed under section 147 of the Income Tax Act, 1961.

(e) During the current financial year the company has received notice under section 143(2) of the Income Tax Act, 1961 for the Assessment Year 2012-13. The proceedings initiated under section 143(3) of the Income Tax Act, 1961 are continuing as on date and have not been completed.

Further if the Income tax authorities passed the same order as was passed under section 263/143(3) of the Income Tax Act, 1961 for the assessment year 2008-09 then the Income tax authorities may make an addition for a sum of Rs. 5,25,94,694/- (Rs. 5,75,94,694/- minus Rs. 50,00,000/-) towards actual market rent of the property which has allegedly escaped assessment within the meaning of section 147 of the Income Tax Act, 1961 and then there would be additional tax demand of Rs. 1,19,45,044/- (without levying any interest and penalty) in the order to be passed under section 143(3) of the Income Tax Act, 1961.

2 Jyoti Ltd 66-83 250814.indd 81 8/25/2014 1:52:45 PM

Jyoti Limited

82

f) The company is regular in depositing undisputed statutory dues including Income - Tax and others; whichever is/are applicable to the company. There are no outstanding undisputed statutory dues as on the last day of the financial year for a period of more than six months from the date they became payable.

g) As at March 31, 2014, there are no disputed demands / dues payable by the company with respect to Income Tax or any other statutory Government Dues with the appropriate authorities to the extent applicable to the company except the following:-

Ø For the financial year relevant to the assessment year 2005-06 the Deputy Commissioner of Income Tax passed an order under section 148/143(3) of the Income Tax Act, 1961 and made an addition of Rs. 5,70,94,694/- (5,75,94,694 – 5,00,000) towards actual market rent of the property against the license fee received by the assessee company amounting to Rs. 5,00,000/- and raised total demand of Rs. 1,64,32,710/-.

Ø Application for stay of demand has been filed before the Deputy Commissioner of Income Tax which is pending to be disposed off as on date.

Ø A rectification application under section 154 of the Income Tax Act, 1961 has been filed before the Deputy Commissioner of Income Tax, which is pending to be disposed off as on date.

Ø Appeal filed before Commissioner of Income Tax (Appeals), Jammu against the order of Deputy Commissioner of Income Tax which is yet to be fixed for hearing as on date.

Ø For the financial year relevant to the assessment year 2006-07 the Deputy Commissioner of Income Tax passed an order under section 148/143(3) of the Income Tax Act, 1961 and made an addition of Rs. 5,70,94,694/- (5,75,94,694 – 5,00,000) towards actual market rent of the property against the license fee received by the assessee company amounting to Rs. 5,00,000/- and raised total demand of Rs. 2,63,64,849/-.


Ø A rectification application under section 154 of the Income Tax Act, 1961 has been filed before the Deputy Commissioner of Income Tax which is pending to be disposed off as on date.

Ø Appeal before Commissioner of Income Tax (Appeals), Jammu has been filed against the order passed by Deputy Commissioner of Income Tax which is yet to be fixed for hearing as on date.

Ø For the financial year relevant to the assessment year 2007-08 the Income Tax Officer has passed an intimation under section 143(1) of the Income Tax Act, 1961 in which no credit of taxes deposited by the assessee company amounting to Rs. 17,20,200/- has been given. Due to this mistake in the intimation, the Income Tax Officer has raised demand of Rs. 20,77,910/- inclusive of interest which is not legally payable the assessee company. The Assessee company filed a rectification application under section 154 of the Income Tax Act, 1961 against the above said demand before the Income Tax Officer which is pending to be disposed off as on date.

Ø For the financial year relevant to the assessment year 2008-09 the Deputy Commissioner of Income Tax passed an order under section 263/143(3) of the Income Tax Act, 1961 and made an addition of Rs. 5,70,94,694/- (5,75,94,694 – 5,00,000) towards actual market rent of the property against the actual license fee received by the assessing company amounting to Rs. 5,00,000/-and raised total demand of Rs. 1,39,52,720/-.


2 Jyoti Ltd 66-83 250814.indd 82 8/25/2014 1:52:45 PM

83

Ø A rectification application under section 154 of the Income Tax Act, 1961 has been filed before the Deputy Commissioner of Income Tax which is pending to be disposed off as on date.

Ø Appeal filed before Commissioner of Income Tax (Appeals), Jammu against the order of Deputy Commissioner of Income Tax, which is pending to be disposed off as on date.

19. The Company has no employee, hence provision of gratuity are not applicable.

20. In view of Brought Forward losses, deferred tax asset has not been provided for.

21. Previous year comparatives

Previous year figures have been regrouped wherever necessary to conform to this year’s classification.

As per our report of even date




2 Jyoti Ltd 66-83 250814.indd 83 8/25/2014 1:52:45 PM


84

DIRECTORS’ REPORT

TO THE MEMBERSYour Directors have pleasure in presenting 11th Annual Report together with the Audited Accounts of the Company for the year ended 31st March, 2014.

COMPANY’S BUSINESS AND FINANCIAL RESULTSDuring the current financial year the commercial operations of “The Lalit Great Eastern Kolkata” hotel of the Company has commenced.

The Financial highlights for the year under review are given below:

(Rs. in lacs)Financial Year 2013-14 2012-13Income from operations 176.52 – Other Income 3.25 –Interest Income 7.34 –Total Income 187.11 –Profit / (Loss) before Depreciation, Interest and Tax (191.63) (36.52)Less: Depreciation 145.52 –Less: Finance costs 410.10 10.74Profit/(Loss) before tax (747.25) (47.26)(Add) / Less: Provisions for tax – (13.69)Profit / (Loss) after tax (747.25) (60.95)Add: Balance brought forward from the previous year (315.39) (254.44)Net Surplus / (Deficit) in Statement of Profit & Loss (1062.64) (315.39)


DIRECTORSMr. Ramesh Suri and Mr. Narinder Batra, Directors of the Company, retire by rotation, and being eligible, offer themselves for reappointment.

AUDITORS The existing Statutory Auditors M/s. S.R. Batliboi & Associates LLP, Chartered Accountants, have communicated to the Company their inability to continue as Statutory Auditors of the Company. In view of the above, the Board of Directors of the Company recommended the appointment of M/s. S. R. Batliboi & Co. LLP, Chartered Accountants, as the Statutory Auditors of the Company to hold office from the conclusion of the ensuing Annual General Meeting till the conclusion of the next Annual General Meeting.

M/s. S. R. Batliboi & Co. LLP have forwarded a certificate to the Company stating that they are eligible for appointment as auditors, and are not disqualified under the Companies Act, 2013, the Chartered Accountants Act, 1949, or the rules and regulations made there under.

AUDITORS’ OBSERVATIONSThe observations of the Auditors have been suitably explained in the notes on Accounts and do not call for any further comments.

3 Apllo Zipper 84-119 250814.indd 84 8/25/2014 2:12:40 PM

85

FIXED DEPOSITS The Company has not accepted any fixed deposits within the meaning of Company’s (Acceptance of Deposit) Rules, 1975 during the year.


INFORMATION REGARDING CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION The information required under Section 217(1)(e) of the Companies Act, 1956, read with Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988 were not applicable to the company during the period under review.

FOREIGN EXCHANGE EARNING AND OUTGO During the period under review the Company has earned foreign exchange of Rs. 8.80 lacs (Previous year: 0.61 Lacs) whereas expenditure in foreign currency on accrual basis was Rs.279.24 lacs (Previous year: Rs. 38.25 lacs) and value of import calculated on CIF basis was Rs. 501.99 (Previous year: Rs 633.77).

DIRECTORS’ RESPONSIBILITY STATEMENTAs required by Section 217(2AA) of the Companies Act, 1956 the Directors hereby confirm that:

(i) In the preparation of the annual accounts, the applicable accounting standards have been followed and that no material departures have been made from the same;

(ii) Appropriate accounting policies have been selected and applied consistently and judgments and estimates made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the loss of the Company for that period;

(iii) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) The annual accounts have been prepared on a going concern basis;

COMPLIANCE CERTIFICATEThe Company has obtained the Compliance Certificate from Practicing Company Secretary as per the Provisions of Section 383A of the Companies Act, 1956 to the effect that the Company has complied with all the Provisions of the Companies Act, 1956. A copy of the said Certificate is attached to this Report.

ACKNOWLEDGEMENTThe Directors express their gratitude to Government of West Bengal, members, employees and Company’s Bankers for their continuous support.

For and on behalf of the Board

Sd/-(Ramesh Suri)

Place : New Delhi CHAIRMAN Dated : 28th May, 2014 (DIN: 00176488)CIN-U36999WB2004PLC097656Regd. Office : 18, Hemanta Basu Sarani, Kolkata – 700 069 (West Bengal)



86


COMPANY REGN. NO. : CIN-U36999WB2004PLC097656NOMINAL CAPITAL : RS. 100 LACS

To,THE MEMBERSAPOLLO ZIPPER INDIA LIMITED

We have examined the registers, records, books and papers of Apollo Zipper India Limited (“the Company”) as required to be maintained under the Companies Act, 1956, (“the Act”) and the rules made there under and also the provisions contained in the Memorandum and Articles of Association of the Company for the financial year ended on 31st March, 2014 (“the financial year”). In our opinion and to the best of our information and according to the examinations carried out by us explanations furnished to us by the company, its officers and agents, we certify that in respect of the aforesaid financial year:



3. The Company, being a Public Limited Company comments are not required.


5. The Company has not closed its Register of Members during the financial year.


7. One Extra-Ordinary General Meeting was held during the financial year.

8. The Company has not advanced any loans to its directors or persons or firms or companies referred in the Section 295 of the Act during the financial year.



11. As there was no instance falling within the purview of Section 314 of the Act, the company has not obtained any approvals from the Board of Directors, members or Central Government, as the case may be.

12. The Company has not issued any duplicate share certificate during the financial year.

13. The Company has:(i) not made any allotment or transfer /transmission of shares during the year.(ii) not deposited any amount in a Separate Bank Account as no dividend was declared during the year. (iii) not posted warrants to any member of the company as no dividend was declared. (iv) duly complied with the requirement of Section 217 of the Act.(v) not transferred any amounts to Investor Education and Protection Fund during the year as there was no

amount was unclaimed or unpaid.


87

14. The Board of Directors of the company is duly constituted. The appointment of additional directors/alternate directors/nominee directors has been duly made during the financial year.

15. The Company has re-appointed Managing Director during the financial year.

16. The Company has not appointed any sole-selling agents during the financial year.


18. The directors have disclosed their interest in other firms / companies to the Board of Directors pursuant to the provisions of the Act and the rules made there under.





23. The Company has not invited/accepted any deposit including any unsecured loan falling within the purview of Section 58A during the financial year.

24. The amount borrowed by the Company from bank or others during the financial year are within borrowing limits of the company and that necessary resolutions have been passed.

25. The Company has not made loans or advances or given guarantees or provided securities to other bodies corporate during the year and consequently no entries have been made in the register kept for the purpose.




29. The Company has not altered the provisions of the memorandum with respect to share capital of the company during the period under scrutiny.

30. The Company has not altered its Articles of Association during the year.



33. The Company has not created any trust of PF for its employees under Section 418 of the Act, however company has been generally depositing both employee’s and employer’s contribution to Provident Fund with prescribed authorities regularly.

For R S M & CoCompany Secretaries

Sd/-Place : New Delhi (RAVI SHARMA)Date : 28th May, 2014 Partner (C.P.No. 3666)



88



Sl. No. Name of Register Under Section1. Register of Members 150

2. Register of Share Transfer 108

3. Register of Particulars of contracts, companies and firms in which directors are interested 301

4. Register of Directors, Managing Director, Manager and Secretary 303

5. Register of Directors’ Shareholdings 307

6 Books of Accounts 209

7. Minutes of Meetings of Board of Directors 193

8. Minutes of General Meetings 193

9. Register of mortgage charges 143

10. Register of fixed assets –



Sl. No. Form No. U/ Section Particulars Date of Filing Whether filed within prescribed time Yes/No

1. 20B 159 Annual Return 10.10.2013 Yes

2. 23AC (XBRL) & 23 ACA (XBRL)

220 Balance Sheet & Profit & Loss Account

25.09.2013 Yes

3. 66 383A Compliance Certificate 02.09.2013 Yes

4. 8 125 Creation of charge 03.01.2014 Yes

5. 23 192 Resolution passed under section 269

27.08.2013 Yes

6. 25C 269 Re-appointment of MD 02.12.2013 Yes

7. 23 192 Resolution passed under sections 180(1)(c), 180 (1)(a) and 181

17.01.2014 No

8. 62 – For correction in master data 02.09.2013 Yes

For R S M & Co.Company Secretaries

Sd/-Place: New Delhi (RAVI SHARMA)Date : 28th May, 2014 Partner (C.P.No. 3666)


89

S.R. BATLIBOI & ASSOCIATES LLPChartered Accountants

INDEPENDENT AUDITOR’S REPORT

To the Members of Apollo Zipper India Limited

Report on the Financial StatementsWe have audited the accompanying financial statements of Apollo Zipper India Limited (“the Company”), which comprise the Balance Sheet as at March 31, 2014, and the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Financial StatementsManagement is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with accounting principles generally accepted in India, including the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956, read with General Circular 8/2014 dated 4 April 2014 issued by the Ministry of Corporate Affairs. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor’s ResponsibilityOur responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

OpinionIn our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2014;

(b) in the case of the Statement of Profit and Loss, of the loss for the year ended on that date; and

(c) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements1. As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government

of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.



90

2. As required by section 227(3) of the Act, we report that:

(a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

(b) In our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books;

(c) The Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement dealt with by this Report are in agreement with the books of account;

(d) In our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956;

(e) On the basis of written representations received from the directors as on March 31, 2014, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.


ICAI Firm Registration Number: 101049W

Sd/-per Raman Sobti

Place: Gurgaon PartnerDate : 28th May, 2014 Membership Number: 89218


91

Re: Apollo Zipper India Ltd (‘the Company’)

(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.

(b) The Management has a plan to verify the fixed assets in the next financial year in accordance with planned programme of verifying them once in three years, which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. As informed, no material discrepancies were noticed on such verification.

(c) There was no disposal of a substantial part of fixed assets during the year.

(ii) (a) The management has conducted physical verification of inventory at reasonable intervals during the year.

(b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory and no material discrepancies were noticed on physical verification.

(iii) (a) According to information and explanations given to us, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956 and hence clause (iii) (b) to (d) of the Companies (Auditor’s Report) Order 2003 (as amended) is not applicable to the Company.

(e) The Company had taken loan from Bharat Hotels Limited, the holding company and Prima Buildwell Private Limited (Associate Company) covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year for Bharat Hotels Limited was Rs. 1,221,726,736 and the year-end balance of loans taken from such parties was Rs. 1,221,726,736. And the maximum amount involved during the year for Prima Buildwell Private Limited was Rs. 48,000,000 and the year-end balance of loans taken from such party was Rs. 48,000,000.

(f) In our opinion and according to the information and explanations given to us, the rate of interest and other terms and conditions for such loans are not prima facie prejudicial to the interest of the Company.

(g) The loans taken and the interest thereon are re-payable as stipulated. As informed, the company has made repayment of any such loan during the year and there has not been any default on the part of the parties to whom the money has been lent.

(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of fixed assets. During the course of our audit, we have not observed any major weakness or continuing failure to correct any major weakness in the internal control system of the company in respect of these areas.

(v) (a) According to the information and explanations provided by the management, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Act that need to be entered into the register maintained under section 301 have been so entered.

(b) In respect of transactions made in pursuance of such contracts or arrangements exceeding value of Rupees five lakhs entered into during the financial year, because of the unique and specialized nature of the items involved and absence of any comparable prices, we are unable to comment whether the transactions were made at prevailing market prices at the relevant time.

(vi) The Company has not accepted any deposits from the public.

Annexure referred to in paragraph [ 3 ] of our report of even date



92

(vii) In our opinion, the Company has an internal audit system commensurate with the size of the Company and the nature of its business.

(viii) To the best of our knowledge and as explained, the Central Government has not prescribed maintenance of cost records under section 209(1)(d) of the Companies Act, 1956 for the products of the Company.

(ix) (a) Undisputed statutory dues including provident fund, investor education and protection fund, employees’ state insurance, income-tax, sales-tax, wealth-tax, service tax, customs duty, excise duty, cess and other material statutory dues have not been regularly deposited with the appropriate authorities and there have been serious delays in large number of cases.

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, employees’ state insurance, income-tax, wealth-tax, service tax, sales-tax, customs duty, excise duty, cess and other undisputed statutory dues were outstanding, at the year end, for a period of more than six months from the date they became payable.

(c) According to the information and explanation given to us, there are no dues of income tax, sales tax, wealth tax, service tax, custom duty, excise duty and cess which have not been deposited on account of any dispute.

(x) The Company’s accumulated losses at the end of the financial year are more than fifty percent of its net worth. The Company has incurred cash loss during the year. In the immediately preceding financial year, the company had not incurred cash loss.

(xi) Based on our audit procedures and as per the information and explanations given by the management, we are of the opinion that the Company has not defaulted in repayment of dues to a financial institution or bank. The Company has no outstanding dues in respect of debenture holder.

(xii) According to the information and explanations given to us and based on the documents and records produced to us, the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor’s Report) Order, 2003 (as amended) are not applicable to the Company.

(xiv) In our opinion, the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor’s Report) Order, 2003 (as amended) are not applicable to the Company.

(xv) According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions.

(xvi) Based on information and explanations given to us by the management, term loans were applied for the purpose for which the loans were obtained, though idle/surplus funds which were not required for immediate utilization have been gainfully invested during the year was Rs 60,000,000 which was also outstanding at the end of the year.

(xvii) According to the information and explanations given to us and on an overall examination of the balance sheet of the Company, we report that the Company has used funds raised on short-term basis in the form of Loan from Holding Company amounting to Rs. 383,178,721 for making Long Term Investment by way of construction of fixed assets.

(xviii) The Company has not made any preferential allotment of shares to parties or companies covered in the register maintained under section 301 of the Companies Act, 1956.


93

(xix) The Company did not have any outstanding debentures during the year.

(xx) During the year under review, the Company has not raised any money through public issue, hence clause 4(xx) of the Companies (Auditor’s Report) Order, 2003 (as amended) is not applicable to the Company.

(xxi) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and as per the information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the year.

For S.R. Batliboi & Associates LLPFirm Registration Number: 101049W

Chartered Accountants

Sd/-per Raman Sobti

Place: Gurgaon Partner Date : 28th May, 2014 Membership No.: 89218



94




(Rupees)


(Rupees)

I EQUITY AND LIABILITIES1 Shareholders’ funds

(a) Share capital 3 8,087,100 8,087,100 (b) Reserves and surplus 4 490,772,770 565,497,758

498,859,870 573,584,858 2 Non-current liabilities

(a) Long-term borrowings 5 2,892,930,110 2,322,484,510 (b) Other Long term liabilities 6 20,799,557 10,049,703 (c) Long-term provisions 7 2,131,475 1,581,429

2,915,861,142 2,334,115,642 3 Current liabilities

(a) Short-term borrowings 8 98,000,000 – (b) Trade payables 9 13,529,781 – (c) Other current liabilities 9 571,897,251 268,377,559 (d) Short-term provisions 10 4,249,633 2,368,360

687,676,665 270,745,919

TOTAL 4,102,397,678 3,178,446,419 II. ASSETS1 Non-current assets

(a) Fixed assets (i) Tangible assets 11 2,727,621,702 602,388,278 (ii) Intangible assets 11 5,647,117 –

(iii) Capital work-in-progress (Refer note 28 for Pre-operative pending allocation) 1,122,759,892 2,291,287,169

(b) Long-term loans and advances 12 24,437,422 117,512,810 (c) Other non-current assets 13 116,652,249 97,910,731

3,997,118,381 3,109,098,988 2 Current assets

(a) Inventories 14 2,867,072 – (b) Trade receivables 15 2,526,980 – (c) Cash and bank balances 16 89,539,620 62,787,948 (d) Short-term loans and advances 17 3,818,835 837,595 (e) Other current assets 18 6,526,788 5,721,888

105,279,295 69,347,431 TOTAL 4,102,397,678 3,178,446,419 Summary of significant accounting policies 2


For S. R. Batliboi & Associates LLP For and on behalf of the Board of Directors ofFirm Registration Number: 101049W Apollo Zipper India LimitedChartered Accountants

Sd/- Sd/- Sd/-per Raman Sobti Dr. Jyotsna Suri Keshav SuriPartner Managing Director DirectorMembership No. 89218 (DIN: 00004603) (DIN: 00005370)

Place: Gurgaon Place: New DelhiDate : 28th May, 2014 Date : 28th May, 2014


95

STATEMENT OF PROFIT AND LOSS ACCOUNT for the year ended 31 March, 2014



(Rupees)


(Rupees)

I Income

a Revenue from opertions (gross) 19 17,651,880 –

Less: Excise Duty 19

Revenue from opertions (net) 17,651,880 –

b Other Income 20.1 325,682 –

Sub total 17,977,562 –

c Interest Income 20.2 733,691 –

Total Income 18,711,253 –

II Expenses

Cost of materials consumed 21 4,273,259 –

Employee benefit expense 22 12,978,239 –

Other expenses 23 20,623,089 3,652,295

Total expenses 37,874,587 3,652,295


(19,163,334) (3,652,295)

Depreciation and amortisation expense 24 14,551,533 –

Finance costs 25 41,010,121 1,074,282

IV Profit before tax (74,724,988) (4,726,577)

V Tax expense

Current tax – 1,368,872

Total tax expense – 1,368,872

VI Profit/(Loss) for the year (74,724,988) (6,095,449)

VII Earnings per share

Basic 25.1 (92.60) (7.54)

Diluted 25.1 (92.60) (7.54)








96

CASH FLOW STATEMENT for the year ended 31 March, 2014


(Rupees)


(Rupees)

A. Cash flow (used in)/from operating activities

Net profit/ (loss) before taxation and after prior period expenses (74,724,988) (4,726,577)

Adjustments for:

Depreciation 14,551,533 –

Interest income (733,691) –

Interest cost 41,010,121 1,074,282

(19,897,025) (3,652,295)

Movements in working capital:

Increase in trade receivables (2,526,980) –

Increase in inventories (2,867,072) –

Decrease in loans and advances 80,813,251 336,177

Increase in provisions 2,431,319 1,070,417

Increase/(Decrease) in other liabilities 157,428,972 (19,164,399)

Cash generated from/(used in) operations 215,382,466 (21,410,100)

Direct taxes (paid)/ refund (1,044,581) (1,306,439)

Net cash (used in) operating activities 214,337,885 (22,716,539)

B. Cash flow from/(used in) investing activities

Purchase of fixed assets * (836,779,310) (301,303,796)

Interest received 733,691 2,909,370

Movement in investment in long term fixed deposits with banks (9,220,941) (34,509,761)

Net cash (used in) investing activities (845,266,560) (332,904,187)

C. Cash flow from financing activities

Proceeds from long term borrowings 570,445,600 716,870,040

Proceeds from short term borrowings 268,370,355 –

Interest paid (181,135,608) (301,160,055)

Net cash from financing activities 657,680,347 415,709,985

Net increase/ (decrease) in cash and cash equivalents (A+B+C) 26,751,672 60,089,259

Cash and cash equivalents at the beginning of the year 62,787,948 2,698,689

Cash and cash equivalents at the end of the year 89,539,620 62,787,948

Components of cash and cash equivalents

Cash on hand 112,910 18,837

Balances with scheduled banks:

On current accounts 28,382,810 62,769,111

Margin money held as security 61,043,900 –

Total cash and cash equivalents (note 13) 89,539,620 62,787,948


97

Notes:

*1. Additions to Fixed Assets are stated inclusive of movements of Capital work-in-progress (including capital advances) and Preoperative expenditure pending allocation and the same has been treated as part of Investing Activities.

2. The cash flow statement has been prepared under the indirect method as set out in the Accounting Standard 3 “Cash Flow Statement” issued by the Institute of Chartered Accountants of India.







98


1. NATURE OF OPERATIONSApollo Zipper India Limited, the Company is a subsidiary of Bharat Hotels Limited and is in the business of owning and operating hotels. The Company has during the current year commenced the operation of The Lalit Great Eastern Hotel, Kolkata.


a) Basis of preparationThe financial statements of the Company have been prepared in accordance with generally accepted accounting principles in India (Indian GAAP). The company has prepared these financial statements to comply in all material aspects with the Accounting Standards notified under the Companies Accounting Standards Rules, 2006 (as amended) and the relevant provisions of the Companies Act, 1956 , read with General Circular 8/2014 dated 4 April, 2014 issued by the Ministry of Corporate Affairs. The financial statements have been prepared on an accrual basis and under the historical cost convention except for land acquired before 1 April, 2007 which is carried at revalued amounts.

The accounting policies adopted in the preparation of financial statements are consistent with those of previous year, except for the changes in accounting policy explained below.

As at March 31, 2014, the total assets of the Company are Rs. 4,102,397,678 (inclusive of revalued amount of land, Rs. 597,037,720) (Previous year Rs. 3,178,446,419) whereas total liabilities are Rs. 4,102,397,678 (Previous year Rs. 3,178,446,419 [including amounts payable to the parent company Rs. 1,604,905,414 (Previous year Rs. 1,158,002,837)]. Further, the accumulated losses at year-end are Rs. 106,264,950 (Previous year Rs. 31,539,962). The management has obtained commitment of its parent company for continued financial and operating support and considers it appropriate to prepare these financial statements on going concern basis.

Changes in accounting policiesIn the current year, the Company has changed its method of depreciation from written down value to straight line basis. Till the previous year, Depreciation on fixed assets was provided on Written Down Value (WDV) method at the rates and in the manner prescribed in Schedule XIV of the Companies Act, 1956 or useful life which was lower. The management in view to bring uniformity with parent company has decided to apply the revised accounting policy retrospectively.

Had the company continued to use the earlier basis of providing depreciation, net block of fixed asset would have been higher by Rs. 851,188, Depreciation expense would have been lower by Rs. 851,188 and Loss after tax would have been lower by Rs. 851,188.

b) Use of estimatesThe preparation of financial statements are in conformity with Indian GAAP requires the management to make judgments , estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the end of the reporting period. Although these estimates are based upon management’s best knowledge of current events and actions, uncertainty about these assumptions and estimates could result in the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in future periods.

c) Tangible fixed assetsFixed assets are stated at cost (or revalued amounts, as the case may be), net of accumulated depreciation and accumulated impairment losses, if any. Cost comprises the purchase price, borrowing cost if capitalization criteria are met and any direct attributable costs of bringing the asset to its working condition for its intended use. Any trade discounts and rebates are deducted in arriving at the purchase price.


99

Subsequent expenditure related to an item of fixed asset is added to its book value only if it increases the future benefits from the existing asset beyond its previously assessed standard of performance. All other expenses on existing fixed assets, including day-to-day repair and maintenance expenditure and cost of replacing parts, are charged to the statement of profit and loss for the period during which such expenses are incurred.

The company adjusts exchange differences arising on translation/ settlement of long-term foreign currency monetary items pertaining to the acquisition of a depreciable asset to the cost of the asset and depreciates the same over the remaining life of the asset. In accordance with MCA circular dated 09 August 2012, exchange differences adjusted to the cost of fixed assets are total differences, arising on long-term foreign currency monetary items pertaining to the acquisition of a depreciable asset, for the period. In other words, the Company does not differentiate between exchange differences arising from foreign currency borrowings to the extent they are regarded as an adjustment to the interest cost and other exchange difference.

Gains or losses arising from de-recognition of fixed assets are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is derecognized.

Asset held for sale is valued at cost or net realizable value whichever is lower.

In case of revaluation of fixed assets, any revaluation surplus is credited to the revaluation reserves and asset is being carried out at revalued amount.

d) DepreciationDepreciation on fixed assets is calculated on Straight Line basis using the rates arrived at based on the useful lives estimated by the management or those prescribed under schedule XIV of the Companies Act, 1956, whichever is higher.

Depreciation on additions is provided on pro-rata basis from the date on which the assets have been put to use and individual assets acquired for less than Rs. 5,000/- are depreciated @ 100% per annum.

Depreciation is charged on the revalued assets over the remaining useful life of such assets and the additional depreciation on account of revaluation is adjusted against revaluation reserve.

Leasehold buildings are amortized on straight line basis over the period of lease or useful life, whichever is earlier.

e) ImpairmentThe company assesses at each reporting date whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the company estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) net selling price and its value in use. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining net selling price, recent market transactions are taken into account, if available. If no such transactions can be identified, an appropriate valuation model is used.

After impairment, depreciation is provided on the revised carrying amount of the asset over its remaining useful life.

An assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may no longer exist or may have decreased. If such indication exists, the company estimates the asset’s or cash-generating unit’s recoverable amount. A previously recognized



100

impairment loss is reversed only if there has been a change in the assumptions used to determine the asset’s recoverable amount since the last impairment loss was recognized. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in the statement of profit and loss unless the asset is carried at a revalued amount, in which case the reversal is treated as a revaluation increase.

f) Intangible fixed assetsIntangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are carried at cost less accumulated amortization and accumulated impairment losses, if any.

Intangible assets are amortized on a straight line basis over the estimated useful economic life.

The Company has capitalized computer software in the nature of software licenses as intangible assets, and the same is amortized over the license period or three years, being their expected useful economic life, whichever is lower.

Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is derecognized.

g) Leases Where the Company is the lessee

Leases where the lessor effectively retains substantially all the risks and benefits of ownership of the leased item, are classified as operating leases. Operating lease payments are recognized as an expense in the Profit and Loss account on a straight-line basis over the lease term.

Where the Company is the lessor Leases in which the company does not transfer substantially all the risks and benefits of ownership

of the asset are classified as operating leases. Assets subject to operating lease are included in fixed assets. Lease income is recognized in the Profit and Loss Account on a straight-line basis over the lease term. Costs, including depreciation are recognized as an expense in the Profit and Loss Account. Initial direct costs such as legal costs, brokerage costs, etc. are recognized immediately in the Profit and Loss Account.

h) InvestmentsInvestments, that are readily realizable and intended to be held for not more than one year from the date on which investments are made, are classified as current investments. All other investments are classified as long-term investments.

On initial recognition, all investments are measured at cost. The cost comprises purchase price and directly attributable acquisition charges such as brokerage, fees and duties. Current investments are carried in the financial statements at carried at lower of cost and fair value determined on an individual investment basis. Long-term investments are carried at cost. However, provision for diminution in value is made to recognize a decline other than temporary in the value of the investments.

On disposal of an investment, the difference between its carrying amount and net disposal proceeds is charged or credited to the statement of profit and loss.

i) InventoriesStores and spares inventory comprises cutlery, crockery, linen, other store items food and beverage, liquor and wine items in hand, which are valued at lower of cost and net realizable value. Cost is determined on First in first out basis. Circulating stock of crockery and cutlery is charged to the profit and loss account as consumption.


101

Trading goods are valued at lower of cost and net realizable value.

Unserviceable / damaged / discarded stocks and shortages observed at the time of physical verification are charged off to Profit & Loss Account.

Net realizable value is the estimated selling price in the ordinary course of the business, less estimated costs necessary to make the sale.

Inventory of food and beverage items in hand include items used for staff cafeteria and is charged to consumption, net of recoveries, when issued.

j) Revenue recognitionRevenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. The following specific recognition criteria must also be met before revenue is recognized:

Revenue from hotel operations: Revenue from hotel operations comprise sale of rooms and apartments, food and beverages, liquor and wine, banquet rentals and other services relating to hotel operations including telecommunication, laundry, business centre, health centre, etc. Revenue is recognized as and when the services are rendered and is disclosed net of allowances. The company collects taxes such as value added tax, luxury tax, entertainment tax and service tax on behalf of the Government and, therefore, these are not economic benefits flowing to the company. Hence, they are excluded from revenue. Excise duty deducted from revenue (gross) is the amount that is included in the revenue (gross) and not the entire amount of liability arising during the year.

Rent:Income from rent is recognized over the period of the contract on straight line basis. Initial direct cost is expensed off when incurred.

Maintenance charges:Amounts collectible as maintenance charges are recognized over the period of the contract, on an accrual basis. Corresponding costs are recorded as incurred.

Membership programme revenue:Membership revenue is recognized pro rata over the period of the membership term. Joining fee is recorded as income on sale of membership card.

Sale of goods (Trading goods)Revenue is recognised when all significant risks and rewards of ownership of the goods have passed to the buyer, taxes such as Sales Tax and VAT are deducted from turnover.

Interest:Revenue is recognized on a time proportion basis taking into account the amount outstanding and the rate applicable. Interest income is included under the head “other income” in the statement of profit and loss.

Commission Income/ Consultancy Fees:Income is recognized over the period of the contract, on an accrual basis.

k) Expenditure during construction period:Expenditure directly relating to construction activity is capitalized. Administrative and other general overhead expenses are usually excluded from the cost of fixed assets because they do not relate to a specific fixed asset. Indirect expenditure incurred during construction period is recognized as part of the indirect construction cost to the extent to which the expenditure is related to construction or is incidental



102

thereto and is charged to expenditure during construction period. Other indirect expenditure (including borrowing costs) incurred during the construction period which is not related to the construction activity nor is incidental thereto is charged to the Profit and Loss Account. Income earned during construction period is deducted from the total of the indirect expenditure during construction period.

l) Borrowing costBorrowing costs include interest and commitment charges on borrowings, amortization of costs incurred in connection with the arrangement of borrowings and finance charges under leases.

Borrowing costs directly attributable to development projects, that take a substantial period of time to get ready for its intended use, are capitalized as part of cost of the respective asset. All other borrowing costs are recognized in the Profit and Loss Account in the period in which they are incurred.

m) Government grant and subsidies:Grants and subsidies from the government are recognized when there is reasonable assurance that (i) the company will comply with the conditions attached to them, and (ii) the grant/subsidy will be received.

When the grant or subsidy relates to revenue, it is recognized as income on a systematic basis in the statement of profit and loss over the periods necessary to match them with the related costs, which they are intended to compensate. Where the grant relates to an asset, it is recognized as deferred income and released to income in equal amounts over the expected useful life of the related asset.

n) Foreign currency translation (i) Initial Recognition:

Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency amount the exchange rate between the reporting currency and the foreign currency at the date of the transaction.

(ii) Conversion:Foreign currency monetary items are retranslated using the exchange rate prevailing at the reporting date. Non-monetary items which are measured in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction;

(iii) Exchange differences:From accounting period commencing on or after April 1, 2012, the company accounts for exchange differences arising on translation/ settlement of foreign currency monetary items as below:

1. Exchange differences arising on long-term foreign currency monetary items related to acquisition of a fixed asset are capitalized and depreciated over the remaining useful life of the asset. For this purpose, the company treats a foreign monetary item as “long-term foreign currency monetary item”, if it has a term of 12 months or more at the date of its origination.

2. All other exchange differences are recognized as income or as expenses in the period in which they arise.

In accordance with MCA circular dated 09 August, 2012, exchange differences for this purpose, are total differences arising on long-term foreign currency monetary items for the period. In other words, the company does not differentiate between exchange differences arising from foreign currency borrowings to the extent they are regarded as an adjustment to the interest cost and other exchange difference.

o) Employee benefitsi. Retirement benefit in the form of provident fund is a defined contribution scheme. The company has

no obligation, other than the contribution payable to the provident fund. The company recognizes contribution payable to the provident fund scheme as an expenditure, when an employee renders


103

the related service. The company has no obligations other than the contribution payable to the Provident Fund.

ii. Gratuity liability is a defined benefit plan. The cost of providing benefits under the plan is determined on the basis of actuarial valuation at each year-end. Actuarial valuation is carried out by using the projected unit credit method. Actuarial gains and losses for defined benefit plan is recognized in full in the period in which they occur in the statement of profit and loss.

iii. The company treats accumulated leave expected to be carried forward beyond twelve months, as long-term employee benefit for measurement purposes. Such long-term compensated absences are provided for based on the actuarial valuation using the projected unit credit method at the year-end. Actuarial gains/losses are immediately taken to the statement of profit and loss and are not deferred. The company presents the entire leave as a current liability in the balance sheet, since it does not have an unconditional right to defer its settlement for 12 months after the reporting date.

iv. Accumulated leave, which is expected to be utilized within the next 12 months, is treated as short-term employee benefit. The company measures the expected cost of such absences as the additional amount that it expects to pay as a result of the unused entitlement that has accumulated at the reporting date.

p) Income taxesTax expense comprises of current and deferred tax. Current income tax is measured at the amount expected to be paid to the tax authorities in accordance with the Income-tax Act, 1961. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted at the reporting date.

Deferred income taxes reflect the impact of current year timing differences between taxable income and accounting income for the year and reversal of timing differences of earlier years. Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the balance sheet date. Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and deferred tax liabilities relate to the taxes on income levied by same governing taxation laws. Deferred tax assets are recognized only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized. In situations where the Company has unabsorbed depreciation or carry forward tax losses, all deferred tax assets are recognized only if there is virtual certainty supported by convincing evidence that they can be realized against future taxable profits.

At each Balance Sheet date, the Company re-assesses unrecognized deferred tax assets. It recognizes deferred tax assets to the extent that it has become reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available against which such deferred tax assets can be realized.

The carrying amount of deferred tax assets are reviewed at each balance sheet date. The Company writes-down the carrying amount of a deferred tax asset to the extent that it is no longer reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available against which deferred tax asset can be realized. Any such write-down is reversed to the extent that it becomes reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available.

Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set-off current tax assets against current tax liabilities and the deferred tax assets and deferred taxes relate to the same taxable entity and the same taxation authority.



104

MAT credit is recognised as an asset only when and to the extent there is convincing evidence that the Company will pay normal income tax during the specified period. In the year in which the Minimum Alternative Tax (MAT) credit becomes eligible to be recognized as an asset in accordance with the recommendations contained in Guidance Note issued by the Institute of Chartered Accountants of India, the said asset is created by way of a credit to the profit and loss account and shown as MAT Credit Entitlement. The Company reviews the same at each balance sheet date and writes down the carrying amount of MAT Credit Entitlement to the extent there is no longer convincing evidence to the effect that the Company will pay normal Income Tax during the specified period.

In the current year deferred tax liability has been considered evidence for recognition of deferred tax asset on unabsorbed depreciation and carried forward losses.

q) Earnings/(loss) per shareBasic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. The weighted average number of equity shares outstanding during the period are adjusted for events of bonus issue; bonus element in a rights issue to existing shareholders; share split; and reverse share split (consolidation of shares), if any.

For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares, if any.

r) Provision A provision is recognized when the company has a present obligation as a result of past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are not discounted to their present value and are determined based on the best estimate required to settle the obligation at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best estimates.

s) Contingent liabilitiesA contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the company or a present obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. The company does not recognize a contingent liability but discloses its existence in the financial statements.

t) Cash and cash equivalentsCash and cash equivalents in the balance sheet comprise cash at bank and in hand and short-term investments with a maturity of three months or less.

u) Measurement of EBITDAAs permitted by the Guidance Note on the Revised Schedule VI to the Companies Act, 1956, the Company has elected to present earnings before interest, tax, depreciation and amortization (EBITDA) as a separate line item on the face of the Statement of profit and loss. The company measures EBITDA on the basis of profit/ (loss) from continuing operations. In its measurement, the company does not include depreciation and amortization expenses, finance costs and tax expenses.


105

3. SHARE CAPITAL

ParticularsAs at

31st March, 2014 (Rupees)


(Rupees)Authorized Shares1,000,000 (previous year 1,000,000) equity shares of Rs. 10 each 10,000,000 10,000,000Issued, Subscribed and fully paid-up shares808,710 (previous year: 808,710) equity shares of Rs. 10 each fully paid 8,087,100 8,087,100

Of the above:

(i) 727,832 (previous year 727,832) equity shares are held by Bharat Hotels Limited, the Holding Company.

(ii) 798,710 (previous year 798,710) equity shares of Rs. 10 each were issued as fully paid up for consideration other than cash in financial year 2005-06.

(a) Reconciliation of the shares outstanding at the beginning and at the end of the reporting period

Equity Shares March 31, 2014 March 31, 2013No. of shares

Amount (Rupees)

No. of shares

Amount (Rupees)

Shares outstanding at the beginning of the year 808,710 8,087,100 808,710 8,087,100 Shares Issued during the year – – – – Shares bought back during the year – – – – Shares outstanding at the end of the year 808,710 8,087,100 808,710 8,087,100

Shares held by holding company727,832 (previous year 727,832) equity shares are held by Bharat Hotels Limited, the Holding Company.

(b) Term/right attached to equity shares The company has only one class of equity shares having par value of Rs. 10 per share. Each holder of

equity shares is entitled to one vote per share. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

(c) Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date:

As at March 31, 2014

(Rupees)


(Rupees)Equity shares alloted as fully paid-up for consideration other than cash. 798,710 798,710

(d) Details of shareholders holding more than 5% shares in the Company

Equity Shares March 31, 2014 March 31, 2013No. of shares

% holding No. of shares

% holding

Equity shares of Rs. 10 each fully paid upBharat Hotels Limited (the Holding Company) 727,832 90 727,832 90 Government of West Bengal 80,869 10 80,869 10

As per the records of the Company, including its register of shareholders/members, the above shareholding represents legal ownerships of shares.



106



(Rupees)


(Rupees)Revaluation Reserve (Refer Note 11 (b))Balance as per last financial statements 597,037,720 597,037,720 Less: Amount transferred to statement of profit and loss as reduction from depreciation – –

Closing Balance 597,037,720 597,037,720Surplus/(deficit) in the statement of profit and lossBalance as per last financial statements (31,539,962) (25,444,513)Profit/(Loss) for the year (74,724,988) (6,095,449)Net surplus/(deficit) in the statement of profit & loss (106,264,950) (31,539,962)Total Reserves and Surplus 490,772,770 565,497,758


Non-current portion Current portionAs at

31st March, 2014

(Rupees)

As at 31st March,

2013 (Rupees)

As at 31st March,

2014 (Rupees)

As at 31st March,

2013 (Rupees)

Secured Loan:Term LoansRupee Loans From Banks (Refer note 1&2 below) 1,512,600,000 1,225,000,000 35,000,000 –

Foreign currency loan from banks (Refer note 3 below) 158,603,374 152,290,040 7,432,340 –

Unsecured LoanLoan from Holding Compnay (Refer note 4 below) 1,221,726,736 945,194,470 – –

TOTAL 2,892,930,110 2,322,484,510 42,432,340 –

1) Term Loan from Axis Bank aggregating to Rs. 1,347,600,000 (previous year Rs. 1,225,000,000), sanctioned amount Rs. 1,350,000,000, carries interest @ 12.75%. The loan is repayable in 32 quarterly installments comprising of 4 installments of Rs. 17,500,000 each, 2 installments of Rs. 20,000,000 each, 4 installments of Rs. 30,000,000 each, 4 installments of Rs. 40,000,000 each, 8 installments of Rs. 50,000,000 each, 8 installments of Rs. 55,000,000 each and 2 installments of Rs. 60,000,000 each starting from October, 2014. The loan is secured by :-

- First pari-passu charge by way of mortgage charge over Kolkata Hotel land and construction thereon, present and future.

- First pari-passu charge by way of hypothecation of all the Company’s movables, including movable machinery, machinery spares, tools and accessories both present and future.

- First pari-passu charge on Company’s current assets, cash flow, receivables, book debts, both present and future.

- Corporate Guarantee of Bharat Hotels Limited.

2) Term Loan from Axis Bank aggregating to Rs. 200,000,000 (previous year Rs. Nil), sanctioned amount Rs. 250,000,000, carries interest @ 12.75%. The loan is repayable in 32 quarterly installments comprising of 2 installments of Rs. 2,500,000 each, 4 installments of Rs. 2,800,000 each, 4 installments of Rs. 4,450,000 each, 4 installments of Rs. 5,950,000 each, 8 installments of Rs. 7,400,000 each, 8 installments of Rs. 8,150,000 each and 2 installments of Rs. 33,900,000 each starting from December, 2015. The loan is secured by :-



107




3) External Commercial Borrowing from ICICI Bank Ltd, Bahrain, aggregating to Rs. 166,035,714 (equivalent to USD 2,762,667 converted at an exchange rate of 60.0998) (previous year Rs. 152,290,040 (equivalent to USD 2,800,000 converted at an exchange rate of INR 54.3893 per USD) (5% margin on USD 6-months LIBOR). The loan is repayable in 34 quarterly installments after a moratorium of 6 quarters from the date of loan viz, June 20, 2012. The loan is secured by:

- First pari-passu charge on Kolkata property.


4) Unsecured Loan taken from Bharat Hotels Limited carries interest @ 14% per year and is repayable as per mutual agreement.

6. OTHER LONG TERM LIABILITIES


(Rupees)


(Rupees)OthersRetention Money (>one Year) 20,799,557 10,049,703 TOTAL 20,799,557 10,049,703

7. LONG TERM PROVISIONS

Provision for employee benefitsProvision for gratuity (Refer note 33 ) 2,131,475 1,581,429 TOTAL 2,131,475 1,581,429

8. SHORT TERM BORROWINGS

SecuredCash credit facilities (Ref note no. 1 below) 50,000,000 – UnsecuredLoan From Associate Company (Ref note no. 2 below) 48,000,000 – TOTAL 98,000,000 –

1) Cash Credit facilities from Axis Bank amounting to Rs. 50,000,000 (previous year Rs. Nil) are secured by:





2) Unsecured Loan taken from Prima Buildwell Private Limited carries interest @ 13% per year and is repayable as per mutual agreement.



108



(Rupees)


(Rupees)

Trade Payables- Others Trade Payables A 13,529,781 – Others Liabilities Current maturities of long term borrowings 42,432,340 – Interest accrued but not due on long term Loan- from Banks 17,764,355 12,771,069

Payables on purchase of Fixed Assets ( Capital Nature only) 86,641,891 –

Advance from customers 893,597 – Outstanding dues of creditors (Excluding related to Capital Nature) 8,829,266 30,454,612

Retention Payable -Short term ( With in next 365 days) 8,182,770 8,182,770 Accrued Salaries and Employees Benefits 4,696,906 – Payable to Directors 171,123 – Payable to Associate Company 3,090,723 – Payable to Holding Company 383,178,722 212,808,367 Statutory dues payableTDS payable 4,204,574 2,805,641 VAT payable 238,717 – Luxury tax payable 296,055 – Service tax payable 929,895 – Other Statutory dues 10,346,318 1,355,100

B 571,897,251 268,377,559 TOTAL (A+B) 585,427,032 268,377,559

10. SHORT TERM PROVISIONS

Provision for employee benefitsProvision for gratuity (Refer note 33 ) 240,002 179,507 Provision for leave compensation 3,347,742 2,178,573 OthersProvision for taxation- (net off advance tax) 647,330 10,280 Provision for others 14,559 – TOTAL 4,249,633 2,368,360


109

11. TANGIBLE ASSETS AND INTANGIBLE ASSETS

(All amounts in Rupees)

Tangible Assets Intangible Assets

Particulars Freehold land Freehold Building

Plant and Machinery

Office equipments

Furniture and Fixtures

Computers Vehicles Total (Tangible

Assets)

Software Total (Intangible

Assets)

Grand Total

Cost or valuation As at 1 April 2012 600,730,000 71,968 – 684,016 32,500 662,228 2,382,644 604,563,356 – – 604,563,356

Additions – – – 53,260 26,930 274,082 – 354,272 – – 354,272 Disposals – – – – – – – – – – – As at 31 March, 2013 600,730,000 71,968 – 737,276 59,430 936,310 2,382,644 604,917,628 – 604,917,628 Additions 1,371,874,815 681,009,724 15,736,195 51,234,808 19,111,179 – 2,138,966,720 5,968,685 5,968,685 2,144,935,405

As at 31 March, 2014 600,730,000 1,371,946,783 681,009,724 16,473,471 51,294,238 20,047,489 2,382,644 2,743,884,348 5,968,685 5,968,685 2,749,853,033 Depreciation As at 1 April 2012 – 20,947 – 289,623 19,944 342,102 1,335,110 2,007,726 – – 2,007,726 Charge for the year – 2,551 – 60,182 2,273 185,412 271,206 521,624 – – 521,624 As at 31 March, 2013 – 23,498 – 349,805 22,217 527,514 1,606,316 2,529,350 – – 2,529,350 Charge for the year (refer note a) 3,600,890 7,841,035 287,210 1,395,619 928,669 (320,127) 13,733,296 321,568 321,568 14,054,864

As at 31 March, 2014 – 3,624,388 7,841,035 637,015 1,417,836 1,456,183 1,286,189 16,262,646 321,568 321,568 16,584,214 Net Block : As at 31 March, 2014 600,730,000 1,368,322,395 673,168,689 15,836,456 49,876,401 18,591,306 1,096,455 2,727,621,702 5,647,117 5,647,117 2,733,268,819 As at 31 March, 2013 600,730,000 48,470 – 387,471 37,213 408,796 776,328 602,388,278 – – 602,388,278

Notes :

(a) Including depreciation charge for the year includes Rs. 354,519 (previous year Rs. 521,624) has been transferred to Preoperative expenditure pending allocation under note 28.

(b) The Company had appointed a Government Registered Estate Valuer (Valuer’s) to assess the fair market value of the land and accordingly revalued the book value of Land based on the Valuer’s report to Rs. 600,730,000 campared to original value Rs. 3,692,280 as at March 31, 2009. This has resulted in creation of revaluation reserve aggregating Rs. 597,037,720.

(c) The borrowing cost capitalized during the year ended March 31, 2014 was Rs. 307,619,933 (net of interest earned Rs 4,013,204), previous year Rs. 251,244,301 (net of interest earned Rs.4,891,809). The company capitalized this borrowing cost in the capital work-in-progress (CWIP). The amount of borrowing cost shown as other adjustments in the above note reflects the amount of borrowing cost transferred from CWIP. (Refer note 28).

12. LONG TERM LOANS AND ADVANCESAs at



(Rupees)Capital Advances 22,887,295 117,063,540 Security Deposits 207,270 449,270 TDS deducted by Debtors 1,342,858 – TOTAL 24,437,422 117,512,810

13. OTHER NON CURRENT ASSETSOther Bank Balance:-Margin money deposited (held as security) 56,072,192 46,851,251 Interest accrued on deposits with banks 7,010,714 3,195,587 Ancillary cost of term loans 53,569,343 47,863,893 TOTAL 116,652,249 97,910,731

14. INVENTORIES(valued at lower of cost and net realisable value)Food and beverage (excluding liquor and wine) 1,546,660 – Liquor and wine 729,080 – Stores, cutlery, crockery, linen, provisions and others 591,332 – TOTAL 2,867,072 –



110

15. TRADE RECEIVABLESAs at



(Rupees)Outstanding for a period less than six months from the date they are due for paymentSecured, considered good Unsecured, considered good 2,526,980 – Unsecured, considered doubtful – –

2,526,980 – Provision for doubtful receivables – –

2,526,980 – Other ReceivablesSecured, considered good – – Unsecured, considered good – – Unsecured, considered doubtful – –

– – Provision for doubtful receivables – –

– – TOTAL 2,526,980 –

16. CASH AND BANK BALANCESCash and cash equivalentsCash on hand 112,910 18,837 Balances with banks in: - Current accounts 28,382,810 62,769,111 - deposits with original maturity of less than 3 months 45,000,000 –

73,495,720 62,787,948 Other bank balancesMargin money (held as security) 1,043,900 – Deposits with original maturity period of more than 3 months but less than 12 months 15,000,000 –

16,043,900 – TOTAL 89,539,620 62,787,948

17. SHORT TERM LOANS AND ADVANCESSecurity deposits 177,000 234,209 Advances recoverable in cash or kind or for value to be received - considered good – 58,178 Advances to others - considered good 738,450

738,450 58,178 Prepaid Expenses 2,903,385 545,208 TOTAL 3,818,835 837,595

18. OTHER CURRENT ASSETSInterest accrued on deposits with banks 419,339 – Ancillary cost of term loans 6,107,449 5,721,888 TOTAL 6,526,788 5,721,888


111

19. REVENUE FROM OPERATIONS


(Rupees)


(Rupees)Revenue from OperationsSale of products and services - Room and apartment sales 5,452,089 – - Food and beverage (excluding liquor and wine) 8,529,435 – - Liquor and wine 1,170,039 – - Banquet rentals 1,015,152 – - Telephone and telex 68,450 – - Other Services 1,416,714 – Revenue from Operations (Gross) 17,651,880 – Less: Excise Duty – –Revenue from Operations (Net) 17,651,880 –

20.1 OTHER INCOME

Exchange fluctuation 243,332 –Miscellaneous income 82,350 –TOTAL 325,682 –

20.2 INTEREST INCOME

Interest Income from: - Bank deposits & Others 733,691 – TOTAL 733,691 –

21. COST OF MATERIALS CONSUMED

(a) Consumption of food & beverages excluding liquor & wineInventory at the beginning of the year – – Add: Purchases 3,543,934 –

3,543,934 – Less: Inventory at the end of the year – – Cost of food and beverage consumed 3,543,934 – (b) consumption of liquor & wineInventory at the beginning of the year – – Add: Purchases 729,325 –

729,325 – Less: Inventory at the end of the year – – Cost of liquor and wine consumed 729,325 – Cost of materials consumed 4,273,259 –

22. EMPLOYEE BENEFIT EXPENSES

Salaries, wages and bonus 11,881,710 – Contribution to provident and other funds 719,881 – Gratuity expenses 101,757 – Leave compensation expenses 99,693 – Workmen and staff welfare expenses 175,198 – TOTAL 12,978,239 –



112

23. OTHER EXPENSES


(Rupees)


(Rupees)Consumption of stores, cutlery, crockery, linen, provisions and others 3,017,819 –

Power and fuel 5,897,365 – Banquet and decoration expenses 146,152 – Repair and maintenance- Others 330,907 – Rates and taxes 770,184 – Insurance 100,000 – Communication costs 237,748 – Printing and stationery 573,786 – Traveling and conveyance 568,585 – Advertisement and business promotion 4,226,738 3,045,473 Commission -other than sole selling agent 207,631 – Sub contracting expenses 3,769,532 – Membership and subscriptions 37,002 – Professional fees 108,764 – Exchange difference – 68,174 Donations 14,544 – Directors fees and commission 200,080 176,068 Bank Charges 29,495 – Payment to auditors 337,080 337,080Miscellaneous expenses 49,677 25,500 TOTAL 20,623,089 3,652,295Payment to AuditorAs Auditor: - Audit fee 337,080 337,080 TOTAL 337,080 337,080


Depreciation on tangible assets 13,733,296 521,624Amortization of Intangible assets 321,568 –

14,054,864 521,624 Less: transferred to Pre-operative expenditure (Refer note 28) (496,669) 521,624 TOTAL 14,551,533 –

25. FINANCE COST

Interest - on term loans from banks 22,996,451 – - on loans from Holding Company 16,302,492 – - on loans from Associate Company 668,114 – - on income tax – 1,074,282 - on loan from Directors 7,077 – Amortization of ancillary borrowing costs 1,035,987 – TOTAL 41,010,121 1,074,282


113

25.1. EARNING PER SHAREThe following reflects the profit/(loss) and share data used in the basic and diluted EPS computations:


(Rupees)


(Rupees)Computation of basic earnings per shareProfit/(Loss) after Tax (74,887,909) (6,095,449)Weighted average number of equity shares in calculating basic EPS 808,710 808,710

Basic earnings/(loss) per share in Rupees of face value of Rs. 10 (92.60) (7.54)Computation of diluted earning per shareProfit/(Loss) after Tax (74,887,909) (6,095,449)Weighted average number of equity shares in calculating diluted EPS 808,710 808,710

Diluted earnings/(loss) per share in Rupees of face value of Rs. 10 (92.60) (7.54)

26. SEGMENT INFORMATIONThe Company has only one reportable business segment, which is operating hotels and it operates in a single business segment based on the nature of the services, the risks and returns, the organization structure and the internal financial reporting systems. Accordingly, the figures appearing in these financial statements relate to the Company’s single business segment.

27. INCOME TAX AND DEFERRED TAXConsequent to the adoption of the provisions of Accounting Standard 22 ‘Accounting for taxes on income’, the Company would have a net deferred tax asset, primarily comprising of accumulated tax losses and unabsorbed depreciation. However, as the management is not virtually certain of subsequent realization of the asset, no deferred tax asset has been recognized in these financial statements.

28. PREOPERATIVE EXPENDITURE PENDING ALLOCATIONDuring the year, the company has capitalized the following expenses of revenue nature to the cost of capital work-in-progress (CWIP). Consequently, expenses disclosed under the respective notes are net of amounts capitalized by the company.

Particulars As at March 31, 2014

(Rupees)


(Rupees)Balance as per last account 1,131,209,702 749,485,262 Employee benefits expensesSalary, wages and bonus 27,729,232 14,948,118 Gratuity expenses – 500,701 Contribution to provident and other funds – 961,732 Leave compensation expenses – 1,007,369 Workmen and staff welfare expenses 2,148,032 1,955,862 Other expensesCommunication costs 450,603 383,942 Entertainment expenses 454,846 65,142 Freight and cartage 834,717 197,318 Insurance 1,893,629 1,007,907 Lease rent 1,280,990 2,386,103 Professional expenses 46,220,734 51,533,477 Legal charges 2,881,986 3,585,167 Power and fuel 10,923,840 14,101,775 Printing and stationery 639,287 522,341 Rates and taxes 9,269,842 19,109,228



114

Particulars As at March 31, 2014

(Rupees)


(Rupees)Repairs and maintenance 1,819,012 654,061 Sub-contracting expenses 12,519,087 8,238,870 Travelling and conveyance 4,812,654 5,159,605 Depreciation (459,669) 521,624 Miscellenous Expense 6,090,767 – Finance costsInterest on unsecured loan 119,600,410 179,124,845 Interest on secured loan 167,644,376 77,011,265 Bank charges 6,461,712 3,639,797

1,554,425,789 1,136,101,511 Less: Interest earned 4,013,204 4,891,809 Less: Expenditure transferred to fixed assets 809,507,568 –Closing Balance 740,905,017 1,131,209,702

29. RELATED PARTY DISCLOSURESi.) Holding Company: Bharat Hotels Limited

ii.) Associate Company:1. Prima Buildwell Private Limited

2. FIBCOM India Limited

iii.) Key Management Personnel:1. Dr. Jyotsna Suri - Managing Director

iv.) Relatives of Key Management Personnel:1. Mr. Ramesh Suri – Chairman

2. Mr. Keshav Suri – Director

v.) Transactions with above parties are in the ordinary course of business.

vi.) The Holding Company has given Corporate Guarantees to the Customs Authority for issue of licenses under the ‘Export Promotion for Capital Goods’ Scheme to the Company.


115

(Amounts in Rs.)

Nature of Transaction Holding Company Associated Company

Key management personnel

Relatives of keymanagement personnel

Total

For the year ended March 31,

2014

For the year ended March

31, 2013


2014


2013


2014


2013


2014


2013


2014


2013

Loans received/ (Repay)

Bharat Hotels Limited 276,532,266 (660,420,000) – – – – – – 276,532,266 (660,420,000)

Prima Buildwell Private Limited – – 48,000,000 – – – – – 48,000,000 –

Consultancy received

Bharat Hotels Limited 43,875,368 45,150,151 – – – – – – 43,875,368 45,150,151

Fixed Asset Purchased

FIBCOM India Limited – – 3,469,856 – – – – – 3,469,856 –

Interest expense


Dr. Jyotsna Suri – – – – 190,137 190,137 –

Prima Buildwell Private Ltd. – – 3,434,137 – – – – – 3,434,137 –

Purchase of goods/ Services

Bharat Hotels Limited 535,245 1,604,428 – – – – – – 535,245 1,604,428

Expenditure incurred by BHL and Reimbursed by AZIL


Directors’ sitting fees

Dr. Jyotsna Suri – – – – 30,000 40,000 – – 30,000 40,000

Mr. Ramesh Suri – – – – – – 10,000 30,000 10,000 30,000

Mr. Keshav Suri – – – – – – 30,000 40,000 30,000 40,000

Corporate guarantees received

Bharat Hotels Limited 20,263,222 1,685,745,700 – – – – – – 20,263,222 1,685,745,700

Balance outstanding as at the year end

Loan and expenses payable

Bharat Hotels Limited 1,604,905,414 1,158,002,837 – – – – – – 1,604,905,414 1,158,002,837

Dr. Jyotsna Suri – – – – 171,123 – – – 171,123 –

Prima Buildwell Private Ltd – – 51,090,723 – – – – – 51,090,723 –

Corporate guarantee outstanding

Bharat Hotels Limited 1,737,184,866 1,716,921,644 – – – – – – 1,737,184,866 1,716,921,644

30. CAPITAL COMMITMENTSEstimated amount of contracts remaining to be executed and not provided for amounts to Rs. 180,600,477 (previous year: Rs. 324,724,472).

31. During earlier years, the Company had given certain portion of the premises to various entities and individuals on rent. After acquisition by Bharat Hotels Limited, the renovation of the property was initiated, for which it was necessary to have the afore-mentioned rented out portions vacated. As at the end of current year, two tenants were yet to vacate the premises and the Company is in the process of negotiating the settlement with them and at this stage, it is not feasible to quantify the amount of settlement required, if any and therefore, no amount has been accrued in this regard in these financial statements.



116

32. CONTINGENT LIABILITIES NOT PROVIDED FOR

(Amounts in Rs.)

Particulars March 31, 2014 March 31, 2013

Export commitment against EPCG licenses obtained 731,894,280 622,944,264Duty payable if export commitment not met 96,026,369 77,868,033

33. GRATUITY AND OTHER POST-EMPLOYMENT PLANSThe Company has an unfunded defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on separation equal to 15 days salary (last drawn salary) for each completed year of continuous service or part thereof in excess of six months.

The following table summarizes the components of net benefit expense recognized in the statement of profit and loss and the funded status and amounts recognized in the balance sheet for the respective plans.

Statement of profit and lossNet employee benefits expense recognized under Personnel expenses:

(Amounts in Rs.)Particulars For the year ended

March 31, 2014(Rupees)


(Rupees)Current service cost 318,294 207,903Interest cost on benefit obligation 158,163 131,703Expected return on plan assets – –Net actuarial (gain) / loss recognised in the year 134,084 161,095Past service cost – –Net benefit expense 610,541 500,701

Details of defined benefit gratuity plan:

(Amounts in Rs.)Particulars As at



(Rupees)Defined benefit obligation 2,371,477 1,760,936Fair value of plan assets – –Less: Unrecognised past service cost – –Plan asset/ (liability) (2,371,477) (1,760,936)

Changes in the present value of the defined benefit obligation are as follows:

(Amounts in Rs.)Particulars For the year ended



(Rupees)Opening defined benefit obligation 1,760,936 1,407,628Interest cost 158,163 131,703Current service cost 318,294 207,903Benefits paid – (147,393)Actuarial (gains) / losses on obligation 134,084 161,095Closing defined benefit obligation 2,371,477 1,760,936


117

The principal assumptions used in determining gratuity obligations for the Company’s plan are shown below:

Particulars For the year ended March 31, 2014


Discount rate 9.30% 7.95%Future salary Increase 10% for first

years and 7.5 % thereafter

10% for first 2 years and 7.5 %

thereafterExpected rate of return on plan assets – –Employee turnover:- Upto 30 years 15% 15%- Upto 44 years 10% 10%- Above 44 years 3% 3%

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

The company expects to contribute Rs 240,002 to gratuity in the next year (previous year Rs 179,507).

Amounts for the current and previous four periods are as follows:

(Amounts in Rs.)March 31,

2014March 31,

2013March 31,

2012March 31,

2011March 31,

2010Defined benefit obligation 2,371,477 1,760,936 1,407,628 686,899 460,772Plan assets – – – – –Surplus / (deficit) (2,371,477) (1,760,936) (1,407,628) (686,899) (460,772)Experience adjustments on plan liabilities 433,950 27,004 519,387 37,011 (18,156)

Experience adjustments on plan assets – – – – –

34. DERIVATIVE INSTRUMENTS AND UNHEDGED FOREIGN CURRENCY EXPOSURE The Company does not use derivative financial instruments such as forward exchange contracts to hedge its risks associated with foreign currency fluctuations.

Particulars of un-hedged foreign currency exposure as at March 31, 2014 and March 31, 2013:

Currency March 31,2014 March 31,2013INR INR

Advances EUR 8,544 688,514 81,321 5,862,634USD 663 31,194 310,881 16,792,992

Secured loan USD 2,762,667 166,035,714 2,800,000 152,290,040Fixed deposit USD 42,000 2,524,192 42,000 2,284,351

35. SUPPLEMENTARY STATUTORY INFORMATION a) Earnings in foreign currency on accrual basis:

(Amounts in Rs.)

Particulars March 31, 2014 March 31, 2013

Hotel earnings* 792,765 –Other earnings 87,108 61,487* includes reimbursements to guests



118

b) Expenditure in foreign currency on accrual basis (including expenditure incurred during construction period – pending capitalization):

(Amounts in Rs.)

Particulars March 31, 2014 March 31, 2013Professional fees 1,486,104 1,505,743Finance cost 26,437,609 2,319,259

c) Value of imports calculated on CIF basis:

(Amounts in Rs.)

Particulars March 31, 2014 March 31, 2013Capital goods 50,198,652 63,376,793

36. Imported and indigenous raw material, components and spare parts consumed :

Value (Rs.) Percentage of consumption

Value (Rs.) Percentage of consumption


2014


2014


2013


2013

Food and beverage (excluding liquor and wine):

Imported – – – –

Indigenous 3,543,934 100% – –

3,543,934 100% – –

Liquor and wine


Indigenous 729,325 100% – –

729,325 100% – –

Components store and spares


Indigenous 3,017,819 100% – –

3,017,819 100% – –

37. Details of goods traded by the company:

Item Particulars For the year ended March 31, 2014


Quantity Value (Rs.) Quantity Value (Rs.)

General Stores Opening stock – – – –

Purchases – – – –

Sales – – – –

Closing stock – – – –


119

38. DETAILS OF DUES TO MICRO, SMALL AND MEDIUM ENTERPRISES AS PER MSMED ACT, 2006 TO THE EXTENT OF CONFIRMATION RECEIVED.


As atMarch 31, 2014

As atMarch 31, 2013

The principal amount and the interest due thereon (to be shown separately) remaining unpaid to any supplier as at the end of each accounting year

Nil Nil

The amount of interest paid by the buyer in terms of section 16, of the Micro, Small and Medium Enterprise Development Act, 2006 along with the amounts of the payment made to the supplier beyond the appointed day during each accounting year

Nil Nil


Nil Nil

The amount of interest accrued and remaining unpaid at the end of each accounting year; and Nil Nil

The amount of further interest remaining due and payable even in the succeeding years, until such date when the interest dues as above are actually paid to the small enterprise for the purpose of disallowance as a deductible expenditure under section 23 of the Micro, Small and Medium Enterprise Development Act, 2006

Nil Nil

39. PREVIOUS YEAR COMPARATIVESPrevious year figures have been regrouped wherever necessary to conform to this year’s classification.







120

TO THE MEMBERSYour Directors have pleasure in presenting 19th Annual Report together with the Audited Accounts of the Company for the year ended 31st March, 2014.

FINANCIAL RESULTSThe Annual Accounts for the financial year ended 31st March, 2014 have shown a net loss of Rs. 47.77 lacs (Previous Year- Net loss Rs. 37.26 lacs) and after considering earlier loss amounting of Rs. 202.47 lacs a deficit amount of Rs.250.24 lacs has been carried over to the Balance Sheet.

DIVIDENDIn view of the financial position of the Company, your Directors do not recommend any dividend for the financial year ended 31st March, 2014.

JOINT VENTURE Kujjal Builders Private Limited, the joint venture company with Eila Builders and Developers Private Limited was engaged in construction of a hotel and convention centre at Chandigarh. During the current financial year the commercial operations of “The Lalit Chandigarh” hotel has commenced.

AUDIT COMMITTEE The Audit Committee of the Board is comprises of three Non-executive Directors viz Dr. Jyotsna Suri, Mr. Ramesh Suri and Ms. Deeksha Suri.

DIRECTORSIn accordance with the provisions of the Companies Act, 2013 and Articles of Association of the Company, Ms. Divya Suri Singh and Mr. Keshav Suri, Directors of the Company retires by rotation and being eligible offer themselves for re-appointment at the ensuing Annual General Meeting.

The term of Mr. Hanuwant Singh, Managing Director of the Company will expire on 26th November, 2014. The Board of Directors at its meeting held on 2nd August, 2014 has considered to re-appoint Mr. Hanuwant Singh as Managing Director w.e.f. 27th November, 2014 for a further period of 5 years subject to the approval of the members in ensuing Annual General Meeting.



(ii) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the loss of the company for that period;

(iii) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(iv) the directors had prepared the Annual Accounts on a going concern basis.

AUDITORS M/s. V. Shankar Aiyar & Company, Chartered Accountants, New Delhi, retires at the ensuing Annual General Meeting. The Company has received a certificate from the auditors to the effect that that they are eligible for re-appointment as auditors, and are not disqualified under the Companies Act, 2013, the Chartered Accountants Act, 1949, or the rules and regulations made there under.

DIRECTORS’ REPORT

4 Prime Cellular 120-135 250814.indd 120 8/25/2014 2:09:13 PM

121

AUDITORS’ REPORT The observations of the Auditors have been suitably explained in the notes on Accounts and do not call for any further comments.

FIXED DEPOSITS Your Company has not accepted/invited any deposits from the Public for the year under review within the meaning of Section 58A of the Companies Act, 1956 and the rules made there under.

INFORMATION U/S. 217(1)(E) OF THE COMPANIES ACT, 1956 READ WITH THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988.Conservation of Energy, Technology Absorption, Foreign Exchange earnings and Outgo:

a) Conservation of Energy, Technology Absorption: Not Applicable

b) Foreign Exchange earnings and outgo: During the period under review there was no earning and outgo on account of foreign exchange.


ACKNOWLEDGEMENTThe Directors express their gratitude to the shareholders and Bankers of the Company for their continuous support.


Sd/-Place : New Delhi (Dr. JYOTSNA SURI) Dated : 2nd August, 2014 CHAIRPERSONCIN:U74899DL1995PLC066703 (DIN: 00004603)Regd. Office: 401, World Trade Tower, Barakhamba Lane, New Delhi – 110001



122

V. SANKAR AIYAR & CO.CHARTERED ACCOUNTANTS

INDEPENDENT AUDITORS’ REPORT

TOTHE MEMBERS OF PRIME CELLULAR LIMITED

Report on the Financial Statements

We have audited the accompanying financial statements of Prime Cellular Limited (“the Company”), which comprise the Balance Sheet as at 31st March, 2014 and the Statement of Profit & Loss and Cash Flow Statement for the year then ended and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Financial Statements Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 (“the Act”) read with the General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate affairs in respect of section 133 of the Companies Act, 2013. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.


OpinionIn our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March 2014;

b) in the case of the Statement of Profit and Loss, of the loss for the year ended on that date and

c) in the case of Cash Flow Statement, of the cash flows for the year ended on that date.


123

Report on Other Legal and Regulatory Requirements1. As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government

of India in terms of sub-section (4A) of section 227 of the Act, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure a statement on the matters specified in the paragraphs 4 and 5 of the said Order.

2. As required by section 227(3) of the Act, we report that:(a) we have obtained all the information and explanations, which to the best of our knowledge and belief

were necessary for the purpose of our audit;(b) in our opinion, proper books of account as required by law have been kept by the Company so far as

appears from our examination of those books;(c) the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by this report are

in agreement with the books of account;(d) in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with

the Accounting Standards referred to in sub-section (3C) of section 211 of the Act read with the General Circular 15/2013 of the Ministry of Corporate affairs in respect of section 133 of the Companies Act, 2013;

(e) On the basis of written representations received from the directors as on 31st March, 2014 and taken on record by the Board of Directors, none of the directors is disqualified as on 31.03.2014 from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Act.

For V. Sankar Aiyar & Co.Chartered Accountants

ICAI Firm Regn. No. 109208W

Sd/-Ajay Gupta

Place : New Delhi PartnerDated: 27th May, 2014 Membership No. 90104



124

ANNEXURE REFERRED TO PARA 1 IN THE AUDITORS’ REPORT TO THE MEMBERS OF PRIME CELLULAR LIMITED ON THE ACCOUNTS FOR THE YEAR ENDED 31ST MARCH, 2014.

i The Company does not have any fixed assets during the year. Therefore, the provisions of clause 4(i)(a) to (c) of the Order are not applicable.

ii The Company does not have any inventory during the year. Therefore, the provisions of clause 4(ii)(a) to (c) of the Order are not applicable.

iii a) The Company has not granted any loans, secured or unsecured, to companies, firms or other parties required to be covered in the register maintained under section 301 of the Act except granted loan to Kujjal Builders Private Limited, a joint venture company. In respect said loan, the maximum amount involved is Rs. 23,30,76,703 and year-end balance is Rs. 23,30,76,703.

b) In our opinion and according to information and explanations, the terms and conditions of the loan are not prima facie prejudicial to the interest of the Company.

c) We are informed that there is no stipulation regarding repayment of principal and interest. However interest has not been received for the year 2012-13 and 2013-14 and amount outstanding is Rs. 4,55,65,277.

d) Since there is no stipulation regarding repayment of principal and interest the question of overdue amount does not arise.

e) The Company has not taken any loans, secured or, unsecured from companies, firms or other parties covered in the register maintained under section 301 of the Act except unsecured loan taken from Bharat Hotels Limited, the holding company. The maximum amount outstanding is Rs. 26,22,27,687 and year-end balance is Rs. 26,22,27,687.

f) In our opinion and according to the information and explanations given to us, the aforesaid loan, rate of interest (where applicable) and other terms and conditions are prima facie, not prejudicial to the interest of the company.

g) In respect of loan take, payment of principal is as stipulated and interest has not been paid for the year 2012-13 and 2013-14 and amount outstanding is Rs. 5,08,68,673.

iv The Company has not made any purchase of inventory, fixed assets and sale of goods and services during the year. Therefore, the provisions of clause 4(iv) of the Order are not applicable.

v According to the information given to us, there are no contracts or arrangements during the year that need to be entered into a register in pursuance of section 301 of the Act.

vi The Company has not accepted deposits from the public within the provisions of sections 58A and 58AA of the Act or any other relevant provisions and the Rules framed there under.

vii A practicing firm of Chartered Accountants has carried out internal audit during the year. In our opinion, the internal audit system of the company is commensurate with the size and nature of its business.

viii The Central Government has not prescribed maintenance of cost records under clause (d) of sub-section (1) of section 209 of the Act in respect of Company’s activities.

ix a) According to the information and explanations given to us and records of the Company examined by us, in our opinion, the Company has been generally regular in depositing undisputed statutory dues including Income-tax and any other statutory dues with the appropriate authorities. There were no arrears of undisputed statutory dues as at 31st March, 2014, which were outstanding for a period of more


125

than six months from the date they became payable. We are informed that there is no liability towards Provident Fund, Investor Education and Protection Fund, Employees’ State Insurance, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty and Cess for the year under audit.

b) There are no disputed dues which have remained unpaid as on 31st March, 2014 in respect of income tax.

x The Company’s accumulated losses are less than fifty percent of net worth as at 31.03.2014. The Company has incurred cash losses during the financial year covered by our audit and in the immediately preceding previous year.

xi The Company has not taken any loans from financial institutions or banks or debenture holders. Therefore the question of default in repayment of dues does not arise.

xii The Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

xiii The Company is not a chit fund / nidhi / mutual benefit fund / society. Therefore, the provisions of clause 4(xiii) of the Order are not applicable.

xiv The Company is not dealing or trading in shares, securities, debentures and other investments. Therefore, the provisions of clause 4(xiv) of the Order are not applicable.

xv According to information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

xvi According to the records of the Company, no term loans have been taken during the year. Therefore, the provisions of clause 4(xvi) of the Order are not applicable.

xvii During the year, the Company has not raised funds on short term basis. Therefore, the provisions of clause 4(xvii) of the Order are not applicable.

xviii During the year, the Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under section 301 of the Act.

xix As the Company has no outstanding debentures during the year, question of creating securities or charge does not arise.

xx The Company has not raised any money through public issue of securities during the year and therefore, verification of the end use of money does not arise.

xxi Based on the audit procedure performed and the representation obtained from the management, we report that no case of fraud on or by the Company has been noticed or reported during the year under audit.



Sd/-Place : New Delhi (Ajay Gupta)Dated : 27th May, 2014 Partner Membership no. 90104



126

BALANCE SHEET as at 31st March, 2014

Particulars NoteNo.


(Rupees)


(Rupees)

EQUITY AND LIABILITIES

Shareholders’ funds

Share capital 2 400,000,000 400,000,000

Reserves and surplus 3 (25,023,959) (20,247,114)

374,976,041 379,752,886

Non-current liabilities

Long-term borrowings 4 211,359,014 209,944,014

211,359,014 209,944,014

Current liabilities

Trade payables 5 124,212 130,155

Other current liabilities 6 51,397,329 24,410,205

Short term provisions - Employee Benefits 293,425 –

51,814,966 24,540,360

TOTAL 638,150,021 614,237,260

ASSETS

Non-current assets

Non-current investments 7 400,000,000 400,000,000

Long-term loans and advances 8 192,574,236 192,181,355

Other non-current assets 9 45,565,276 21,938,837

638,139,512 614,120,192

Current assets

Cash and cash equivalents 10 10,509 117,068

10,509 117,068

TOTAL 638,150,021 614,237,260

Significant Accounting Policies 1



For V. Sankar Aiyar & Co. For and on behalf of the Board of Directors ofChartered Accountants Prime Cellular LimitedICAI Firm Regn. No. 109208 W

Sd/- Sd/- Sd/-Ajay Gupta Hanuwant Singh Dr. Jyotsna SuriPartner Managing Director DirectorMembership No. 90104 (DIN: 00131026) (DIN: 00004603)

Sd/-

Place : New Delhi Place : New Delhi Vineet MaheshwariDate : 27th May, 2014 Date : 27th May, 2014 Company Secretary


127




Sd/-


STATEMENT OF PROFIT AND LOSS ACCOUNT for the year ended 31st March, 2014

Particulars NoteNo.


(Rupees)


(Rupees)

INCOME

Other income 11 26,396,690 24,511,979

26,396,690 24,511,979

EXPENSES

Employee benefits expense 12 963,775 636,127

Finance costs 13 29,459,910 27,060,838

Other expenses 14 749,850 540,645

3,11,73,535 28,237,610

Profit / (Loss) for the year before taxation (4,776,845) (3,725,631)

Less : Tax expense

- Current tax – –

- Deferred tax – –

Profit/(Loss) for the year after taxation (4,776,845) (3,725,631)

Basic/Diluted Earnings per share (face value of Rs. 100/- each)

15 (1.19) (0.93)

Significant Accounting Policies and 1

Other Notes on Accounts 16 to 23



128

CASH FLOW STATEMENT for the year ended 31st March, 2014


(Rupees)


(Rupees)

A. Cash flow from/(used in) operating activitiesNet profit before taxation (4,776,845) (3,725,631)Adjustments for:Interest income (26,251,599) (24,376,486)Interest expense 29,459,910 27,060,838 Operating loss before working capital changes (1,568,534) (1,041,279)Movements in working capital:Increase / (decrease) in trade payable (5,943) 23,385 Increase / (decrease) in other current laibilities 766,629 (2,636,695)Cash generated from/(used in) operations (807,848) (3,654,589)Direct taxes paid (Net of Refund) (392,881) (501,992)Net cash from/(used in) operating activities (1,200,729) (4,156,581)

B. Cash flow from/(used in) investing activitiesLoans to Joint venture Company – (20,090,510)Interest received 2,625,161 22,528,159 Net cash from/(used in) investing activities 2,625,161 2,437,649

C. Cash flow from financing activitiesPayment of interest (2,945,991) (2,706,084)Proceeds from loans 1,415,000 4,069,000 Net cash from financing activities (1,530,991) 1,362,916 Net increase / (decrease) in cash and cash equivalents (A+B+C) (106,559) (356,016)Cash and cash equivalents at the beginning of the year 117,068 473,084 Cash and cash equivalents at the end of the year 10,509 117,068 Components of cash and cash equivalents Cash in hand 4,290 4,640 Balances with scheduled banks: In current accounts 6,219 112,428

10,509 117,068

Note:The cash flow statement has been prepared under the indirect method as set out in the Accounting Standard 3 “Cash Flow Statement” issued by the Institute of Chartered Accountants of India.




Sd/-



129

SIGNIFICANT ACCOUNTING POLICIES AND NOTES ON ACCOUNTS

NATURE OF OPERATIONSThe Company has entered into a Joint Venture with Eila Builders and Developers Private Limited, a subsidiary of Deeksha Holding Limited, and has established a Joint Venture Company named Kujjal Builders Private Limited, for the purpose of developing, constructing and operating a hotel and convention centre at Chandigarh.


1.01 Basis of PreparationThe financial statements have been prepared to comply in all material respects with the Notified Accounting Standards by Companies (Accounting Standards) Rules 2006, the provisions of the Companies Act, 2013 (to the extent notified) and of the Companies Act, 1956. The financial statements have been prepared under the historical cost convention and on a going concern basis. The accounting policies have been consistently applied by the Company and, are consistent with those used in the previous year.

1.02 Use of EstimatesThe preparation of financial statements in conformity with generally accepted accounting principles requires that management make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the results of operations during the reporting year end. Although these estimates are based upon management’s best knowledge of current events and actions, actual results could differ from these estimates.

1.03 InvestmentsInvestments that are readily realizable and intended to be held for not more than a year are classified as current investments. All other investments are classified as long-term investments. Current investments are carried at lower of cost and fair value determined on an individual investment basis. Long-term investments are carried at cost. However, provision for diminution in value is made to recognize a decline other than temporary in the value of the investments.

1.04 Revenue Recognition

InterestRevenue is recognized on a time proportion basis, taking into account the amount outstanding and the rate applicable.

1.05 Foreign currency translation:

(i) Initial Recognition:Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency amount the exchange rate between the reporting currency and the foreign currency at the date of the transaction.

(ii) Conversion:Foreign currency monetary items are reported using the closing rate. Non-monetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction; and non-monetary items which are carried at fair value or other similar valuation denominated in a foreign currency, are reported using the exchange rates that existed when the values were determined.

(iii) Exchange Differences:Exchange differences arising on the settlement of monetary items or on reporting monetary items at rates different from those at which they were initially recorded during the year or reported in previous financial statements, are recognized as income or as expenses in the year in which they arise.



130

1.06 Income taxesTax expense comprises of current and deferred tax. Current income tax is measured at the amount expected to be paid to the tax authorities in accordance with the Income-tax Act, 1961. Deferred income taxes reflect the impact of current year timing differences between taxable income and accounting income for the year and reversal of timing differences of earlier years.Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the balance sheet date. Deferred tax assets are recognized only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized. In situations where the Company has unabsorbed depreciation or carry forward tax losses, all deferred tax assets are recognized only if there is virtual certainty supported by convincing evidence that they can be realized against future taxable profits.At each Balance Sheet date, the Company re-assesses unrecognized deferred tax assets. It recognizes deferred tax assets to the extent that it has become reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available against which such deferred tax assets can be realized.The carrying amount of deferred tax assets are reviewed at each balance sheet date. The Company writes-down the carrying amount of a deferred tax asset to the extent that it is no longer reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available against which deferred tax asset can be realized. Any such write-down is reversed to the extent that it becomes reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available.

1.07 Earnings per ShareBasic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. The weighted average number of equity shares outstanding during the period are adjusted for events of bonus issue; bonus element in a rights issue to existing shareholders; share split; and reverse share split (consolidation of shares), if any.For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares, if any.

1.08 Provisions, Contingent Liabilities and Contingent Assets:As required by Accounting Standard 29 – “Provisions, Contingent Liabilities and Contingent Assets” (AS – 29), provision is recognized when the Company has a present obligation as a result of a past event and it is probable that an outflow of resources will be required to settle the obligation and when a reliable estimate of the amount of the obligation can be made. Provisions are not discounted to its present value and are determined based on best estimates required to settle the obligation at the balance sheet date. Contingent liabilities are recognized only when there is a possible obligation arising from past events due to occurrence or non occurrence of one or more uncertain future events not wholly within the control of the Company or where any present obligation cannot be measured in terms of future outflow of resources or where a reliable estimate of the obligation cannot be made. The obligations are reviewed at each balance sheet and adjusted to reflect the current best estimates. Contingent assets are neither recognized nor disclosed in the financial statements.

1.09 Treatment of Employee BenefitsThe Company makes adequate provision to cover present liability for future payment of gratuity. Though there are no specified rules, the employees are allowed the benefit of leave encashment. It is a accounted on accrual basis.


131

2. SHARE CAPITAL

(Amount in Rupees)



Authorized4,000,000 (previous year 4,000,000) Equity Shares of Rs. 100/- each 400,000,000 400,000,000

Issued, Subscribed and Paid-up4,000,000 (previous year 4,000,000) Equity Shares of Rs 100/- each fully paid-up 400,000,000 400,000,000

(a) The Company has only one class of shares referred to as equity shares having a par value of Rs. 100/-. Each holder of equity shares is entitled to one vote per share.

(b) Reconciliation of number of shares

Numbers NumbersShares outstanding at the beginning of the year 4,000,000 4,000,000 Shares outstanding at the end of the year 4,000,000 4,000,000

(c) Shares held by each shareholder holding more than 5% shares

Bharat Hotels Limited (being the Holding Company) 3,984,000 3,984,000 % holding 99.60% 99.60%

3. RESERVES AND SURPLUS

Surplus / (Deficit)Opening Balance (20,247,114) (16,521,483)Add:Profit/(Loss) for the year after tax as per Statement of Profit and Loss (4,776,845) (3,725,631)

TOTAL (25,023,959) (20,247,114)


Unsecured loan from related party - From Bharat Hotels Limited (Holding Company) 211,359,014 209,944,014 TOTAL 211,359,014 209,944,014 Terms of repaymentThe above loan is repayable within a period of 8 years starting from May 2013. Interest rate at year end is 14% per annum.

5. TRADE PAYABLES

Due to Micro and Small Enterprises (Refer Note No. 20) – –Others 124,212 130,155 TOTAL 124,212 130,155


Interest accrued & due on borrowing (related party) 50,868,673 24,354,754 Accrued employee benefits 73,650 – Statutory dues 455,005 55,451 TOTAL 51,397,328 24,410,205



132

7. NON CURRENT INVESTMENTS

(Amount in Rupees)



(At Cost)Trade - Unquoted Investment in Equity InstrumentsIn Joint Venture (Refer note no.19)40,000,000 (Previous Year 40,000,000) equity shares of Rs. 10/- each fully paid up in Kujjal Builders Private Limited 400,000,000 400,000,000

TOTAL 400,000,000 400,000,000 NoteThe Company has an investment of Rs. 400,000,000 and has given a loan of Rs. 187,511,427 (excluding interest accrued of Rs. 45,565,277) to Kujjal Builders Private Limited (KBPL) (a Joint Venture Compnay in which Company holds 50% shareholding) for setting up a hotel property at Chandigarh. KBPL has accumulated losses of Rs. 93,285,543 as at 31.03.2014. The Board of directors of the Company are of the view that there is no diminution, other than temporary, in the value of investment and accordingly, no provision is considered necessary at this stage.

8. LONG-TERM LOANS AND ADVANCES

(Unsecured -Considered good)Loan to a related party - Kujjal Builders Private Limited (See Note No.18 ) 187,511,427 187,511,427 Tax Deducted at Source (Net of provisions - Rs. Nil, previous year - Rs. Nil) 5,062,809 4,669,928

TOTAL 192,574,236 192,181,355

9. OTHER NON-CURRENT ASSETS

(Unsecured -Considered good)Interest accrued on loan to a related party - Kujjal Builders Private Limited 45,565,276 21,938,837TOTAL 45,565,276 21,938,837


Cash in hand 4,290 4,640Balances with scheduled banks in: - Current accounts 6,219 112,428TOTAL 10,509 117,068

11. OTHER INCOME

(Amount in Rupees)For the year ended 31st March, 2014


Interest on:- Loan to joint venture company 26,251,599 24,376,486 - Income tax refund 145,091 135,493 TOTAL 26,396,690 24,511,979

12. EMPLOYEE BENEFITS EXPENSE

Salaries, wages and bonus 670,350 636,127Provision for gratuity and leave encashment (Refer note 21) 293,425 –TOTAL 963,775 636,127


133

13. FINANCE COST

(Amount in Rupees)



Interest - on loan from Holding Company 29,459,910 27,060,838TOTAL 29,459,910 27,060,838

14. OTHER EXPENSES

Rate and Taxes 860 665 Interest on late payment of TDS 21,576 135,183 Traveling and conveyance 210,000 210,000 Bank charges 1,128 225Legal and professional fees 371,454 80,152 Appeal filling fees 10,000 –Payment to Auditor - Audit fee 112,360 114,420 - Tax audit fee 22,472 –TOTAL 749,850 540,645

15. EARNINGS PER SHARE

Profit/(Loss) after current and deferred tax (4,776,845) (3,725,631)Weighted average number of equity shares of Rs. 100/- each 4,000,000 4,000,000 EPS (Rs.)- Basic and Diluted (1.19) (0.93)

16. SEGMENT INFORMATION

The Company has only one reportable business segment, which is operating hotels (through Joint Venture Company) and it operates in a single business segment based on the nature of the services, the risks and returns, the organization structure and the internal financial reporting systems. Accordingly, the figures appearing in these financial statements relate to the Company’s single business segment.

17 INCOME TAX AND DEFERRED TAX

As per the Accounting Standard 22 ‘Accounting for taxes on income’, the Company have a net deferred tax asset, primarily comprising of accumulated tax losses. However, as the management is not virtually certain of subsequent realization of the asset, no deferred tax asset has been computed or recognized in these financial statements.

18 RELATED PARTY DISCLOSURES

a) Names of related parties and their relationship:

i) Holding Company: Bharat Hotels Limited

ii) Joint Venture Company: Kujjal Builders Private Limited

iii) Key Management Personnel: - Mr. Hanuwant Singh – Managing Director - Dr. Jyotsna Suri – Director

b) Loan taken from the Holding Company is on mutually agreed commercial terms.



134

c) Transactions with above parties in the ordinary course of business are as follows:

(Amount in Rs.)

Nature of Transaction Holding Company Joint Venture Company2013-14 2012-13 2013-14 2012-13

Bharat Hotels LimitedLoans taken - received / (repaid) 1,415,000 4,069,000 – –Interest expense 29,459,910 27,060,838 – –Loan payable at year end 211,359,014 209,944,014 – –Accrued Interest outstanding at the year end 50,868,673 24,354,754 – –Total payable at the end of the year 262,227,687 234,298,768 – –Kujjal Builders Private LimitedInterest income – – 26,251,599 24,376,486Loan receivable at the year end – – 187,511,427 187,511,427Accrued Interest outstanding at the year end – – 45,565,276 21,938,837Total receivable at the end of the year – – 233,076,703 209,450,264

19. INTEREST IN JOINT VENTURE

Name of jointly controlled entity: Kujjal Builders Private Limited, incorporated in India.

Description of interest: The Company holds 40,000,000 (previous year: 40,000,000) equity shares of Rs. 10/- each out of a total paid up capital of 80,000,000 (previous year: 80,000,000) equity shares of Kujjal Builders Private Limited.

Proportion of ownership interest: 50% share in the equity share capital

Proportionate interest (50%) of the Company in the jointly controlled entity:(Amount in Rs.)

Particulars 31 March 2014 31 March 2013AssetsNon-current assets 2,126,431,615 1,562,384,556Current assets 56,580,167 9,868,578Total 2,183,011,782 1,572,253,134LiabilitiesNon-current liabilities 1,564,916,324 643,874,020Current liabilities 264,738,232 530,742,453Total 1,829,654,555 1,174,616,473

Income 1,1562,892 1,800,557Expenses (including tax expense) 55,842,325 1,836,098 Contingent Liability 95,938,893 24,757,901Capital Commitment 60,350,000 157,500,000


135

20. DETAILS OF DUES TO MICRO, SMALL AND MEDIUM ENTERPRISES AS PER MSMED ACT, 2006 TO THE EXTENT OF CONFIRMATION RECEIVED




The principal amount and the interest due thereon (to be shown separately) remaining unpaid to any supplier as at the end of each accounting year.

Nil Nil

The amount of interest paid by the buyer in terms of section 16, of the Micro, Small and Medium Enterprise Development Act, 2006 along with the amounts of the payment made to the supplier beyond the appointed day during each accounting year.

Nil Nil


Nil Nil


The amount of further interest remaining due and payable even in the succeeding years, until such date when the interest dues as above are actually paid to the small enterprise for the purpose of disallowance as a deductible expenditure under section 23 of the Micro, Small and Medium Enterprise Development Act, 2006.

Nil Nil

21. The number of employees in the roll of the Company as on 31.03.2014 is one. Provision for Gratuity and Leave Encashment has been made for accruing liability as on 31.03.2014 Keeping in view the small number and non-materially, actuarial valuation is not considered necessary.

22. Additional information pursuant to the provisions of Part II of Schedule VI to the Companies Act, 1956 have not been given as these are not applicable to the Company for the year.

23. Previous year figures have been regrouped wherever necessary to conform to this year’s classification.




Sd/-




136

TO THE MEMBERSYour Directors have pleasure in presenting 8th Annual Report together with the Audited Accounts of the Company for the year ended as on 31st March, 2014.

FINANCIAL RESULTSDuring the year under consideration your company did not commence any operation activity. The Annual Accounts for the year ended 31st March, 2014 have shown a net profit of Rs. 1.12 lacs (Previous Year- Net loss Rs. 1.02 lacs) and after considering earlier deficit amount of Rs. 274.03 lacs a deficit amount of Rs. 272.91 lacs (Previous Year deficit amount of Rs. 274.03 lacs) has been carried over to the Balance Sheet.


JOINT VENTURE COMPANYThe Company along with Premium Holdings Limited, a Company incorporated under the laws of the Isle of Man, British Isles, U.K., has entered into a Joint Venture with Lost City Developments L.L.C., Dubai, U.A.E., and established a Joint Venture Company called Cavern Hotel and Resort FZCO, incorporated in Dubai, U.A.E., for the purpose of design, development, construction, marketing and management of a five star deluxe hotel at Lost City, L.L.C., Dubai. In this company your company holds 16.67 % Equity shares.



(ii) the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit of the company for that period;

(iii) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(iv) the Directors had prepared the Annual Accounts on a going concern basis.

DIRECTORSAs per the provisions of the Companies Act, 2013, Ms. Divya Suri Singh, retires by rotation and being eligible offers herself for re-appointment at the ensuing Annual General Meeting.

AUDITORS M/s. V. Shankar Aiyar & Company, Chartered Accountants, New Delhi, retires at the ensuing Annual General Meeting. The Company has received a certificate from the auditors to the effect that that they are eligible for re-appointment as auditors, and are not disqualified under the Companies Act, 2013, the Chartered Accountants Act, 1949, or the rules and regulations made there under.

AUDITORS’ REPORT The Auditors have qualified their report as follows: “The Company has communicated its intention to exit from the Joint venture at Dubai and is in process of initiating arbitration proceedings as per the terms of the Joint Venture Agreement. However, Company has not created provision against the investment of Rs. 1,084,766 and Loan of Rs. 53,726,479 (after provision of Rs. 14,076,421) in theses financial statements. The ultimate outcome of the matter cannot presently be determined,

DIRECTORS’ REPORT

5 Prima Buidwell AR 136-156 250814.indd 136 8/25/2014 2:14:58 PM

137

and accordingly they are unable to comment on the recoverability of the assets from the Joint Venture and its consequential impact in these financial statements.”The Company has given a loan of AED 5,500,000 to Cavern Hotel and Resort FZCO, a joint venture Company in which the Company has 16.67% interest, for setting up a hotel property at AL-Furjan Dubai with Lost City LLC. The joint venture has paid advance for purchase of land to AL-Furjan LLC (associate of Lost City). Subsequently, due to precarious financial situation in Dubai, AL-Furjan LLC has not developed the land as per the land purchase agreement and the Company has informed its intention to exit from the joint venture. In this regard, the loan being recoverable in foreign currency has not been restated as required under AS-11 in view of the uncertainty of the time of recovery and the amount. In the opinion of the management, the exchange rate prevailing as on the balance sheet date would give rise to income of Rs. 1,51,61,850 (Previous year - Rs. 68,99,750) which is uncertain of recovery. Further, the Company has taken steps to recover the loan outstanding of Rs. 67,802,900 at the rate prevailing as on 31st March, 2011 and the investment of Rs. 1,084,766 and is in the process of initiating arbitration proceedings as per the terms of the JV agreement. However, the management estimate a likely loss of Rs. 14,076,421 for which provision has been made. The Company is confident that it will be able to resolve the matter and recover the outstanding loan and the investment.The other observations of the Auditors referred to in the Auditors’ Report are appropriately dealt with in the respective Notes to Accounts and hence do not call for further explanations.

FIXED DEPOSITS The Company has not accepted/invited any deposits from the Public for the year under review within the meaning of Section 58A of the Companies Act, 1956 and the rules made there under.

INFORMATION U/S. 217(1)(E) OF THE COMPANIES ACT, 1956 READ WITH THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988.Conservation of Energy, Technology Absorption, Foreign Exchange earnings and Outgo:

a) Conservation of Energy, Technology Absorption: Not Applicable

b) Foreign Exchange earnings and outgo: During the period under review there was no earning and outgo on account of foreign exchange.


COMPLIANCE CERTIFICATEThe Company has obtained the Compliance Certificate from Practicing Company Secretary to the effect that the Company has complied with all the provisions of the Companies Act, 1956. A copy of the said Certificate is attached to this Report.

ACKNOWLEDGEMENTThe Directors express their gratitude to members and Bankers of the company for their continuous support.


Sd/-Place : New Delhi (Dr. JYOTSNA SURI) Dated : 2nd August, 2014 CHAIRPERSONCIN: U70109DL 2006PTC 149732 (DIN: 00004603)Regd. Office: 25, Ground Floor,World Trade Centre,Barakhamba Lane, New Delhi-110001



138


COMPANY REGN. NO. : U70109DL 2006PTC 149732NOMINAL CAPITAL : RS. 500 LACS

To,The MembersPRIMA BUILDWELL PRIVATE LIMITED

We have examined the registers, records, books and papers of Prima Buildwell Private Limited (“the Company”) as required to be maintained under the Companies Act, 1956, (“the Act”) and the rules made thereunder and also the provisions contained in the Memorandum and Articles of Association of the Company for the financial year ended on 31st March, 2014 (“the financial year”). In our opinion and to the best of our information and according to the examinations carried out by us explanations furnished to us by the company, its officers and agents, we certify that in respect of the aforesaid financial year:



3. The Company being a private limited company has minimum prescribed paid-up capital and its maximum number of members during the said financial year were 2 excluding its present and past employees and the company during the year under scrutiny:

(i) has not invited public to subscribe for its shares or debentures; and

(ii) has not invited or accepted any deposits from persons other than its members, directors or their relatives.


5. The Company has not closed its Register of Members during the said period.


7. One Extra-Ordinary General Meeting was held during the financial after giving due notice to the members of the company and the resolutions passed thereat were duly recorded in Minutes Book maintained for the purpose.

8. The Company has not advanced any loans to its Directors or persons or firms or companies referred in the section 295 of the Act during the said period.



11. As there was no instance falling within the purview of section 314 of the Act, the company has not obtained any approvals from the Board of Directors, members or Central Government, as the case may be.

12. The Company has not issued any duplicate share certificate during the said period.


139

13. The Company has:

(i) Not made any allotment of securities or transfer/transmission during the year.

(ii) not deposited any amount in a separate Bank Account as no dividend was declared during the year.

(iii) the company was not required to post warrants to any members of the company as no dividend was declared during the financial year.

(iv) not transferred any amounts to Investor Education and Protection Fund during the year as there was no amount was unclaimed or unpaid.

(v) duly complied with the requirements of section 217 of the Act.

14. The Board of Directors of the company is duly constituted. There was no appointment of additional directors, alternate directors and directors to fill casual vacancy during the financial year.

15. The Company has not appointed any Managing Director/Whole-time Director / Manager during the said period.

16. The Company has not appointed any sole-selling agents during the said period.


18. The Directors have disclosed their interest in other firms/companies to the Board of Directors pursuant to the provisions of the Act and the rules made thereunder.





23. The Company has not invited/accepted any deposit including any unsecured loan falling within the purview of Section 58A during the said period.

24. The amount borrowed by the Company from holding company during the financial year are within borrowing limits.

25. The loans or advances or guarantees or securities to other bodies corporate are as per the provisions of the Act.




29. The Company has not altered the provisions of the memorandum with respect to share capital of the company during the year under scrutiny.



140

30. The Company has not altered its Articles of Association during the financial year.



33. The Company has not created any trust of PF for its employees under Section 418 of the Act.


Sd/-Place : New Delhi (RAVI SHARMA)Dated : 2nd August, 2014 Partner (C.P.No. 3666)


141



Sl. No. Name of Register Under Section1. Register of Members 150

2. Register of Share Transfer 108

3. Register of Particulars of contracts, companies and firms in which directors are interested 301

4. Register of Directors, Managing Director, Manager and Secretary 303

5. Register of Directors’ Shareholdings 307

6. Books of Accounts 209

7. Minutes of Meetings of Board of Directors 193

8. Minutes of General Meetings 193

9. Register of mortgage charges 143



Sl. No.

Form No. U/ Section Particulars Date of Filing Whether filed within prescribed time Yes/No

1 23 192 For the matters under Sec. 372A 20.04.2013 Yes

2. 20B 159 Annual Return 10.10.2013 Yes

3. 23AC (XBRL) & 23 ACA (XBRL)

220 Balance Sheet & Profit & Loss Account.

30.09.2013 yes

4 23 192 For the matters under Sec. 293(1)(d) and 372A

27.09.2013 Yes

5. 66 383A Compliance Certificate 09.09.2013 Yes


Sd/-Place : New Delhi (RAVI SHARMA)Dated : 2nd August, 2014 Partner (C.P.No. 3666)



142

V. SANKAR AIYAR & CO.CHARTERED ACCOUNTANTS

INDEPENDENT AUDITORS’ REPORT

TO THE MEMBERS OF PRIMA BUILDWELL PRIVATE LIMITEDReport on the Financial Statements

We have audited the accompanying financial statements of Prima Buildwell Private Limited (“the Company”), which comprise the Balance Sheet as at 31st March, 2014 and the Statement of Profit & Loss and Cash Flow Statement for the year then ended and a summary of significant accounting policies and other explanatory information.

MANAGEMENT’S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 (“the Act”) read with the General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate affairs in respect of section 133 of the Companies Act, 2013. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

AUDITOR’S RESPONSIBILITY

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.


BASIS FOR QUALIFIED OPINIONAttention is invited to note 23 to the financial statements, wherein it is stated the Company has communicated its intention to exit from the Joint venture at Dubai and is in process of negotiating for recovery as per the terms of the Joint Venture Agreement. However, Company has not created provision against the investment of Rs. 1,084,766 and Loan of Rs. 53,726,479 (after provision of Rs. 14,076,421) in these financial statements for reasons more fully described therein. The ultimate outcome of the matter cannot presently be determined, and accordingly we are unable to comment on the recoverability of the assets from the Joint Venture and its consequential impact in these financial statements.

OPINIONIn our opinion and to the best of our information and according to the explanations given to us, except for the possible effects of the matters described in the Basis for Qualified Opinion paragraph, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:


143

a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014;

b) in the case of the Statement of Profit and Loss, of the profit for the year ended on that date and;

c) in the case of Cash Flow Statement, of the cash flows for the year ended on that date.

REPORT ON THE LEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditor’s Report) Order, 2003 (“the Order”) issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure a statement on the matters specified in the paragraphs 4 and 5 of the said Order.

2 As required by section 227(3) of the Act, we report that:

(a) we have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purpose of our audit;

(b) in our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books;

(c) the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by this report are in agreement with the books of account;

(d) in our opinion, the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement comply with the Accounting Standards referred to in sub-section (3C) of section 211 of the Act read with the General Circular 15/2013 of the Ministry of Corporate affairs in respect of section 133 of the Companies Act, 2013 except in respect of loan of AED 5,500,000 being not restated as required under AS-11 for the reason stated in Note 23.

(e) On the basis of written representations received from the directors as on 31st March, 2014 and taken on record by the Board of Directors, none of the directors is disqualified as on 31.03.2014 from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Act.



Sd/-Ajay Gupta.

Place : New Delhi PartnerDated : 27th May, 2014 Membership No. 90104



144

ANNEXURE REFERRED TO PARA 1 IN THE AUDITORS’ REPORT TO THE MEMBERS OF PRIMA BUILDWELL PRIVATE LIMITED ON THE ACCOUNTS FOR THE YEAR ENDED 31ST MARCH, 2014.

i The Company does not have any fixed assets during the year. Therefore, the provisions of clause 4(i)(a) to (c) of the Order are not applicable.

ii The Company does not have any inventory during the year. Therefore, the provisions of clause 4(ii)(a) to (c) of the Order are not applicable.

iii a) The Company has not granted any loans, secured or unsecured, to companies, firms or other parties required to be covered in the register maintained under section 301 of the Act except loan to the following parties

S No Party Maximum outstanding

Amount outstanding

Interest Rate

Interest outstanding

1 Cavern Hotel and Resorts FZCO 67,802,900 67,802,900 Interest free –2 Appollo Zipper India Ltd. 51,090,723 51,090,723 13% 3,090,723 3 Jyoti Ltd. 270,000 Nil Interest free – 4 Kujjal Builders Pvt. Ltd. 2,760,755 2,760,755 13% 160,755 5 The Lalit Suri Charitable Trust 2,700,000 2,700,000 Interest free –

Total 124,624,378 124,354,778 3,251,478

b) In our opinion and according to information and explanations, the terms and conditions of the loan are not prima facie prejudicial to the interest of the Company.

c) We are informed that there is no stipulation regarding repayment of principal and interest. However interest has not been received for the year 2013-14 and amount outstanding is Rs. 3,251,478.

d) Since there is no stipulation regarding repayment of principal and interest the question of overdue amount does not arise. Attention is also drawn to note 23 of the statement of accounts.

e) The Company has not taken any loans, secured or unsecured from companies, firms or other parties covered in the register maintained under section 301 of the Act except unsecured loan taken from Bharat Hotels Limited, the holding company. The maximum amount outstanding is Rs. 152,902,278 and year-end balance is Rs. 109,411,376.

f) In our opinion and according to the information and explanations given to us, the aforesaid loan, rate of interest (where applicable) and other terms and conditions are prima facie, not prejudicial to the interest of the company.

g) In respect of loan taken payment of principal and interest is as stipulated.

iv The Company has not made any purchase of inventory, fixed assets and sale of goods and services during the year. Therefore, the provisions of clause 4(iv) of the Order are not applicable.

v According to the information given to us, there are no contracts or arrangements during the year that need to be entered into a register in pursuance of section 301 of the Act.

vi The Company has not accepted deposits from the public within the provisions of sections 58A and 58AA of the Act or any other relevant provisions and the Rules framed there under.

vii Since the Company is neither a listed Company, nor having paid up capital and reserves exceeding Rs. 50 lacs at the commencement of the financial year and does not have an average annual turnover exceeding five crore rupees for a period of three consecutive financial years immediately preceding the financial year concerned. Therefore, the provisions of clause 4(vii) of the Companies (Auditors Reports) Order relating to internal audit system are not applicable.


145

viii The Central Government has not prescribed maintenance of cost records under clause (d) of sub-section (1) of section 209 of the Act in respect of Company’s activities

ix a) According to the information and explanations given to us and records of the Company examined by us, in our opinion, the Company has been generally regular in depositing undisputed statutory dues including Income-tax and any other statutory dues with the appropriate authorities. There were no arrears of undisputed statutory dues as at 31st March, 2014, which were outstanding for a period of more than six months from the date they became payable. We are informed that there is no liability towards Provident Fund, Investor Education and Protection Fund, Employees’ State Insurance, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty and Cess for the year under audit.

b) There are no disputed dues which have remained unpaid as on 31st March, 2014 in respect of income tax.

x The Company’s accumulated losses are more than fifty percent of net worth as at 31.03.2014. The Company has not incurred cash losses during the financial year covered by our audit however has incurred cash losses in the immediately preceding previous year.

xi The Company has not taken any loans from financial institutions or banks or debenture holders. Therefore the question of default in repayment of dues does not arise.

xii The Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

xiii The Company is not a chit fund / nidhi / mutual benefit fund / society. Therefore, the provisions of clause 4(xiii) of the Order are not applicable.

xiv The Company is not dealing or trading in shares, securities, debentures and other investments. Therefore, the provisions of clause 4(xiv) of the Order are not applicable.

xv According to information and explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

xvi According to the records of the Company, no term loans have been taken during the year. Therefore, the provisions of clause 4(xvi) of the Order are not applicable.

xvii During the year, the Company has not raised funds on short term basis. Therefore, the provisions of clause 4(xvii) of the Order are not applicable.

xviii During the year, the Company has not made any preferential allotment of shares to parties and companies covered in the Register maintained under section 301 of the Act.

xix As the Company has no outstanding debentures during the year, question of creating securities or charge does not arise.

xx The Company has not raised any money through public issue of securities during the year and therefore, verification of the end use of money does not arise.

xxi Based on the audit procedure performed and the representation obtained from the management, we report that no case of fraud on or by the Company has been noticed or reported during the year under audit.



Sd/-Place : New Delhi (Ajay Gupta)Dated : 27th May, 2014 Partner Membership no. 90104



146

BALANCE SHEET as at 31st March 2014

(Amount in Rupees)Particulars Note

No.As at

31st March, 2014As at

31st March, 2013

EQUITY AND LIABILITIES

Shareholders’ funds

Share capital 2 30,100,000 30,100,000

Reserves and surplus 3 (27,290,903) (27,403,070)

2,809,097 2,696,930

Non-current liabilities

Long-term borrowings 4 105,972,278 52,902,278

Deferred tax liabilities 5 366,493 366,493

106,338,771 53,268,771

Current liabilities

Short-term borrowings 6 – 100,000,000

Trade payables 7 107,965 146,630

Other current liabilities 8 3,832,456 16,292

3,940,421 100,162,922

Total 113,088,289 156,128,623

ASSETS

Non-current assets

Non-current investments 9 1,084,766 1,084,766

Long-term loans and advances 10 60,178,632 54,471,055

61,263,398 55,555,821

Current assets

Short term loans & advances 11 48,000,000 100,000,000

Cash and cash equivalents 12 5,73,413 444,583

Other current Assets 13 3,251,478 128,219

51,824,891 100,572,802

Total 113,088,289 156,128,623

Significant Accounting Policies 1



For V. Sankar Aiyar & Co. For and on behalf of the Board of Directors Chartered Accountants of Prima Buildwell Private LimitedICAI Firm Regn. No. 109208 W

Sd/- Sd/- Sd/-Ajay Gupta Dr. Jyotsna Suri Divya Suri SinghPartner Director DirectorMembership No. 90104 (DIN: 00004603) (DIN: 00004559)



147





STATEMENT OF PROFIT AND LOSS for the year ended 31st March 2014

(Amount in Rupees)Particulars Note

No.For the year ended 31st March, 2014


INCOME

Other income 14 4,075,768 148,387

4,075,768 148,387

EXPENSES

Finance Cost 15 3,821,220 –

Other expenses 16 142,381 250,270

3,963,601 250,270

Profit / (Loss) for the year before taxation 112,167 (101,883)

Tax expense

- Current tax – –

- Deferred tax (See note 22) – –

Profit/(Loss) for the year after taxation 112,167 (101,883)

Basic/Diluted Earnings per share (face value of Rs. 10/- each) 17 0.04 (0.03)

Significant Accounting Policies and 1




148

CASH FLOW STATEMENT for the year ended 31st March 2014

(Amount in Rupees)For the year ended31st March, 2014


Cash flow from/(used in) operating activitiesNet profit before taxation 112,167 (101,883)Adjustments for:Interest income (4,075,768) (142,466)Interest expense 3,821,220 – Operating loss before working capital changes (142,381) (244,349)Movements in working capital:Increase/(decrease) in trade payables (38,665) 18,653 Increase/(decrease) in current liabilities 377,066 1,627 Cash generated from/(used in) operations 196,020 (224,069)Direct taxes paid (Net of Refund) (407,577) (14,247)Net cash from/(used in) operating activities (211,557) (238,316)Cash flow from/(used in) investing activitiesLoan given (net of payments) 46,700,000 (100,000,000)Interest received 952,509 14,247 Net cash from/(used in) investing activities 47,652,509 (99,985,753)Cash flow from financing activitiesInterest paid (382,122) – Loan taken (net of payments) (46,930,000) 100,102,395 Net cash from financing activities (47,312,122) 100,102,395 Net increase / (decrease) in cash and cash equivalents 128,830 (121,674)Cash and cash equivalents at the beginning of the year 444,583 566,257 Cash and cash equivalents at the end of the year 573,413 444,583 Components of cash and cash equivalents Cash on hand 770 907 Cheque in hand 270,000 –Balances with scheduled banks:In current accounts 302,643 443,676

573,413 444,583 Notes:The cash flow statement has been prepared under the indirect method as set out in the Accounting Standard 3 “Cash Flow Statement” issued by the Institute of Chartered Accountants of India.






149


1.01 Basis of PreparationThe financial statements are prepared under historical cost convention, on a going concern basis in accordance with the applicable accounting standards prescribed in the Companies (Accounting Standards) Rules, 2006, the provisions of the Companies Act, 2013 (to the extent notified) and of the Companies Act, 1956. The financial statements have been prepared under the historical cost convention and on a going concern basis. The accounting policies have been consistently applied by the Company and are consistent with those used in the previous year.

1.02 Use of EstimatesThe preparation of financial statements are in conformity with generally accepted accounting principles requires the management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the results of operations during the reporting year end. Although these estimates are based upon management’s best knowledge of current events and actions, actual results could differ from these estimates.

1.03 InvestmentsInvestments that are readily realizable and intended to be held for not more than a year are classified as current investments. All other investments are classified as long-term investments. Current investments are carried at lower of cost and fair value determined on an individual investment basis. Long-term investments are carried at cost. However, provision for diminution in value is made to recognize a decline other than temporary in the value of the investments.

1.04 Revenue Recognition Interest

Revenue is recognized on a time proportion basis taking into account the amount outstanding and the rate applicable.

1.05 Foreign currency translation

(i) Initial Recognition:Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency amount, the exchange rate between the reporting currency and the foreign currency at the date of the transaction.

(ii) Conversion:Foreign currency monetary items are reported using the closing rate. Non-monetary items, which are carried in terms of historical cost denominated in a foreign currency, are reported using the exchange rate at the date of the transaction; and non-monetary items which are carried at fair value or other similar valuation denominated in a foreign currency, are reported using the exchange rates that existed when the values were determined.

(iii) Exchange Differences:Exchange differences arising on the settlement of monetary items or on reporting monetary items at rates different from those at which they were initially recorded during the year or reported in previous financial statements are recognized as income or as expenses in the year in which they arise.

(iv) Translation of Non-integral foreign operation In translating the financial statements of a non-integral foreign operation for incorporation in financial statements, the assets and liabilities, both monetary and non-monetary, of the non-integral foreign operation are translated at the closing rate; income and expense items of the non-integral foreign operation are translated at exchange rates at the dates of the transactions.

SIGNIFICANT ACCOUNTING POLICIES AND NOTES ON ACCOUNTS



150

1.06 Income taxesTax expense comprises of current and deferred tax. Current income tax is measured at the amount expected to be paid to the tax authorities in accordance with the Income-tax Act, 1961. Deferred income taxes reflect the impact of current year timing differences between taxable income and accounting income for the year and reversal of timing differences of earlier years.Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the balance sheet date. Deferred tax assets are recognized only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized. In situations where the Company has unabsorbed depreciation or carry forward tax losses, all deferred tax assets are recognized only if there is virtual certainty supported by convincing evidence that they can be realized against future taxable profits.At each Balance Sheet date, the Company re-assesses unrecognized deferred tax assets. It recognizes deferred tax assets to the extent that it has become reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available against which such deferred tax assets can be realized.The carrying amount of deferred tax assets are reviewed at each balance sheet date. The Company writes-down the carrying amount of a deferred tax asset to the extent that it is no longer reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available against which deferred tax asset can be realized. Any such write-down is reversed to the extent that it becomes reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available.MAT credit is recognized as an asset only when and to the extent there is convincing evidence that the Company will pay normal income tax during the specified year. In the year in which the Minimum Alternative Tax (MAT) credit becomes eligible to be recognized as an asset in accordance with the recommendations contained in Guidance Note issued by the Institute of Chartered Accountants of India, the said asset is created by way of a credit to the profit and loss account and shown as MAT Credit Entitlement. The Company reviews the same at each balance sheet date and writes down the carrying amount of MAT Credit Entitlement to the extent there is no longer convincing evidence to the effect that Company will pay normal Income Tax during the specified year.

1.07 Earnings Per ShareBasic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. The weighted average number of equity shares outstanding during the period are adjusted for events of bonus issue; bonus element in a rights issue to existing shareholders; share split; and reverse share split (consolidation of shares), if any.For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares, if any.

1.08 Provisions, Contingent Liabilities and Contingent Assets:As required by Accounting Standard 29 – “Provisions, Contingent Liabilities and Contingent Assets” (AS – 29), provision is recognized when the Company has a present obligation as a result of a past event and it is probable that an outflow of resources will be required to settle the obligation and when a reliable estimate of the amount of the obligation can be made. Provisions are not discounted to its present value and are determined based on best estimates required to settle the obligation at the balance sheet date. Contingent liabilities are recognized only when there is a possible obligation arising from past events due to occurrence or non occurrence of one or more uncertain future events not wholly within the control of the Company or where any present obligation cannot be measured in terms of future outflow of resources or where a reliable estimate of the obligation cannot be made. The obligations are reviewed at each balance sheet and adjusted to reflect the current best estimates. Contingent assets are neither recognized nor disclosed in the financial statements.


151

NOTES ON ACCOUNTS FOR THE ENDED YEAR 31ST MARCH, 2014

2. SHARE CAPITAL

(Amount in Rupees)As at


31st March, 2013

Authorized5,000,000 (Previous Year 5,000,000) Equity Shares of Rs. 10/- each 50,000,000 50,000,000 Issued, Subscribed and Paid-up3,010,000 (Previous Year 3,010,000) Equity Shares of Rs 10/- each fully paid-up 30,100,000 30,100,000

(a) The Company has only one class of shares referred to as equity shares having a par value of Rs. 10/-. Each holder of equity shares is entitled to one vote per share.

Numbers Numbers(b) Reconciliation of number of shares Shares outstanding at the beginning of the year 3,010,000 3,010,000 Shares outstanding at the end of the year 3,010,000 3,010,000 (c) Shares held by each shareholder holding more than 5% shares Bharat Hotels Limited (being the Holding Company) 3,010,000 3,010,000 % holding 100.00% 100.00%

3. RESERVES AND SURPLUS

Surplus / (Deficit)Opening Balance (27,403,070) (27,301,187)Add : Profit/(Loss) for the year after tax as per Statement of Profit and Loss 112,167 (101,883)

TOTAL (27,290,903) (27,403,070)


Unsecured loan from related party- From Bharat Hotels Limited (Holding Company) 105,972,278 52,902,278 TOTAL 105,972,278 52,902,278

Terms of repaymentThe above loan is repayable with a period of 8 years from May, 2013. The loan outstanding as at the beginning of the years (ie. Rs. 52,902,278) is interest free and loan taken, during the year carries an Interest rate of 13% per annum.

5. DEFERRED TAX LIABILITIES

Deferred tax liabilitiesDifference in exchange rates 366,493 366,493 TOTAL 366,493 366,493

6. SHORT-TERM BORROWINGS

Repayable on demand (Interest free)Unsecured loan from related party - From Bharat Hotels Limited (Holding Company) – 100,000,000 TOTAL – 100,000,000



152

7. TRADE PAYABLES



31st March, 2013Due to Micro and Small Enterprises (Refer note 21) – –Others 107,965 146,630TOTAL 107,965 146,630


Statutory dues 393,358 16,292 Interest Payable 3,439,098 – TOTAL 3,832,456 16,292

9. NON CURRENT INVESTMENTS

(At Cost)Trade- UnquotedIn Joint Venture1 (Previous Year 1) fully paid up equity share of Cavern Hotel and Resort FZCO, Dubai, U.A.E. (face value of 100,000 AED i.e. United Arab Emirates Dirham)

1,084,766 1,084,766

TOTAL 1,084,766 1,084,766

10. LONG-TERM LOANS AND ADVANCES

(Unsecured -Considered good unless otherwise stated)Loan to a related partiesCavern Hotel and Resort FZCO, UAE (Refer note 23) (Interest free)- Considered good 53,726,479 53,726,479 - Considered doubtful 14,076,421 14,076,421

67,802,900 67,802,900 Kujjal Builders Pvt. Ltd. (Interest bearing) 2,600,000 – The Lalit Suri Educational & Charitable Trust (Interest free) 2,700,000 –

73,102,900 67,802,900 Less : Provision for doubtful debts 14,076,421 14,076,421

59,026,479 53,726,479 Advance Tax, Tax and deducted at source(Net of provisions - Nil, Previous Year - Nil)

1,152,153 744,576

TOTAL 60,178,632 54,471,055

11. SHORT-TERM LOANS & ADVANCES

Loan to a related party (unsecured-considered good)Kujjal Builders Pvt. Ltd. – 100,000,000Apollo Zipper India Limited (Interest bearing) 48,000,000 – TOTAL 48,000,000 100,000,000


Cash on hand 770 907 Cheques in hand 270,000 –Balances with Scheduled banks in:- In current accounts 302,643 443,676 TOTAL 573,413 444,583


153

13. OTHER CURRENT ASSETS (Unsecured - Considered good)



31st March, 2013Interest accrued on loan to Kujjal Builders Pvt. Ltd. 160,755 128,219 Interest accrued on loan to Apollo Zipper India Limited 3,090,723 – TOTAL 3,251,478 128,219

14. OTHER INCOME

Year ended 31 March, 2014

Year ended 31 March, 2013

Interest on:- Loan to related party 4,075,768 142,466 -Sundry balances written back – 5,921 TOTAL 4,075,768 148,387

15. FINANCE COST

Interest 3,821,220 – TOTAL 3,821,220 –

16. OTHER EXPENSES

Rates & taxes 580 1,112 Interest on late payment of TDS – 1,448 Legal and professional fees 28,803 131,276 Bank Charges 571 514 Miscellaneous Expenses – 1,500 Postage & Courier 67 – Payment to Auditors - Audit Fee 112,360 114,420 TOTAL 142,381 250,270

17. EARNINGS PER SHARE

Profit/(Loss) after current and deferred tax 112,167 (101,883)Weighted average number of equity shares of Rs. 10/- each 3,010,000 3,010,000EPS (Rs.)- Basic and Diluted 0.04 (0.03)

18. SEGMENT INFORMATION

The Company has only one reportable business segment, which is operating and constructing hotel (through Joint Venture Company) and it operates in a single business segment based on the nature of the services, the risks and returns, the organization structure and the internal financial reporting systems. Accordingly, the figures appearing in these financial statements relate to the Company’s single business segment.

19. RELATED PARTY DISCLOSURES:a) Names of related parties and their relationship:

i) Holding Company: Bharat Hotels Limited

ii) Joint Venture Company: Cavern Hotel and Resort FZCO, Dubai, U.A.E.

iii) Joint Venture of fellow-Subsidiary: Kujjal Builders Pvt. Ltd.



154

iv) Enterprise owned or significant influenced by key management personnel or their relatives :

The Lalit Suri Educational and Charitable Trust

v) Fellow Subsidiary Companya) Jyoti Limitedb) Apollo Zipper India Limited

vi) Key Management Personnel:a) Dr. Jyotsna Suri – Directorb) Ms. Divya Suri Singh – Director

b) Transactions with above parties in the ordinary course of business are as follows:

(Amount in Rs.)Nature of transaction 2013-14 2012-13Bharat Hotels Limited Loan received / (paid) (46,930,000) 100,102,395Interest expense 3,821,220 – Balance payable at year end 109,411,376 152,902,278

Cavern Hotel and Resort FZCO Loan receivable at year end (net of provisions) 53,726,479 53,726,479

Kujjal Builders Pvt. Ltd. Interest Income 641,631 142,466Loan given (repaid) (97,400,000) 100,000,000Loan receivable at year end 2,760,755 100,128,219

Jyoti Limited Loan given 270,000 – Loan repaid 270,000 –

Apollo Zipper India Limited Interest Received 3,434,137 – Loan Given 48,000,000 – Loan Receivable at year end 51,090,723 –

The Lalit Suri Educational & Charitable Trust Loan Given 2,700,000 – Loan Receivable at year end 2,700,000 –

20. INTEREST IN JOINT VENTURE

Name of jointly controlled entity: Cavern Hotel and Resort FZCO, incorporated in Dubai, U.A.E., on April 22, 2007.

Description of interest: The Company holds 1 (previous year: 1) equity share of U.A.E. Dirham 100,000 out of a total paid up capital of 6 (previous year:1) equity shares of Cavern Hotel and Resort FZCO.

Proportion of ownership interest: 16.67% (previous year 16.67 %) share in the equity share capital

Proportionate interest (16.67%) of the Company in the jointly controlled entity for the year ended March 31, 2014 (previous year 16.67%)


155

Particulars March 31,2014

March 31,2013

March 31,2014

March 31,2013

Amount in AED Amount in Rs.

AssetsLong term assets 4,584,250 4,584,250 74,906,045 67,821,687Current assets 2,041,117 2,041,352 33,351,592 30,200,782TOTAL 6,625,367 6,625,602 108,257,637 98,022,469LiabilitiesLong term liabilities 5,888,783 5,888,783 96,221,936 87,121,600Current liabilities and provisions 1,992,546 1,992,546 32,557,942 29,478,722TOTAL 7,881,329 7,881,329 128,779,878 116,600,322Expenses 235 214 3,838 3,166

Note : The above disclosure has been made solely on the basis of un-audited accounts of Cavern Hotel and Resort FZCO, certified by the management, for the year ended March 31, 2014.

21. DETAILS OF DUES TO MICRO, SMALL AND MEDIUM ENTERPRISES AS PER MSMED ACT, 2006 TO THE EXTENT OF CONFIRMATION RECEIVED




The principal amount and the interest due thereon (to be shown separately) remaining unpaid to any supplier as at the end of each accounting year.

Nil Nil

The amount of interest paid by the buyer in terms of section 16, of the Micro, Small and Medium Enterprise Development Act, 2006 along with the amounts of the payment made to the supplier beyond the appointed day during each accounting year.

Nil Nil


Nil Nil


The amount of further interest remaining due and payable even in the succeeding years, until such date when the interest dues as above are actually paid to the small enterprise for the purpose of disallowance as a deductible expenditure under section 23 of the Micro, Small and Medium Enterprise Development Act, 2006.

Nil Nil

22. In accordance with Accounting Standard - 22 “Accounting for Taxes on Income” in view of losses incurred by the Company , deferred tax asset on losses incurred have not been accounted for in the books since it is not virtually certain whether the Company will be able to take advantage of such losses.

23. The Company has given a loan of AED 5,500,000 to Cavern Hotel and Resort FZCO, a joint venture company in which the Company has 16.67% interest, for setting up a hotel property at AL-Furjan Dubai with Lost City LLC. The joint venture has paid advance for purchase of land to AL-Furjan LLC (associate of Lost City). Subsequently, due to precarious financial situation in Dubai, AL-Furjan LLC has not developed the land as per the land purchase agreement and the Company has informed its intention to exit from the joint venture.



156

a. In this regard, the loan being recoverable in foreign currency has not been restated as required under AS-11 in view of the uncertainty of the time and amount of recovery. In the opinion of the management, the exchange rate prevailing as on the balance sheet date would give rise to income for the year of Rs. 8,494,950 (cumulative Rs. 22,061,600) (Previous year Rs. 6,899,750, Cumulative Rs. 13,566,850) which is uncertain of recovery.

b. The Company has taken steps to recover the loan outstanding of Rs. 67,802,900 at the rate prevailing as on 31st March, 2011 and the investment of Rs. 1,084,766. The Company is confident that it will be able to resolve the matter and recover the outstanding loan and the investment. However, the management estimate a likely loss of Rs. 14,076,421 for which provision has been made.

24. Foreign Currency Exposure

Particulars Currency 2013-14 2012-13Foreign

CurrencyRupees Foreign

CurrencyRupees

Unhedged foreign currency exposureLong term loans AED 5,500,000 89,864,500 5,500,000 81,369,750

Note : Amount in rupees is based on the exchange rate prevailing at the end of the year.

25. Additional information pursuant to the provisions of Part II to Schedule VI of the Companies Act, 1956 has not been given as these are not applicable to the Company during the year.

26. Previous year figures have been regrouped wherever necessary to conform to current year classification.






bharat hotels limited - sayaji flow statement 18 notes to the financial statement 20 statement...

Documents