Enter the first few characters of Company and click 'Go'

Notes to Accounts of Adani Enterprises Ltd.

Mar 31, 2023

a) Fair Value of Investment Properties

The fair value of the Company''s investment properties at the end of the year have been determined on the basis of valuation carried out by the management based on the transacted prices near the end of the year in the location and category of the properties being valued. The fair value measurement for all of the investment properties has been categorised as a Level 2 fair value measurement. Total fair value of Investment Properties is H 33.73 crores (31^st March 2022 : H20.96 crores).

b) During the year, the Company carried out a review of the recoverable amount of investment properties. As a result, there were no allowances for impairment required for these properties.

c) The Company has earned a rental income of H0.81 crores (31^st March 2022 : H0.87 crores) and has incurred expense of H0.01 crores (31^st March 2022 : H0.01 crores) towards municipal tax for these Investment

Properties.

f. Provision For Taxation :

Provision for taxation for the year has been recognised after considering allowance, claims and relief

available to the Company as advised by the Company''s tax consultants,

There are certain income-tax related legal proceedings which are pending against the Company. Potential liabilities, if any have been adequately provided for, and the Company does not currently estimate any probable material incremental tax liabilities in respect of these matters. (Refer note 44(A))

g. Transfer Pricing Regulations :

The Company has established a comprehensive system of maintenance of information and documentation as required by the transfer pricing legislation under section 92 - 92F of the Income Tax Act, 1961,

The management is of the opinion that its international transactions are at arm''s length and the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

h. Tax Rate for Corporate Entity :

The Company has decided to opt for the reduced corporate tax rates effective from 1^st April, 2022. Accordingly, the Company has recognised provision for income tax as per the provisions of the relevant section.

(b) Rights, preferences and restrictions attached to each class of shares

The Company has only one class of Equity Shares having a par value of H1 /- per share and each holder of the 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 shareholders in the ensuing Annual General Meeting, except in case of Interim Dividend.

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

During the previous year, the Company had issued Unsecured Perpetual Securities ("Securitiesâ) of H510.00 crores to Adani Rail Infra Pvt. Ltd. These securities are perpetual in nature with no maturity or redemption and are payable only at the option of the Company. The distribution on these Securities are cumulative at the rate of 8% p.a. and at the discretion of the Company. As these Securities are perpetual in nature and ranked senior only to the Equity Share Capital of the Company and the Company does not have any redemption obligation, these are considered to be in the nature of equity instruments. The Company has declared cumulative interest on Unsecured Perpetual Securities amounting to H4.59 crores (31^st March, 2022 : H12.07 crores) and the same are repaid in current year.

Nature and Purpose of Reserves General Reserve

General reserve is created by the Company by appropriating the balance of Retained Earnings. It is a free reserve which can be used for meeting the future contingencies, strengthening the financial position of the Company etc.

Securities Premium

Securities premium is used to record the premium on issue of shares. The reserve can be utilised only for limited purposes such as issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.

Retained Earnings

Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders.

a) Outstanding loan from REC Limited of H690.31 crores (31^st March 2022 : H783.38 crores) carrying an interest rate of 9.65% is secured through first ranking hypothecation / charge / pledge / mortgage on borrower''s Parsa East and Kente Basin blocks immovable and movable properties, leasehold / sub-leasehold rights over the land, property pertaining to coal washery and railway land, revenue and receivables, project accounts, both present and future, relating to the said project. Repayment of balance loan from REC Limited is repayable in 89 monthly instalments from April, 2023.

b) The Debentures issued by the Company are secured by way of first Pari-Passu charge on the current assets of the Company except those pertaining to Mining Division. These debentures will be redeemed in May,

2023.

c) The Debentures issued by the Company are secured by way of exclusive charge over shares of one of the Subsidiary Company i.e. Adani Road Transport Ltd. These debentures will be redeemed in March, April and June, 2024 amounting to H300 crores, H150 crores and H100 crores respectively.

d) The Debentures issued by the Company are secured by way of exclusive charge over shares of one of the Subsidiary Company i.e. Adani Road Transport Ltd. These debentures will be redeemed in September, 2024.

e) Unsecured loan from Adani Infrastructure Management Services Ltd of HNil (31^st March, 2022 : H202.77

crores) and from Adani Infra (India) Ltd of HNil (31^st March, 2022 : H425.34 crores) were repaid in May, 2022.

f) The Debentures issued by the Company are secured by way of exclusive charge over shares of one of the

Subsidiary Company i.e. Adani Road Transport Ltd. These debentures will be redeemed in February, 2024.

g) The Debentures issued by the Company were secured by way of Subservient charge on the current assets of

the Company except those pertaining to Mining Division. These debentures were redeemed in April, 2022.

h) The Debentures issued by the Company are secured by way of exclusive charge over shares of one of the

Subsidiary Company i.e. Adani Road Transport Ltd. These debentures will be redeemed in October, 2023.

i) For the current maturities of Non-Current borrowings, refer note 28 - Current Borrowings.

a) Secured Working Capital Demand Loan (WCDL) from RBL Bank of H58.34 crores (31^st March 2022 : H60 crores) and from Yes Bank of H90 crores (31^st March 2022 : H103.75 crores) secured by first pari passu charge

on all current assets, non-current assets and fixed assets of Parsa East & Kanta Basan Project, both present and future, are repayable within next 90 days from the date of drawdown / renewal.

b) Cash credit facility of H54.53 crores (31^st March 2022 : H155.25 crores) from Yes Bank, Central Bank and RBL

Bank is secured by first pari passu charge on all current assets, non-current assets and fixed assets of Parsa East & Kanta Basan Project, both present and future.

c) Overdraft facility aggregating to H Nil (31^st March 2022 : H170.98 crores) is secured against Fixed Deposits with bank.

d) The above loans carry interest rate in the range of 6.40% to 10.15% p.a.

The Disclosure in respect of the amounts payable to Micro and Small Enterprises have been made in the financial statements based on the information received and available with the Company. Further in view of the Management, the impact of interest, if any, that may be payable in accordance with the provisions of the Act is not expected to be material. The Company has not received any claim for interest from any supplier as at the balance sheet date. These facts have been relied upon by the auditors.

Note : During the year ended 31^st March 2023, the Company filed the red herring prospectus dated 18^th January 2023 with Registrar of Companies, Ahmedabad for further public offer ("FPOâ) of partly paid up shares. The FPO opened for subscription from 27^th January 2023 to 31^st January 2023 and was fully subscribed, However, in order to protect the interest of the bidders amid volatile market conditions, the Board of Directors decided not to proceed with the FPO and withdrew the red herring prospectus. Accordingly, the entire application bid amounts have been released to the bidders. The expenses of H71.67 crore incurred in connection with the FPO has been presented as an exceptional item.

42 Financial Instruments and Risk Review

(a) Accounting Classification and Fair Value Hierarchy Financial Assets and Liabilities :

The Company''s principal financial assets include investments, derivative assets, trade receivables, cash and cash equivalents, other bank balances and deposits, interest accrued, security deposits, intercorporate deposits, contract assets and other receivables. The Company''s principal financial liabilities comprise of derivative liabilities, borrowings, lease liabilities, retention and capital creditors, interest accrued, deposit from customers, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations and projects.

Fair Value Hierarchy :

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that

are either observable or unobservable and consists of the following three levels:

Level-1 : Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level-2 : Inputs are other than quoted prices included within Level-1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level-3 : Inputs are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a valuation model based on the assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

The following tables summarize carrying amounts of financial instruments by their categories and their levels in fair value hierarchy for each year end presented.

(a) Investments exclude Investment in Subsidiaries, Jointly Controlled Entities and Associates.

(b) Carrying amounts of current financial assets and liabilities as at the end of the each year presented approximate the fair value because of their current nature. Difference between carrying amounts and fair values of other non current financial assets and liabilities subsequently measured at amortised cost

is not significant in each of the year presented.

(c) The fair values of the derivative financial instruments has been determined using valuation techniques with market observable inputs as at reporting date.

(b) Financial Risk Management Objective and Policies :

The Company''s risk management activities are subject to the management direction and control under the framework of Risk Management Policy as approved by the Board of Directors of the Company. The Management ensures appropriate risk governance framework for the Company through appropriate policies and procedures and that risks are identified, measured and managed in accordance with the Company''s

policies and risk objectives.

The Company is primarily exposed to risks resulting from fluctuation in market risk, credit risk and liquidity risk, which may adversely impact the fair value of its financial instruments.

(i) Market Risk

Market risk is the risk that future earnings and fair value of future cash flows of a financial instrument may fluctuate because of changes in market price. Market risk comprises of commodity price risk,

currency risk and interest risk.

A. Commodity Price Risk :

monitoring over its purchases to optimise the price. Commodity prices are affected by demand and supply scenario in the international market, currency exchange fluctuations and taxes levied in various countries. To mitigate price risk, the Company effectively manages availability of coal as well as price volatility through widening its sourcing base, appropriate combination of long term and short term contracts with its vendors and customers and well planned procurement and inventory strategy.

B. Foreign Currency Exchange Risk :

Since the Company operates internationally and portion of the business transacted are carried out in more than one currency, it is exposed to currency risks through its transactions in foreign currency or where assets or liabilities are denominated in currency other than functional currency.

The Company evaluates exchange rate exposure arising from foreign currency transactions and follows established risk management policies including the use of derivatives like foreign exchange forward and option contracts to hedge exposure to foreign currency risks.

For open positions on outstanding foreign currency contracts and details on unhedged foreign currency

exposure, please refer note no. 43.

C. Interest Risk :

The Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings.

The Company''s risk management activities are subject to the management, direction and control of Central Treasury Team of the Adani Group under the framework of Risk Management Policy for interest rate risk. The Group''s Central Treasury Team ensures appropriate financial risk governance framework for the Company through appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Group''s policies and risk objectives.

For Company''s floating rate borrowings, the analysis is prepared assuming that the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. A 50 basis point increase or decrease is used, which represents management''s assessment of the reasonably possible change in interest rate.

Credit risk refers to the risk that a counterparty or customer will default on its contractual obligations resulting in a loss to the Company. Financial instruments that are subject to credit risk principally consist of Loans, Trade and Other Receivables, Cash & Cash Equivalents, Investments and Other Financial Assets. The carrying amounts of financial assets represent the maximum credit risk exposure.

Credit risk encompasses both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration of risks. Credit risk is controlled by analysing credit limits and creditworthiness of counter parties on continuous basis with appropriate approval mechanism for sanction of credit limits. Credit risk from balances with banks, financial institutions and investments is managed by the Company''s treasury team in accordance with the Company''s risk management policy. Cash and cash equivalents and Bank Deposits are placed with banks having good reputation, good past track record and high quality credit rating.

The concentration of credit risk is very limited due to the fact that the large customers are mainly public sector units (which are government undertakings) and hence may not entail any credit risk. Remaining

customer base is large and widely dispersed.

(iii) Liquidity Risk

Liquidity risk refers the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities. The Company''s objective is to provide financial resources to meet its obligations when they are due in a timely, cost effective and reliable manner and to manage its capital structure. The Company monitors liquidity risk using cash flow forecasting models. These models consider the maturity of its financial investments, committed funding and projected cash flows from operations. A balance between continuity of funding and flexibility is maintained through continued support from trade creditors, lenders and equity contributions.

The tables below provide details regarding contractual maturities of significant financial liabilities as at the reporting date based on contractual undiscounted payments.

For the purpose of the Company''s capital management, capital includes issued capital and all other equity reserves attributable to the equity shareholders of the Company. The primary objective of the Company when managing capital is to safeguard its ability to continue as a going concern and to

maintain an optimal capital structure so as to maximize shareholder value.

The Company monitors capital using gearing ratio, which is net debt (borrowings less cash and bank balances) divided by total equity plus net debt.

Management monitors the return on capital, as well as the levels of dividends to equity shareholders. The Company is not subject to any externally imposed capital requirements. There have been no breaches in the financial covenants of any borrowing in the current period. No changes were made in the objectives, policies or processes for managing capital during the years ended 31^st March, 2023 and 31^st March, 2022.

(i) As at 31^st March, 2023 1 USD = INR 82.1700, 1 GBP = INR 101.6475, 1 EUR = INR 89.4425 & 1 AUD = INR 55.0250

As at 31^st March, 2022 1 USD = INR 75.79250

(ii) The Company enters into derivative financial instruments such as foreign currency forward and option contracts to mitigate the risk of changes in exchange rates on foreign currency exposures. The counter

party for these contracts is generally a bank.

All derivative financial instruments are recognized as assets or liabilities on the balance sheet and measured at fair value. The accounting for changes in the fair value of a derivative instrument depends on the intended use of the derivative and the resulting designation. The use of derivative instruments is subject to limits, authorities and regular monitoring by appropriate levels of management. The limits, authorities and monitoring systems are periodically reviewed by management and the Board. The market risk on derivatives is mitigated by changes in the valuation of the underlying assets, liabilities or transactions, as derivatives are used only for risk management purposes.

All derivative contracts stated above are for the purpose of hedging the underlying foreign currency

exposure.

44 Contingent Liabilities and Commitments (A) Contingent Liabilities to the extent not provided for :		(H In Crores)
Particulars	As at	As at
Particulars	31^st March, 2023	31^st March, 2022
a) Claims against the Company not acknowledged as Debts	-	3.00
b) In respect of :
Income Tax (Interest thereon not ascertainable at present)	123.34	154.96
Service Tax	18.56	18.56
GST, VAT & Sales Tax	192.35	173.69
Custom Duty (Interest thereon not ascertainable at present)	1267.33	1001.08
Excise Duty / Duty Drawback	0.61	0.61
FERA / FEMA	4.26	4.26

(H In Crores)
Particulars	As at	As at
Particulars	31^st March, 2023	31^st March, 2022
Others	5.00	-
Stamp Duty on Demerger	68.75	68.75
c) In respect of Bank Guarantees given for Subsidiaries / Group	1,585.81	1,770.95
Companies

d) The Hon''ble Supreme Court (SC) has passed a judgement dated 28^th February 2019, relating to components of salary structure to be included while computing the contribution to provident fund under the Employees Provident Fund Act, 1952. The Company''s Management is of the view that there is considerable uncertainty around the timing, manner and extent in which the judgment will be interpreted and applied by the regulatory authorities. The Company will continue to assess any further developments in this matter for the implications on financial statements, if any. Currently, the Company has not considered any impact in these financial statements,

e) Certain claims / show cause notices disputed have neither been considered as contingent liabilities nor acknowledged as claims, based on internal evaluation of the management.

f) Show cause notice issued under Section 16 of the Foreign Exchange Management Act, 1999 read with Rule (4) of the Foreign Exchange Management (Adjudication Proceedings and Appeal) Rule, 2000, in

which liability is unascertainable.

g) Show cause notices issued under The Custom Act, 1962, wherein the Company has been asked to show cause why, penalty should not been imposed under section 112 (a) and 114 (iii) of The Custom Act,1962 in which liability is unascertainable.

h) Show cause notices issued under Income Tax Act, 1961, wherein the Company has been asked to show cause why, penalty should not been imposed under section 271(1)(c) in which liability is unascertainable.

i) Show cause notice issued by DGCEI proposes for imposition of penalties under Section 76 and Section 78 of the Finance Act, 1994 in which liability is unascertainable.

j) Custom Department has considered a different view for levy of custom duty in respect of specific quality of coal imported by the Company for which the Company has received demand show cause notices amounting to H863.62 crores (31^st March, 2022 : H863.62 crores) from custom departments at various locations and the Company has deposited H460.61 crores (31^st March, 2022 : H460.61 crores) as custom duties (including interest) under protest and contested the view taken by authorities as advised by external legal counsel. The Company being the merchant trader generally recovers custom duties from its customers and does not envisage any major financial or any other implication and the net effect of the same is already considered above under clause (b) (Custom duty).

Note:

(i) Most of the issues of litigation pertaining to Central Excise / Service Tax / Income Tax are based on interpretation of the respective Law & Rules thereunder. Management has been opined by its counsel that many of the issues raised by revenue will not be sustainable in the law as they are covered by judgements of respective judicial authorities which supports its contention. As such no material impact on the financial position and performance of the Company is envisaged.

(ii) Other issues are either in ordinary course of business or not of substantial nature and management is reasonably confident of their positive outcome. Management shall deal with them judiciously and provide for appropriately, if any such need arises.

(iii) Future cash outflows in respect of the above matters are determinable only on receipt of judgments / decisions pending at various forums / authorities / settlement of disputes.

(B) Capital and Other Commitments : a) Capital Commitments		(H In Crores)
Particulars	As at	As at
Particulars	31^st March, 2023	31^st March, 2022
Estimated amounts of contracts remaining to be executed on capital account and not provided for (Net of Advances)	525.50	347.48

b) Other Commitments :

i) The Company from time to time provides need based support to subsidiaries towards capital and

other financial commitments,

ii) For derivatives and lease commitments, refer Note 43 and 46 respectively.

45 The Company has initiated legal proceedings against various parties for recovery of dues and such legal proceedings are pending at different stages as at the date of the Balance Sheet and are expected to materialize in recovering the dues in the future. Based on the review of these accounts by the management, adequate provision has been made for doubtful recovery. Management is hopeful for their recovery. In the opinion of the management adequate balance is lying in General Reserve / Retained earnings to meet the eventuality of such accounts being irrecoverable.

(b) The actuarial liability for compensated absences as at the year ended 31^st March, 2023 is H29.42 crores

(31^st March 2022 : H24.05 crores).

The status of gratuity plan as required under Ind AS-19 :

The Company operates a defined benefit plan (the Gratuity plan) covering eligible employees, which provides a lump sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employee''s salary and the tenure of employment.

The Company has a defined benefit gratuity plan (funded) and is governed by the Payment of Gratuity Act, 1972. Under the Act, every employee who has completed at least five year of service is entitled to

gratuity benefits on departure at 15 days of basic salary (last drawn basic salary) for each completed year of service. The scheme is funded with contributions to insurers (LIC and SBI) in form of a qualifying

insurance policy.

Aforesaid post-employment benefit plans typically expose the Company to actuarial risks such as: investment risk, interest rate risk, longevity risk and salary risk

Investment Risk:	These Plans invest in long term debt instruments such as Government securities and highly rated corporate bonds. The valuation of which is inversely proportionate to the interest rate movements. There is risk of volatility in asset values due to market fluctuations and impairment of assets due to credit losses.
Interest Risk:	The present value of the defined benefit liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on Government securities. A decrease in yields will increase the fund liabilities and vice- versa.
Longevity Risk:	The present value of the defined benefit liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan''s liability.
Salary Risk:	The present value of the defined benefit liability is calculated by reference to the future salaries of plan participants. As such, an increase in salary of the plan participants will increase the plan''s liability.

insurance Company, as part of the policy rules, makes payment of all gratuity outgoes happening during the year (subject to sufficiency of funds under the policy). Any deficit in the policy assets is funded by the Company. The policy helps mitigate the liquidity risk. However, being a cash accumulation plan, the duration of assets is shorter compared to the duration of liabilities. Thus, the Company is exposed to movement in interest rate (in particular, the significant fall in interest rates, which should result in a increase in liability without corresponding increase in the asset).

(7) The Company''s expected contribution to the fund in the next financial year is H17.03 crores (31^st March

2022 : H9.98 crores)

(8) The estimate of future salary increase, considered in actuarial variation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

* As the gratuity fund is managed by life insurance companies, details of fund invested by insurer are

not available with the Company.

48 Disclosure of transactions with Related Parties, as required by Ind AS 24 "Related Party Disclosuresâ has been set out below. Related parties as defined under clause 9 of the Ind AS 24 have been identified on the basis of representations made by the management and information available with the Company.

# Pursuant to the amalgamation of Adani Power Maharashtra Limited, Adani Power Rajasthan Limited, Udupi Power Corporation Limited, Raigarh Energy Generation Limited, Raipur Energen Limited and Adani Power (Mundra) Limited with Adani Power Limited, the Company has disclosed the closing balances as on 31^st March 2023 of above amalgamated companies as closing balances of Adani Power Limited.

Terms & Conditions for Related Party Transactions :

a) Transactions with Related Parties are shown net of taxes.

b) The Company''s material related party transactions and outstanding balances are with related parties with whom the Company enters into transactions in the ordinary course of business.

49 Following are the details of loans given to subsidiaries, associates and other entities in which directors are interested in terms of regulation 53 (F) read together with Para A of Schedule V of SEBI (Listing Obligation and Disclosure Regulation, 2013).

Company.

50 Items of Expenditure in the Statement of Profit and Loss include reimbursements for common sharing

facilities to and by the Company.

51 Jointly Controlled Assets

The Company jointly with other parties to the joint venture, have been awarded two onshore oil & gas blocks at Palej and Assam by Government of India through NELP-VI bidding round, has entered into Production Sharing Contracts (PSC) with Ministry of Petroleum and Natural Gas for exploration of oil and gas in the aforesaid blocks. NAFTOGAZ India Pvt. Ltd.(NIPL) being one of the parties to consortium was appointed as operator of the blocks vide Joint Operating Agreements (JOAs) entered into between parties to consortium. The expenditures related to the activities in the blocks were incurred by Adani Group, Welspun Group or through their venture Adani Welspun Exploration Ltd.

56 Additional Regulatory Disclosures

a) Details of Loans given, Investments made and Guarantee given or security provided covered u/s 186 (4) of the Companies Act, 2013 are given under respective heads (refer note 7, 8, 18 and 48). The said loans and guarantees have been given for business purpose.

b) There are no proceedings initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibitions) Act, 1988 (45 of 1988) and the rules made thereunder.

c) The Company has not been declared a wilful defaulter by any bank or financial institution.

d) There is no income surrendered or disclosed as income during the current or previous year in the tax assessments under the Income Tax Act, 1961, that has not been recorded in the books of account.

e) The Company have sanctioned borrowings/facilities from banks on the basis of security of current assets. The quarterly returns or statements of current assets filed by the Company with banks and financial institutions are in agreement with the books of accounts.

57 As per Ind AS 108, "Operating Segmentsâ, in case a financial report contains both Standalone Financial Statements and Consolidated Financial Statements of the Company, segment information is required to be presented only on the basis of Consolidated Financial Statements of the Company. Hence, the required segment information has been disclosed in the Consolidated Financial Statements.

58 The Board of Directors at its meeting held on 4^th May, 2023 have recommended payment of final dividend of H1.20 (120%) per equity share of the face value of H1 each for the year ended 31^st March, 2023. This proposed dividend is subject to approval of shareholders in the ensuing annual general meeting.

Also, for the year ended 31^st March, 2022, the Company had proposed final dividend of H1 (100%) per equity share of the face value of H1 each. The same was declared and paid during the year ended 31^st March, 2023.

59 During the year ended 31^st March 2023 a short seller has issued a report, alleging certain issues against some of the Adani Group entities which have been refuted by the Company in its detailed response submitted

to stock exchanges on 29^th January 2023. To uphold the principles of good governance, the Company had undertaken review of transactions referred in short seller''s report through an independent assessment by a

law firm. The review report confirms Company''s compliance of applicable laws and regulations,

Further, in context of the short seller''s report, there is a petition filed with the Hon''ble Supreme Court, and Securities and Exchange Board of India is examining compliance of laws and regulations by conducting enquiries to the Group''s listed companies. Given the matter is sub-judice, the Company has not considered any possible consequential effects thereof, if any, in these financial statements.

60 Recent Pronouncements

The amendments to standards that are issued, but not yet effective, up to the date of issuance of the Company''s financial statements are disclosed below. The Company intends to adopt these standards, if applicable, as and when they become effective. The Ministry of Corporate Affairs (MCA) has notified certain amendments to Ind AS, through Companies (Indian Accounting Standards) Amendment Rules, 2023 on 31^stMarch, 2023 and has amended the following standards:

i) Ind AS 1 - Presentation of Financial Statements

ii) Ind AS 8 - Accounting Policies, change in Estimates and Errors

iii) Ind AS 12 - Income Taxes

iv) Ind AS 34 - Interim Financial Reporting

v) Ind AS 101 - First-time adoption of Ind AS

vi) Ind AS 102 - Share-based Payment

vii) Ind AS 103 - Business Combinations

viii) Ind AS 107 - Financial Instruments: Disclosures

ix) Ind AS 109 - Financial Instruments

x) Ind AS 115 - Revenue from Contracts with Customers

These amendments shall come into force with effect from April 01, 2023.

The Company is assessing the potential effect of the amendments on its financial statements. The Company will adopt these amendments, if applicable, from applicability date.

61 The Code on Social Security, 2020 (''Code'') relating to employee benefits during employment and postemployment benefits has received Presidential assent on 28^th September 2020. The Code has been published in the Gazette of India. However, the effective date of the Code is yet to be notified and final rules for quantifying the financial impact are also yet to be issued. In view of this, the Company will assess the impact of the Code when relevant provisions are notified and will record related impact, if any, in the period the Code becomes effective.

63 Events occurring after the Balance Sheet Date

The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to approval of the financial statements to determine the necessity for recognition and/or reporting of any of these events and transactions in the financial statements. There are no subsequent events to be

recognized or reported that are not already disclosed.

64 Approval of financial statements

The financial statements were approved for issue by the board of directors on 4^th May, 2023.

Mar 31, 2022

INVESTMENT PROPERTIES (Measured at cost) (Contd.)

Fair Value of Investment Properties

The fair value of the Company''s investment properties at the end of the year have been determined on the basis of valuation carried out by the management based on the transacted prices near the end of the year in the location and category of the properties being valued. the fair value measurement for all of the investment properties has been categorised as a Level 2 fair value based on the inputs to the valuation techniques used. total fair value of Investment Properties is H 20.96 crores (31^st March 2021 : H 19.48 crores).

During the year, the company carried out a review of the recoverable amount of investment properties. As a result, there were no allowances for impairment required for these properties.

the company has earned a rental income of H 0.87 crores (31^st march 2021 : H 0.93 crores) and has incurred expense of H 0.01 crores (31^st march 2021 : H 0.01 crores) towards municipal tax for these investment Properties.

6 a) Details of Shares pledged:

i) Includes 5,100 (31^st March, 2021 : 5,100) shares pledged against loans taken by subsidiary company

- Bilaspur Pathrapali Road Pvt. Ltd. from bank / financial institution,

ii) Includes 40,91,135 (31^st March, 2021 : 40,91,135) shares pledged against loans taken by subsidiary

company - Prayagraj Water Pvt. Ltd. from bank / financial institution.

iii) includes 2,55,000 (31^st march, 2021 : 2,55,000) shares pledged against loans taken by subsidiary company - Parsa Kente Collieries Ltd. from bank / financial institution.

iv) includes 30,00,500 (31^st march, 2021 : Nil) shares of subsidiary company - Adani Road Transport Ltd.

pledged against debentures issued by the company.

6 b) net Worth of certain subsidiaries as on 31^st march, 2022 has been eroded. looking to the subsidiaries'' future business plans and growth prospects, impairment if any is considered to be temporary in nature and no impairment in value of investment in these subsidiaries is made in the accounts of the company.

6 c) above investment includes deemed investment on account of corporate Guarantee issued to these

entities / their subsidiaries,

6 d) During the year, EdgeConnex Europe BV has acquired 50% stake in AdaniConnex Pvt. Ltd. w.e.f. 14^thMay, 2021. Accordingly, status of this entity has changed from Subsidiary to Jointly Controlled Entity.

6 e) During the year, the Company has acquired remaining 51% stake in Jhar Mining Infra Pvt. Ltd. w.e.f. 28^thMarch, 2022. Accordingly, status of this entity has changed from Jointly Controlled Entity to Subsidiary.

6 f) During the year, Adani Tradecom LLP has been converted to Adani Tradecom Ltd.

Provision For Taxation :

Provision for taxation for the year has been made after considering allowance, claims and relief available to the company as advised by the company''s tax consultants.

There are certain income-tax related legal proceedings which are pending against the company. Potential liabilities, if any have been adequately provided for, and the company does not currently estimate any probable material incremental tax liabilities in respect of these matters. (Refer note 43(A))

Transfer Pricing Regulations :

the company has established a comprehensive system of maintenance of information and documentation as required by the transfer pricing legislation under section 92 - 92F of the Income Tax Act, 1961.

the management is of the opinion that its international transactions are at arm''s length and the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and

that of provision for taxation.

Pursuant to the Taxation Laws (Amendment) Ordinance, 2019 :

the company has decided to continue with the existing tax structure until utilisation of accumulated minimum alternative tax (MAT) credit. However, the company has used the new tax rates to re-measure their deferred tax liabilities that is expected to reverse in future when the companies would migrate to the new tax regime.

(a) The Company has incurred cost as Mine Developer Cum Operator for Machhakata and Chendipada Coal blocks, allotment of which have been cancelled pursuant to the Supreme Court orders dated 24^th Aug, 2014

and 25^th Sep, 2014. The Company has filed claim for cost of investment in respect of Machhakata Coal block against mahaGuj collieries Ltd. and for chendipada coal block against UcM coal company Ltd. this amount also includes claims under arbitration in respect of existing operational contracts.

(b) Refer Note : 47 for receivable from Related Party

(b) Rights, preferences and restrictions attached to each class of shares

The Company has only one class of Equity Shares having a par value of H 1/- per share and each holder of the 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 shareholders in the ensuing Annual General Meeting, except in case of interim dividend.

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

During the year, the Company has issued Unsecured Perpetual Securities ("Securitiesâ) of H 510.00 crores (31^stMarch, 2021 : H Nil) to Adani Rail infra Pvt. Ltd. These securities are perpetual in nature with no maturity or redemption and are payable only at the option of the Company. The distribution on these Securities are cumulative at the rate of 8% p.a. and at the discretion of the Company. As these Securities are perpetual in nature and ranked senior only to the Equity Share Capital of the Company and the Company does not have any redemption obligation, these are considered to be in the nature of equity instruments. The Company has declared cumulative interest on Unsecured Perpetual Securities amounting to H 12.07 crores for the year ended 31^st March, 2022.

Nature and Purpose of Reserves General Reserve

General reserve is created by the Company by appropriating the balance of Retained Earnings. it is a free reserve which can be used for meeting the future contingencies, creating working capital for business operations,

strengthening the financial position of the Company etc.

Securities Premium

Retained Earnings

Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders.

a) Outstanding loan from REC Limited of H 783.38 crores (31^st March 2021 : H 876.46 crores) is secured through first ranking hypothecation / charge / pledge / mortgage on borrower''s Parsa east and Kente Basin blocks immovable and movable properties, leasehold / sub-leasehold rights over the land and property pertaining to coal washery and railway land, revenue and receivables, project accounts, both present and future, relating to the said project. Repayment of balance loan from REc limited is repayable in 101 monthly instalments from April, 2022.

b) The Debentures issued by the Company are secured by way of first Pari-Passu charge on the current assets of the company except those pertaining to mining Division. These debentures will be redeemed in may, 2023.

c) the debentures issued by the company are secured by way of Subservient charge on the current assets of the company except those pertaining to mining division. these debentures will be redeemed in april, 2022.

d) the debentures issued by the company are secured by way of pledge of shares of one of the Subsidiary Company i.e. Adani Road Transport Ltd. These debentures will be redeemed in March, 2024.

e) Unsecured loan from adani infrastructure management Services ltd of H 202.77 crores (31^st march, 2021 : H Nil) is repayable in November, 2026. Unsecured loan from adani infra (india) ltd of H 425.34 crores (31^stmarch, 2021 : H nil) is repayable in July, 2023.

f) the above loans carry interest rate in the range of 6.00% to 10.65% p.a.

g) For the current maturities of Non-current borrowings, refer note 27 - current Borrowings.

a) Secured Working Capital Demand Loan (WCDL) from Yes Bank of H 103.75 crores (31^st March 2021 : H 105 crores) and from RBL Bank of H 60 crores (31^st march 2021 : H 60 crores) secured by first pari passu charge

on all current assets, non-current assets and fixed assets of Parsa East & Kanta Basan Project, both present and future, are repayable in the month of June and July, 2022.

b) cash credit facility of H 155.25 crores (31^st march 2021 : H 152.32 crores) from Yes Bank, central Bank and RBL Bank is secured by first pari passu charge on all current assets, non-current assets and fixed assets of

Parsa East & Kanta Basan Project, both present and future.

c) overdraft facility aggregating to H 170.98 crores (31^st march 2021 : H 73.27) is secured against Fixed deposits with bank.

d) The above loans carry interest rate in the range of 4.00% to 8.70% p.a.

The Disclosure in respect of the amounts payable to Micro and Small Enterprises have been made in the financial statements based on the information received and available with the Company. Further in view of the Management, the impact of interest, if any, that may be payable in accordance with the provisions of the Act is not expected to be material. the company has not received any claim for interest from any supplier as at the balance sheet date. these facts have been relied upon by the auditors.

a) During the previous year ended 31^st March, 2021, the Company has based on advice from external legal counsel, derecognised certain interest claims on delayed payment amounting to H 133.41 crores, relating to earlier years. Though the management believes it has good grounds on merit for recovery of such interest,

the same has been derecognized on conservative basis.

during the previous year ended 31^st march, 2021, the company received a letter from ministry of Petroleum & Natural Gas confirming termination of its Palej oil exploration block. Accordingly, the Company has written

off project cost of H 79.44 crores.

41 Financial Instruments and Risk Review

(a) Accounting Classification and Fair Value Hierarchy Financial Assets and Liabilities :

The Company''s principal financial assets include investments, trade receivables, cash and cash equivalents,

other bank balances, loans, derivative assets and other financial assets. The Company''s principal financial liabilities comprise of borrowings, trade payables, derivative liabilities and other financial liabilities. The main purpose of these financial liabilities is to finance the Company''s operations and projects.

Fair Value Hierarchy :

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that

are either observable or unobservable and consists of the following three levels:

Level-1 : Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level-2 : inputs are other than quoted prices included within Level-1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level-3 : inputs are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a valuation model based on the assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

The following tables summarize carrying amounts of financial instruments by their categories and their levels in fair value hierarchy for each year end presented.

(a) Investments exclude Investment in Subsidiaries, Jointly Controlled Entities and Associates.

significant in each of the year presented.

(c) The fair values of the derivative financial instruments has been determined using valuation techniques with market observable inputs as at reporting date.

(b) Financial Risk Management Objective and Policies :

The company''s risk management activities are subject to the management direction and control under the framework of Risk Management Policy as approved by the Board of directors of the company. the Management ensures appropriate risk governance framework for the company through appropriate policies and procedures and that risks are identified, measured and managed in accordance with the Company''s

policies and risk objectives.

the company is primarily exposed to risks resulting from fluctuation in market risk, credit risk and liquidity risk, which may adversely impact the fair value of its financial instruments.

(i) Market Risk

currency risk and interest risk.

A. Commodity Price Risk :

The Company''s performance is affected by the price volatility of commodities being traded (primarily coal and also other materials) which are being sourced mainly from international markets. As the company is engaged in the on-going purchase or continuous sale of traded goods, it keeps close monitoring over its purchases to optimise the price. commodity prices are affected by demand and supply scenario in the international market, currency exchange fluctuations and taxes levied in various countries. To mitigate price risk, the company effectively manages availability of coal as well as price volatility through widening its sourcing base, appropriate combination of long term and short term contracts with its vendors and customers and well planned procurement and inventory strategy.

B. Foreign Currency Exchange Risk :

Since the company operates internationally and portion of the business transacted are carried out in more than one currency, it is exposed to currency risks through its transactions in foreign currency or where assets or liabilities are denominated in currency other than functional currency.

the company evaluates exchange rate exposure arising from foreign currency transactions and follows established risk management policies including the use of derivatives like foreign exchange forward and option contracts to hedge exposure to foreign currency risks.

For open positions on outstanding foreign currency contracts and details on unhedged foreign

currency exposure, please refer note no, 42.

Interest Risk :

The Company is exposed to changes in interest rates due to its financing, investing and cash management activities. The risks arising from interest rate movements arise from borrowings with variable interest rates. the company manages its interest rate risk by having a balanced portfolio of

fixed and variable rate loans and borrowings.

the company''s risk management activities are subject to the management, direction and control of central treasury team of the Adani Group under the framework of Risk Management Policy for interest rate risk. The Group''s Central Treasury Team ensures appropriate financial risk governance framework for the Company through appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Group''s policies and risk objectives.

For company''s floating rate borrowings, the analysis is prepared assuming that the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. a 50 basis point increase or decrease is used, which represents managements assessment of the

reasonably possible change in interest rate.

Credit risk refers to the risk that a counterparty or customer will default on its contractual obligations resulting in a loss to the company. Financial instruments that are subject to credit risk principally consist of Loans, Trade and other Receivables, cash & cash Equivalents, investments and other Financial Assets. The carrying amounts of financial assets represent the maximum credit risk exposure.

credit risk encompasses both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration of risks. credit risk is controlled by analysing credit limits and creditworthiness of counter parties on continuous basis with appropriate approval mechanism for sanction of credit limits. Credit risk from balances with banks, financial institutions and investments is managed by the company''s treasury team in accordance with the company''s risk management policy. cash and cash equivalents and Bank Deposits are placed with banks having good reputation, good past track record and high quality credit rating.

Since the Company has a fairly diversified portfolio of receivables in terms of spread, no concentration risk is foreseen. A significant portion of the Company''s receivables are due from public sector units (which are government undertakings) and hence may not entail any credit risk.

(iii) Liquidity Risk

Liquidity risk refers the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities. The Company''s objective is to provide financial resources to meet its obligations when they are due in a timely, cost effective and reliable manner and to manage its capital structure. the company monitors liquidity risk using cash flow forecasting models. these models consider the maturity of its financial investments, committed funding and projected cash flows from operations. a balance between continuity of funding and flexibility is maintained through continued support from trade creditors, lenders and equity contributions.

The tables below provide details regarding contractual maturities of significant financial liabilities as at the reporting date based on contractual undiscounted payments.

For the purpose of the Company''s capital management, capital includes issued capital and all other equity reserves attributable to the equity shareholders of the company. The primary objective of the company when managing capital is to safeguard its ability to continue as a going concern and to

maintain an optimal capital structure so as to maximize shareholder value.

Management monitors the return on capital, as well as the levels of dividends to equity shareholders. the company is not subject to any externally imposed capital requirements. there have been no breaches in the financial covenants of any borrowing in the current period. No changes were made in the objectives, policies or processes for managing capital during the years ended 31^st march, 2022 and 31^st march, 2021.

party for these contracts is generally a bank.

All derivative financial instruments are recognized as assets or liabilities on the balance sheet and measured at fair value. the accounting for changes in the fair value of a derivative instrument depends on the intended use of the derivative and the resulting designation. the use of derivative instruments is subject to limits, authorities and regular monitoring by appropriate levels of management. the limits, authorities and monitoring systems are periodically reviewed by management and the Board. the market risk on derivatives is mitigated by changes in the valuation of the underlying assets, liabilities or transactions, as derivatives are used only for risk management purposes.

All derivative contracts stated above are for the purpose of hedging the underlying foreign currency exposure.

e) The Hon''ble Supreme Court (SC) has passed a judgement dated 28^th February 2019, relating to components of salary structure to be included while computing the contribution to provident fund under the Employees Provident Fund Act, 1952. the company''s Management is of the view that there is considerable uncertainty around the timing, manner and extent in which the judgment will be interpreted and applied by the regulatory authorities. the company will continue to assess any further developments in this matter for the implications on financial statements, if any. Currently, the Company has not considered any impact in these financial statements,

f) certain claims / show cause notices disputed have neither been considered as contingent liabilities nor acknowledged as claims, based on internal evaluation of the management.

g) Show cause notice issued under Section 16 of the Foreign exchange management act, 1999 read with Rule (4) of the Foreign Exchange Management (Adjudication Proceedings and Appeal) Rule, 2000, in

which liability is unascertainable.

h) Show cause notices issued under the custom AcU962, wherein the company has been asked to show cause why, penalty should not been imposed under section 112 (a) and 114 (iii) of The Custom Act,1962 in which liability is unascertainable.

i) Show cause notices issued under income tax AcU961, wherein the company has been asked to show cause why, penalty should not been imposed under section 271(1)(c) in which liability is unascertainable.

j) Show cause notice issued by DGcEI proposes for imposition of penalties under Section 76 and Section 78 of the Finance Act, 1994 in which liability is unascertainable.

k) Custom Department has considered a different view for levy of custom duty in respect of specific quality of coal imported by the company for which the company has received demand show cause notices amounting to H 863.62 crores (31^st march, 2021 : H 863.62 crores) from custom departments at various locations and the company has deposited H 460.61 crores (31^st march, 2021 : H 460.61 crores) as custom duties (including interest) under protest and contested the view taken by authorities as advised

43 Contingent Liabilities and Commitments (Contd.)

by external legal counsel. The Company being the merchant trader generally recovers custom duties from its customers and does not envisage any major financial or any other implication and the net effect of the same is already considered above under clause (b) (custom duty).

Note:

(i) Most of the issues of litigation pertaining to central Excise / Service tax / Income tax are based on interpretation of the respective Law & Rules thereunder. management has been opined by its counsel that many of the issues raised by revenue will not be sustainable in the law as they are covered by judgements of respective judicial authorities which supports its contention. As such no material impact on the financial

position and performance of the company is envisaged.

(ii) other issues are either in ordinary course of business or not of substantial nature and management is reasonably confident of their positive outcome. Management shall deal with them judiciously and provide

for appropriately, if any such need arises.

(iii) Future cash outflows in respect of the above matters are determinable only on receipt of judgments / decisions pending at various forums / authorities / settlement of disputes.

b) Other Commitments :

i) the company from time to time provides need based support to subsidiaries towards capital and other financial commitments.

ii) For derivatives and lease commitments, refer Note 42 and 45 respectively.

44 the company has initiated legal proceedings against various parties for recovery of dues and such legal proceedings are pending at different stages as at the date of the Balance Sheet and are expected to materialize in recovering the dues in the future. Based on the review of these accounts by the management, adequate provision has been made for doubtful recovery. management is hopeful for their recovery. in the opinion of the management adequate balance is lying in General Reserve / Retained earnings to meet the eventuality of such accounts being irrecoverable.

46 The Company has made provision in the Accounts for Gratuity & Compensated Absences based on Actuarial valuation. The particulars under the Ind AS 19 "Employee Benefitsâ furnished below are those which are

relevant and available to the company for this year.

(b) the actuarial liability for compensated absences as at the year ended 31^st March, 2022 is H 24.05 crores

(31^st march 2021 H 17.34 crores).

benefits on departure at 15 days of basic salary (last drawn basic salary) for each completed year of service. the scheme is funded with contributions to insurers (Lic and SBi) in form of a qualifying insurance policy.

Aforesaid post-employment benefit plans typically expose the Company to actuarial risks such as: investment

risk, interest rate risk, longevity risk and salary risk

investment Risk: These Plans invest in long term debt instruments such as Government securities and highly rated corporate bonds. the valuation of which is inversely proportionate to the interest rate movements. there is risk of volatility in asset values due to market fluctuations and

impairment of assets due to credit losses.

interest Risk: The present value of the defined benefit liability is calculated using a discount rate

which is determined by reference to market yields at the end of the reporting period on Government securities. a decrease in yields will increase the fund liabilities and vice-versa.

Longevity Risk: The present value of the defined benefit liability is calculated by reference to the best

estimate of the mortality of plan participants both during and after their employment. an increase in the life expectancy of the plan participants will increase the plan''s liability.

Salary Risk: The present value of the defined benefit liability is calculated by reference to the future

salaries of plan participants. As such, an increase in salary of the plan participants will increase the plan''s liability.

The following tables summarise the component of the net benefits expense recognised in the statement

of profit and loss account and the funded status and amounts recognized in the balance sheet for the

respective plan.

The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated. There is no change in method of valuation for the prior period.

(6) Asset - Liability Matching Strategies

the company has purchased insurance policy, which is basically a year-on-year cash accumulation plan in which the interest rate is declared on yearly basis and is guaranteed for a period of one year. the insurance company, as part of the policy rules, makes payment of all gratuity outgoes happening during the year (subject to sufficiency of funds under the policy). Any deficit in the policy assets is funded by the company. the policy helps mitigate the liquidity risk. However, being a cash accumulation plan, the duration of assets is shorter compared to the duration of liabilities. thus, the company is exposed to movement in interest rate (in particular, the significant fall in interest rates, which should result in a increase in liability without corresponding increase in the asset).

(7) The company''s expected contribution to the fund in the next financial year is H 9.98 crores (31^st March

2021 : H 5.91 crores)

(8) the estimate of future salary increase, considered in actuarial variation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

47 Disclosure of transactions with Related Parties, as required by Ind AS 24 "Related Party Disclosuresâ has been set out below. Related parties as defined under clause 9 of the Ind AS 24 have been identified on the basis of representations made by the management and information available with the company.

Company.

49 Items of Expenditure in the Statement of Profit and Loss include reimbursements for common sharing

facilities to and by the Company.

50 Pursuant to Ind AS 111 Joint Arrangements'' and Ind AS 112 - ''Disclosure of Interests in Other Entities'' the interest of the Company in various Jointly Controlled Assets, Jointly Controlled Entities & Associates are as follows :

(a) Jointly Controlled Assets

The Company jointly with other parties to the joint venture, have been awarded two onshore oil & gas blocks at Palej and Assam by Government of India through NELP-VI bidding round, has entered into Production Sharing Contracts (PSC) with Ministry of Petroleum and natural Gas for exploration of oil and gas in the aforesaid blocks. NAFToGAZ India Pvt. Ltd.(MPL) being one of the parties to consortium was appointed as operator of the blocks vide Joint operating agreements (joAs) entered into between parties to consortium. the expenditures related to the activities in the blocks were incurred by Adani Group, Welspun Group or through their venture Adani Welspun exploration Ltd.

Government of India had issued a notice intimating the termination of the Production Sharing Contracts (PSCs) in respect of the Assam and Palej blocks purportedly due to misrepresentation made by the operator of the blocks - mPL. the Company had contested the termination and in accordance with the provisions of the PSC had urged the Government to allow it to continue the activities in Palej block. the Company had already written off its investment in Assam block in earlier years. During the previous year, the Company received a letter from Ministry of Petroleum & Natural Gas confirming termination of its Palej oil exploration block. Accordingly, the Company has written off project cost of H 79.44 crores as exceptional item during the previous year (Refer Note 40).

(b) Jointly Controlled Entities & Associates

The Company has significant influence in Adani Power Resources Ltd., Cleartrip Pvt Ltd. and Unyde Systems Pvt. Ltd. as on 31^st march 2022, the Company has invested sum of H 0.02 crores (31^st march 2021 : H 0.02 crores), H 75.00 crores (31^st march 2021 : H nil) and H 3.75 crores (31^st march 2021 : H nil)

respectively.

(b) Jointly Controlled Entities & Associates

The Company has invested sum of H 340.51 crores (31^st March 2021 : H 56.01 crores) in AdaniConnex Pvt. Ltd. During the year, EdgeConnex Europe BV has acquired 50% stake in AdaniConnex Pvt. Ltd. w.e.f. 14^thmay, 2021. accordingly, status of this entity has changed from Subsidiary to Jointly controlled Entity, the company had Jointly Controlled interests in Jhar Mining infra Pvt. Ltd. as on 31^st March, 2021.

53 Corporate Social Responsibility (Contd.)

i) Procurement & Supply of Oxygen generation plant & Oxygen concentrator for COVID-19 relief

efforts - H 9.43 crores

ii) contribution to Armed Forces Welfare Fund - H 0.20 crores

iii) infrastructure Support to bring international Quality Education - H 0.50 crores

iv) Support to coaching of athletes for olympic - H 1.31 crores

v) Free Schooling Facilities at Surguja-Sahli for local students - H 1.35 crores

vi) other administrative overheads - H 0.08 crores

during FY 2020-21, the company has made contribution of H 15 crores to the PM cares Fund for

India''s fight against COVID-19 towards CSR activities

h) out of note (b) above H 3.24 crores (31^st march, 2021 : H Nil) contributed to adani Foundation, one of the related parties.

54 Recent Pronouncements

amendments to ind As, through companies (indian accounting Standards) amendment Rules, 2022 on 23^rdmarch, 2022. these amendments maintain convergence with iFRS by incorporating amendments issued by international accounting Standards Board (IASB) into ind As and has amended the following standards:

i) Ind AS 101 - First-time adoption of Ind AS

ii) Ind AS 103 - Business Combinations

iii) Ind AS 109 - Financial Instruments

iv) Ind AS 16 - Property, Plant and Equipment

v) Ind AS 37 - Provisions, Contingent Liabilities and Contingent Assets

vi) Ind AS 41 - Agriculture

these amendments shall come into force with effect from april 01, 2022. the company is assessing the potential effect of the amendments on its financial statements. The Company will adopt these amendments,

if applicable, from applicability date.

55 The Code on Social Security, 2020 (''Code'') relating to employee benefits during employment and postemployment benefits has received Presidential assent on 28^th September 2020. the code has been published in the Gazette of India. However, the effective date of the Code is yet to be notified and final rules for quantifying the financial impact are also yet to be issued. In view of this, the Company will assess the impact of the Code when relevant provisions are notified and will record related impact, if any, in the period the code becomes effective.

56 Details of Loans given, Investments made and Guarantee given or security provided covered u/s 186 (4) of the Companies Act, 2013 are given under respective heads (refer note 6 and 47).

57 As per Ind AS 108, "Operating Segmentsâ, in case a financial report contains both Standalone Financial Statements and consolidated Financial Statements of the company, segment information is required to be presented only on the basis of consolidated Financial Statements of the company. Hence, the required segment information has been disclosed in the consolidated Financial Statements.

58 The Board of Directors at its meeting held on 03^rd May, 2022 have recommended payment of final dividend of H 1 (100%) per equity share of the face value of H 1 each for the year ended 31^st March, 2022. This proposed dividend is subject to approval of shareholders in the ensuing annual general meeting.

Also, for the year ended 31^st March, 2021, the Company had proposed final dividend of H 1 (100%) per equity share of the face value of H 1 each. the same was declared and paid during the year ended 31^st march, 2022.

59 Given the covid-19 pandemic situation, the company has performed detailed analysis and has assessed the impact of pandemic on business and financial Statements based on information available from internal and external sources. The Company has determined that there is no significant impact for the current period. considering the continuing uncertainty, the company will continue to closely monitor any material changes

to future economic conditions due to this pandemic situation.

61 No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the company to or in any other person(s) or entity(ies), including foreign entities ("intermediariesâ) with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries). The Company has not received any fund from any party(s) (Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company ("Ultimate Beneficiariesâ) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

62 Events occurring after the Balance Sheet Date

of Directors of the Company, in their meeting held on 8^th April, 2022 have approved the transaction of new equity share issuance through the preferential allotment route to international Holding Company PJSC (iHC), Abu Dhabi. iHC will invest H 7,700 crores in the Company. The transaction is subject to shareholders

and regulatory approvals.

63 Approval of financial statements

The financial statements were approved for issue by the board of directors on 3^rd May, 2022.

Mar 31, 2021

l) Provision, Contingent Liabilities and Contingent Assets

Provisions are recognised for when the Company

has at present, legal or contractual obligation as a result of past events, only if it is probable that an outflow of resources embodying economic outgo or loss will be required and if the amount involved can be measured reliably. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

Contingent liabilities being a possible obligation

as a result of past events, the existence of which will be confirmed only by the occurrence or non occurrence of one or more future events not wholly in control of the Company are not recognised in the accounts. The nature of such liabilities and an estimate of its financial effect are disclosed in notes to the financial statements.

Contingent assets are not recognised in the

financial statements. the nature of such assets and an estimate of its financial effect are disclosed in notes to the financial statements.

m) Revenue Recognition

Revenue from contract with customer is

recognised upon transfer of control of promised products or services to customers in an amount that reflects the consideration which the Company expects to receive in exchange for those products or services. Revenue is measured based on the transaction price, which is the consideration, adjusted for discounts and other incentives, if any, as per contracts with the customers. Revenue also excludes taxes or amounts collected from customers in its capacity as agent.

The specific recognition criteria from various

stream of revenue is described below:

(i) Sale of Goods

Revenue from the sale of goods is recognised when the control of the goods has been passed to the customer as per the terms of agreement

and there is no continuing effective control or

managerial involvement with the goods.

(ii) Rendering of Services

Revenue from services rendered is recognised when the work is performed and as per the terms of agreement.

(iii) Dividends

Revenue is recognised when the Company''s right to receive the payment is established, which is generally when shareholders approve the dividend.

(iv) Interest Income

Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset''s net carrying amount on initial recognition.

(v) Profit or Loss on Sale of Investment

Profit or Loss on sale of investment is recognised on the contract date.

Contract Assets

A contract asset is the right to consideration in exchange for goods or services transferred to the customer. If the Company performs by transferring goods or services to a customer before the customer pays consideration or before payment is due, a contract asset is recognised for the earned consideration that is conditional. The same is disclosed as "Unbilled Revenueâ under Other Current Financial Assets. Trade Receivable

A receivable represents the Company''s right to an amount of consideration that is unconditional i.e. only the passage of time is required before payment of consideration is due.

Contract Liability

A contract liability is the obligation to transfer

goods or services to a customer for which the Company has received consideration (or an amount of consideration is due) from the customer. Contract liabilities are recognised as revenue when the Company performs under the contract. The same is disclosed as "Advance from Customersâ under Other Current Liabilities.

n) Employee Benefits

Employee benefits includes gratuity, compensated

absences, contribution to provident fund,

employees'' state insurance and superannuation

fund.

i) Short Term Employee Benefits

Employee benefits payable wholly within twelve months of rendering the services are classified as short term employee benefits and recognised in the period in which the employee renders the related service. These are recognised at the undiscounted amount of the benefits expected to be paid in exchange for that service.

ii) Post Employment Benefits

Defined Contribution Plans

Retirement benefits in the form of provident fund and superannuation fund are defined contribution schemes. The Company has no obligation, other than the contribution payable to the provident fund. The Company recognises contribution payable to the these funds as an expense, when an employee renders the related service.

Defined Benefit Plans

The Company operates a defined benefit gratuity plan. The cost of providing benefits under the defined benefit plan is determined based on actuarial valuation, carried out by an independent actuary, using the projected unit credit method. The liability for gratuity is funded annually to a gratuity funds maintained with the Life Insurance Corporation of India and SBI Life Insurance Company Limited.

Re-measurements gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised immediately in the balance sheet with a corresponding debit or credit to retained earnings through other comprehensive income in the period in which they occur. Remeasurements are not reclassified to profit or loss in subsequent periods. Net interest is calculated by applying the discount rate to the net balance of defined benefit liability or asset.

The Company recognises the following changes in the net defined benefit obligation as an expense in the statement of profit and loss in the line item "Employee Benefits Expenseâ:

- Service cost including current service cost, past service cost, gains and losses on curtailments and non-routine settlements;

and

- Net interest expense or income.

iii) Other Long Term Employee Benefits

Other long term employee benefits comprise of compensated absences / leaves. The actuarial valuation is done as per projected unit credit method. Remeasurements as a result of experience adjustments and changes in actuarial assumptions are recognised in the Statement of Profit and Loss.

iv) For the purpose of presentation of defined benefit plans and other long term benefits, the allocation between current and non-current provisions has been made as determined by an actuary.

o) Borrowing Costs

Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the asset. Borrowing costs consist of interest and transaction costs that an entity incurs in connection with the borrowing of funds. Transaction costs in respect of long-term borrowings are amortised over the tenor of respective loans using effective interest method. All other borrowing costs are expensed in the period in which they are incurred.Borrowing costs also includes exchange differences arising from foreign currency borrowings to the extent they are regarded as an adjustment to the borrowing costs.

p) Leases

The Company assesses whether a contract contains a lease, at the inception of the contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Company

assesses whether (i) the contract involves the use of identified asset; (ii) the Company has substantially all of the economic benefits from the use of the asset through the period of lease and (iii) the Company has right to direct the use of the asset.

The Company recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost,

which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the site on which it is located, less any lease incentives received.

Certain lease arrangements include the option to extend or terminate the lease before the end of the lease term. The right-of-use assets and lease liabilities include these options when it is reasonably certain that the option will be exercised.

The right-of-use asset is subsequently depreciated

using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain re-measurements of the lease liability.

The lease liability is initially measured at the

present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company''s incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.

The lease liability is subsequently measured at amortised cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Company''s estimate of the amount expected to be payable under a residual value guarantee, or if Company changes its assessment of whether it will exercise

a purchase, extension or termination option.

When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset or is recorded in profit or loss if the carrying amount of the right-of-

use asset has been reduced to zero.

Lease payments have been classified as financing activities in Statement of Cash Flow.

The Company has elected not to recognise right-of-use assets and lease liabilities for short term

leases that have a lease term of less than or equal to 12 months with no purchase option and assets with low value leases. The Company recognises the lease payments associated with these leases as an expense in statement of profit and loss over the lease term. The related cash flows are classified as operating activities.

q) Segment Accounting

Operating segments are reported in a manner consistent with the internal reporting to management. For management purposes, the Company is organised into business units based on its products and services.

Operating results of the business units are monitored separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with the statement of profit or loss in the financial statements.

r) Earning Per Share

Basic EPS is computed by dividing the profit or loss attributable to the equity shareholders of

the Company by the weighted average number of equity shares outstanding during the year. Diluted EPS is computed by adjusting the profit or loss attributable to the ordinary equity shareholders and the weighted average number of equity shares, for the effects of all dilutive potential equity shares.

s) Service Work in Progress

Service Work in Progress is valued at lower of cost and net realisable value. Cost is determined based

on Weighted Average Cost Method.

Service Work in Progress represents closing inventory of Washed and Reject Coal, which is not owned by the Company as per the terms of Mine Development and Operation (MDO) contract. Hence, this represents work performed under contractual liability in bringing this inventory to its present condition and location.

Net realisable value is the contract price as per the MDO Agreement, less estimated costs of

completion and estimated costs necessary to make the sale.

t) Overburden Cost Adjustment

Overburden removal expenses incurred during

production stage are charged to revenue based on waste-to-ore ratio, (commonly known as Stripping Ratio in the industry). This ratio is taken based on the current operational phase of overall mining area. To the extent the current period ratio exceeds the expected Stripping Ratio of a phase, excess overburden costs are deferred.

u) Expenditure

Expenses are net of taxes recoverable, where applicable.

Mar 31, 2019

Notes:

6 a) Details of Shares pledged:

i) Includes 5,100 (31^st March, 2018 : Nil) shares pledged against loans taken by subsidiary company - Bilaspur Pathrapalli Road Private Ltd. from bank,

ii) Includes Nil (31^st March, 2018 : 233,600,000) shares pledged against loans taken by subsidiary company - Adani Gas Holdings Ltd. from financial institutions,

6 b) Net Worth of six subsidiaries as on 31^st March, 2019 has been eroded and there is a consequent possibility of impairment of Equity Investment of RS,46.10 Crores. Looking to the subsidiaries'' future business plans and growth prospects, such impairment if any is considered to be temporary in nature and no impairment in value of investment is made in the accounts of the Company,

6 c) Due to temporary closure of plant in this subsidiary, the Company has considered impairment in value of its investment to the tune of RS,4.71 crores in the current financial year,

(âDenotes amount less than RS,50,000)

6 e) The difference in Investment in LLPs vis-a-vis capital balance in LLP is on account of accounting of investment in LLPs at fair value.

6 f) During the year, partial investment in this entity has been sold off to joint venture partner. Accordingly, status of this entity has changed to Joint Venture from Subsidiary,

6 g) During the year, there is change in control due to change in composition of Board of Directors. Accordingly, status of this entity has changed to Joint Venture from Subsidiary,

6 h) Above investment includes deemed investment on account of Corporate Guarantee issued to these entities,

c. Reconciliation of Income Tax Expense and the Accounting Profit multiplied by India''s tax rate :

This note presents the reconciliation of Income Tax charged as per the Tax Rate specified in Income Tax Act, 1961 & the actual provision made in the Financial Statements as at 31st MarcRs,2019 & 31st MarcRs,2018 with breakup of differences in Profit as per the Financial Statements and as per Income Tax Act, 1961,

d. Provision For Taxation :

Provision for taxation for the year has been made after considering allowance, claims and relief available to the Company as advised by the Company''s tax consultants,

e. Transfer Pricing Regulations :

The Company has established a comprehensive system of maintenance of information and documentation as required by the transfer pricing legislation under section 92 - 92F of the Income Tax Act, 1961,

20 EQUITY SHARE CAPITAL (contd..)

(b) Rights, preferences and restrictions attached to each class of shares

The Company has only one class of Equity Shares having a par value of RS,1/- per share and each holder of the 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 shareholders in the ensuing Annual General Meeting, except in case of Interim Dividend,

Nature and Purpose of Reserves General Reserve

General reserve is created by the Company by appropriating the balance of Retained Earnings. It is a free reserve which can be used for meeting the future contingencies, creating woking capital for business operations, strengthing the financial position of the Company etc.

Securities Premium

Capital Reserve

It is a difference between the net assets acquired in the subsidiary and the consideration paid for the acquisition. This is not a free reserve and cannot be utilized for the distribution of dividends,

Retained Earnings

Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders.

a) Outstanding loan from Yes Bank of RS,536.76 crores (31st March, 2018 : H Nil) and from consortium of banks - Canara Bank, Central Bank of India, PTC India Financial Services Ltd. and Vijaya Bank of H Nil (31st March, 2018 : RS,321.33 crores, repaid during the year) are secured through first ranking hypothecation / charge / pledge / mortgage on borrower''s Parsa East and Kente Basin blocks immovable and movable properties, leasehold / sub-leasehold rights over the land and property pertaining to coal washery and railway land, revenue and receivables, project accounts, both present and future, relating to the said project. Loan from Yes Bank is repayable in 44 quarterly instalments from May, 2019

b) Outstanding Foreign Currency Loan of USD Nil (31st March, 2018 : USD 25.29 millions) from ICICI Bank is secured through first ranking hypothecation / charge / pledge / mortgage on borrower''s Parsa East and Kente Basin blocks immovable and movable properties, leasehold / sub-leasehold rights over the land and property pertaining to coal washery and railway land, revenue and receivables, project accounts, both present and future. The same has been repaid during the year,

c) Unsecured loan from STCI Finance Ltd of RS,75 crores outstanding as at 31st March, 2018 has been repaid during the year,

d) Redeemable Non Convertible Debentures of RS,149.37 crores outstanding as at 31st March, 2018 have been repaid during the year,

e) Unsecured loan from Adani Bunkering Private Limited of RS,420.18 crores (31st March, 2018 : H Nil) is repayable in August 2020. Unsecured loan from Adani Gas Holdings Limited of RS,1,075.86 crores outstanding at the end of previous year has been repaid during the year,

f) The above loans carry interest rate in the range of 10% to 11% p.a,

g) For the current maturities of long-term borrowings, refer note 27 - Other Current Financial Liabilities,

Notes:

a) Short term loan from RBL Bank of RS,150 crores (31st March, 2018 : H Nil) and from Indusind Bank of RS,200 crores (31st MarcRs,2018 : RS,200 crores) are secured by subservient charge on current assets and movable fixed assets of the Company excluding those pertaining to mining division. The same are repayable in April, 2019 and June, 2019 respectively

b) Short term loan from Yes Bank of H 60 crores (31st March, 2018 : H Nil) is secured through first ranking hypothecation / charge / pledge / mortgage on Parsa East and Kente Basin blocks immovable and movable properties, leasehold / sub-leasehold rights over the land and property pertaining to coal washery and railway land, revenue and receivables, project accounts, both present and future, relating to the said project. The same is repayable in July, 2019,

1.SHORT TERM BORROWINGS (contd..)

c) Foreign currency loan of USD Nil (31st March, 2018 : USD 30 millions) from Exim Bank has been repaid during the year,

d) Unsecured loan from IndusInd Bank of RS,300 crores (31st March, 2018 : RS,300 crores) is repayable in December, 2019. Unsecured loan from RBL Bank Limited of RS,100 crores outstanding as at 31st March, 2018 has been repaid during the year,

e) Cash credit facility from Yes Bank, RBL Bank and Central Bank is secured through first ranking hypothecation / charge / pledge / mortgage on Parsa East and Kente Basin blocks immovable and movable properties, leasehold / sub-leasehold rights over the land and property pertaining to coal washery and railway land, revenue and receivables, project accounts, both present and future, relating to the said project,

f) The above loans carry interest rate in the range of 9% to 11% p.a,

The Exceptional Items for the current year relate to :

a) Stamp duty of RS,25 Crores paid on account of Composite Scheme of Arrangement for demerger of Renewable Power Undertaking.

b) Net Gain of 4.18 crores on disposal of 100% equity holding in subsidiaries - Adani Agri Logistics Ltd., Adani Agri Logistics (Dahod) Ltd., Adani Agri Logistics (Samastipur) Ltd., Adani Agri Logistics (Darbhanga) Ltd., Adani Power Dahej Ltd., Pench Power Thermal Energy (MP) Ltd. (formerly known as Adani Pench Power Ltd.) and Kutchh Power Generation Ltd

The Exceptional Items for the previous year relate to :

a) During the year ended 31^st March, 2017, the Company had raised a reimbursement claim on customer for non-lifting of contractual coal quantity and price escalation in mining business pursuant to favourable arbitration award. The financial results for the year ended 31^st March, 2017, includes impact of RS,181.18 crores . During the year ended 31^st March, 2018, arbitration award has been reversed by the Hon''ble High Court of Rajasthan. Pursuant to this order, the Company had written-off the claim in previous year,

b) Gain (net of provision) of RS,0.13 Crores in previous year towards divestment of 100% equity holding in subsidiary Adani Energy Limited.

2. Discontinued Operations

The Scheme of Arrangement among Adani Enterprises Limited and Adani Green Energy Limited (AGEL) and their respective shareholders and creditors became effective from its appointed date of 1st April, 2018. Also, the Scheme of Arrangement among Adani Enterprises Limited, Adani Gas Limited (AGL) and Adani Gas Holdings Limited and their respective shareholders and creditors has become effective from its appointed date of 28th August, 2018. Accordingly, the results of Renewable Power Undertaking and Gas Sourcing and Distribution Undertaking have been classified as Discontinued Operations in these financial statements..

Since the Scheme of Arrangement of Gas Sourcing & Distribution Undertaking has become effective from 28th August, 2018, assets and liabilities of the same have already been transferred to Adani Gas Ltd. during the year ended 31st March, 2019,

3. Financial Instruments and Risk Review

(a) Accounting Classification and Fair Value Hierarchy

Financial Assets and Liabilities :

The Company''s principal financial assets include investments, trade receivables, cash and cash equivalents, other bank balances, loans, derivative assets and other financial assets. The Company''s principal financial liabilities comprise of borrowings, trade payables, derivative liabilities and other financial liabilities. The main purpose of these financial liabilities is to finance the Company''s operations and projects.

Fair Value Hierarchy :

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable and consists of the following three levels:

Level-1 : Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities,

Level-2 : Inputs are other than quoted prices included within Level-1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices),

The following tables summarizes carrying amounts of financial instruments by their categories and their levels in fair value hierarchy for each year end presented,

Notes :

(a) Investments exclude Investment in Subsidiaries, Joint Ventures and Associates,

(b) Carrying amounts of current financial assets and liabilities as at the end of the each year presented approximate the fair value because of their short term nature. Difference between carrying amounts and fair values of other non-current financial assets and liabilities subsequently measured at amortized cost is not significant in each of the year presented.

(b) Financial Risk Management Objective and Policies :

The Company is primarily exposed to risks resulting from fluctuation in market risk, credit risk and liquidity risk, which may adversely impact the fair value of its financial instruments,

(i) Market Risk

Market risk is the risk of loss of future earnings, fair value or future cash flows of a financial instrument, that may result from adverse changes in interest rate and foreign currency exchange rates,

A. Foreign Currency Exchange Risk :

The company evaluates exchange rate exposure arising from foreign currency transactions and follows established risk management policies including the use of derivatives like foreign exchange forward and option contracts to hedge exposure to foreign currency risks,

For open positions on outstanding foreign currency contracts and details on unhedged foreign currency exposure, please refer note no. 40

B. Interest Risk :

The Company is exposed to changes in interest rates due to its financing, investing and cash management activities, The risks arising from interest rate movements arise from borrowings with variable interest rates. The Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings,

For Company''s total borrowings, the analysis is prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. A 50 basis point increase or decrease is used, which represents management''s assessment of the reasonably possible change in interest rate,

(ii) Credit Risk

(iii) Liquidity Risk

Liquidity risk refers the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities. The Company''s objective is to provide financial resources to meet its obligations when they are due in a timely, cost effective and reliable manner without incurring unacceptable losses or risking damage to the Company''s reputation. The Company monitors liquidity risk using cash flow forecasting models. These models consider the maturity of its financial investments, committed funding and projected cash flows from operations,

The tables below provide details regarding contractual maturities of significant liabilities as at the end of each year end presented.

(iv) Capital Management

For the purpose of the Company''s capital management (including discontinued operations), capital includes issued capital and all other equity reserves attributable to the equity shareholders of the Company. The primary objective of the Company when managing capital is to safeguard its ability to continue as a going concern and to maintain an optimal capital structure so as to maximize shareholder value,

The Company monitors capital using gearing ratio, which is net debt (borrowings less cash and bank balances) divided by total equity plus net debt.

Management monitors the return on capital, as well as the levels of dividends to equity shareholders. The Company is not subject to any externally imposed capital requirements. There have been no breaches in the financial covenants of any long term borrowing in the current period. No changes were made in the objectives, policies or processes for managing capital during the years ended 31st March, 2019 and 31st March, 2018,

Note:

(i) As at 31^st March, 2019 1 USD = H 69.155 and as at 31^st March, 2018 1 USD = H 65.175

(ii) The Company holds derivative financial instruments such as foreign currency forward and option contracts to mitigate the risk of changes in exchange rates on foreign currency exposures. The counter party for these contracts is generally a bank, All derivative financial instruments are recognized as assets or liabilities on the balance sheet and measured at fair value. The accounting for changes in the fair value of a derivative instrument depends on the intended use of the derivative and the resulting designation. The use of derivative instruments is subject to limits, authorities and regular monitoring by appropriate levels of management. The limits, authorities and monitoring systems are periodically reviewed by management and the Board. The market risk on derivatives is mitigated by changes in the valuation of the underlying assets, liabilities or transactions, as derivatives are used only for risk management purposes,

All derivative contracts stated above are for the purpose of hedging the underlying foreign currency exposure,

f) The Hon''ble Supreme Court (SC) has passed a judgment dated 28^th February 2019, relating to components of salary structure to be included while computing the contribution to provident fund under the Employees Provident Fund Act, 1952. The Company''s Management is of the view that there is considerable uncertainty around the timing, manner and extent in which the judgment will be interpreted and applied by the regulatory authorities. The Company will continue to assess any further developments in this matter for the implications on financial statements, if any Currently, the Company has not considered any impact in these financial statements._

4. Contingent Liabilities and Commitments (Contd..)

g) Certain claims / show cause notices disputed have neither been considered as contingent liabilities nor acknowledged as claims, based on internal evaluation of the management._

h) Show cause notice issued under Section 16 of the Foreign Exchange Management Act, 1999 read with Rule (4) of the Foreign Exchange Management (Adjudication Proceedings and Appeal) Rule, 2000, in which liability is unascertainable.

i) Show cause notices issued under The Custom Act,1962, wherein the Company has been asked to show cause why, penalty should not been imposed under section 112 (a) and 114 (iii) of The Custom Act,1962 in which liability is unascertainable.

j) Show cause notices issued under Income Tax Act,1961, wherein the Company has been asked to show cause why, penalty should not been imposed under section 271(1)(c) in which liability is unascertainable._

k) Show cause notice issued by DGCEI proposes for imposition of penalties under Section 76 and Section 78 of the Finance Act, 1994 in which liability is unascertainable._

l) Custom Department has considered a different view for levy of custom duty in respect of specific quality of coal imported by the Company for which the Company has received demand show cause notices amounting to H 863.62 Crores (31^st March, 2018 : H 800.57 Crores) from custom departments at various locations and the Company has deposited RS,378.63 Crores (31^st March, 2018 : RS,378.63 Crores) as custom duties under protest and contested the view taken by authorities as advised by external legal counsel. The Company being the merchant trader generally recovers custom duties from its customers and does not envisage any major financial or any other implication and the net effect of the same is already considered above under clause (b)(Custom duty).

Note:

(i) Most of the issues of litigation pertaining to Central Excise / Service Tax / Income Tax are based on interpretation of the respective Law & Rules there under. Management has been opined by its counsel that many of the issues raised by revenue will not be sustainable in the law as they are covered by judgments of respective judicial authorities which supports its contention. As such no material impact on the financial position and performance of the Company is envisaged.

(iii) Future cash outflows in respect of the above matters are determinable only on receipt of judgments / decisions pending at various forums / authorities / settlement of disputes,

b) Other Commitments :

i) The Company from time to time provides need based support to subsidiaries towards capital and other financial commitments.

ii) For derivatives and lease commitments, refer notes 40 and 43 respectively,

5. The Company has initiated legal proceedings against various parties for recovery of dues and such legal proceedings are pending at different stages as at the date of the Balance Sheet and are expected to materialize in recovering the dues in the future. Based on the review of these accounts by the management, adequate provision has been made for doubtful recovery. Management is hopeful for their recovery. In the opinion of the management adequate balance is lying in General Reserve / Retained earnings to meet the eventuality of such accounts being irrecoverable,

6. Disclosure as required by the Ind AS 17, "Leasesâ as specified in the Companies (Accounting Standard) Rules 2015 (as amended) are given below :

Assets given on operating lease :

Refer note 3(a) for disclosures,

Assets taken on operating lease :

(a) The aggregate lease rentals payable are charged to the Statement of Profit & Loss as Rent & Infrastructure Usage Charges in note 36.

(b) The company has taken office space, god owns and guest house on operating lease. The lease rentals are payable by the Company on a monthly or quarterly basis.

(c) The leasing arrangements, which are cancellable at any time on month-to-month basis and in some cases between 11 months to 5 years, are usually renewable by mutual consent on mutually agreeable terms. Under these arrangements, generally interest free refundable deposits have been given.

7. The Company has made provision in the Accounts for Gratuity based on Actuarial valuation. The particulars under the

Ind AS 19 "Employee Benefits" furnished below are those which are relevant and available to the Company for this year,

(c) The estimate of future salary increase, considered in actuarial variation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

(d) The company''s expected contribution to the fund in the next financial year is Nil (31^st MarcRs,2018 : RS,3.17 Crores)

8. Disclosure of transactions with Related Parties, as required by Ind AS 24 "Related Party Disclosuresâ has been set below, Related parties as defined under clause 9 of the Ind AS 24 have been identified on the basis of representations made by the management and information available with the Company,

(i) Name of Related Parties & Description of Relationship

(A) Controlling Entity :

Shantilal Bhudhermal Adani Family Trust (SBAFT)

(B) Subsidiary Companies :

1 Adani Global Ltd., Mauritius. 19 Jhar Mining Infra Pvt. Ltd. (up to 17^th June, 2018)

2 Adani Agri Logistics Ltd. (up to 28^th Mar, 2019) 20 Talabira (Odisha) Mining Pvt. Ltd.

3 Adani Agri Fresh Ltd. 21 Adani Tradecom LLP

4 Adani Shipping (India) Pvt. Ltd. 22 Adani Tradex LLP

5 Natural Growers Pvt. Ltd. 23 Adani Commodities LLP

6 Chendipada Collieries Pvt. Ltd. 24 Adani Tradewing LLP

7 Parsa Kente Collieries Ltd. 25 Adani Infrastructure Pvt. Ltd.

8 Adani Welspun Exploration Ltd. 26 Adani Cementation Ltd.

9 Rajasthan Collieries Ltd. 27 Gare Pelma III Collieries Ltd.

10 Adani Synenergy Ltd. 28 Adani Transport Ltd.

11 Adani Power Dahej Ltd. (up to 28^th Mar, 2019) 29 Bailadila Iron Ore Mining Pvt. Ltd. (w.e.f. 20^th Sep, 2018)

12 Pench Power Thermal Energy (MP) Ltd. (formerly 30 Mundra Copper Ltd. (w.e.f. 22^nd Nov, 2018) known as Adani Pench Power Ltd.) (up to 28^th Mar, 2019)

13 Kutchh Power Generation Ltd. (up to 28^th Mar, 2019) 31 Prayagraj Water Pvt. Ltd. (w.e.f. 26^th Dec, 2018)

14 Adani Defence Systems and Technologies Ltd. 32 Adani Water Ltd. (w.e.f. 21^st Dec, 2018)

15 Mahaguj Power LLP 33 Adani Agri Logistics (Dahod) Ltd. (up to 28^th Mar, 2019)

16 Adani Chendipada Mining Pvt. Ltd. (up to 25^th 34 Adani Agri Logistics (Samastipur) Ltd,

May, 2018)__(up to 28^th Mar, 2019)_

17 Adani Resources Pvt. Ltd. 35 Adani Agri Logistics (Darbhanga) Ltd. (up to 28^th Mar, 2019)

18 Surguja Power Pvt. Ltd.

(C) Step-down Subsidiary Companies / Firms :

1 Adani Renewable Energy Park Ltd. (up to 8^th Aug, 2018) 43 Adani Agri Logistics (MP) Ltd. (up to 28^th Mar, 2019)

2 Adani Agri Logistics (Harda) Ltd. (up to 28^th Mar, 2019) 44 Adani Green Technology Ltd.

3 Adani Agri Logistics (Hoshangabad) Ltd. (up to 45 Adani Agri Logistics (Kotkapura) Ltd. (up to 28^th Mar, 2019)

28^th Mar, 2019)__

4 Adani Agri Logistics (Satna) Ltd. (up to 28^th Mar, 2019) 46 Adani Agri Logistics (Katihar) Ltd. (up to 28^th Mar, 2019)

5 Adani Agri Logistics (Ujjain) Ltd. (up to 28^th Mar, 2019) 47 Adani Agri Logistics (Kannauj) Ltd. (up to 28^th Mar, 2019)

6 Adani Agri Logistics (Dewas) Ltd. (up to 28^th Mar, 2019) 48 Adani Agri Logistics (Panipat) Ltd. (up to 28^th Mar, 2019)

7 Adani Gas Holdings Ltd. (up to 9^th Aug, 2018) 49 Adani Agri Logistics (Moga) Ltd. (up to 28^th Mar, 2019)

8 Adani Gas Ltd. (up to 27^th Aug, 2018) 50 Adani Agri Logistics (Raman) Ltd. (up to 28^th Mar, 2019)

9 Adani Global Pte. Ltd., Singapore 51 Adani Agri Logistics (Barnala) Ltd. (up to 28^th Mar, 2019)

10 Adani Shipping Pte. Ltd., Singapore 52 Adani Agri Logistics (Nakodar) Ltd. (up to 28^th Mar, 2019)

11 Rahi Shipping Pte. Ltd., Singapore 53 Adani Agri Logistics (Mansa) Ltd. (up to 28^th Mar, 2019)

12 Vanshi Shipping Pte. Ltd., Singapore__54 Adani Agri Logistics (Bathinda) Ltd. (up to 28^th Mar, 2019)_

13 Adani Global FZE, Dubai__55 Adani Renewable Asset Holdings Pty Ltd., Australia_

14 Adani Mining Pty Ltd., Australia__56 Adani Renewable Asset Pty Ltd., Australia_

15 PT Adani Global, Indonesia__57 Adani Rugby Run Pty Ltd., Australia_

16 PT Adani Global Coal Trading, Indonesia 58 Adani Global Royal Holdings Pte Ltd., Singapore

17 PT Coal Indonesia, Indonesia 59 Queensland RIPA Holdings Pty Ltd., Australia

18 PT Sumber Bara, Indonesia 60 Queensland RIPA Pty Ltd., Australia

19 PT Energy Resources, Indonesia 61 Queensland RIPA Finance Pty Ltd., Australia

20 PT Niaga Antar Bangsa, Indonesia 62 Urja Maritime Inc., Panama

21 PT Niaga Lintas Samudra, Indonesia 63 Adani North America Inc., USA

22 PT Gemilang Pusaka Pertiwi, Indonesia 64 Adani Global DMCC

23 PT Hasta Mundra, Indonesia 65 Adani Solar USA LLC, USA (up to 11^th Oct, 2018)

24 PT Lamindo Inter Multikon, Indonesia__66 Galilee Transmission Holdings Trust, Australia_

25 PT Mitra Naiga Mulia, Indonesia (up to 5^th May, 2018) 67 Queensland RIPA Holdings Trust, Australia_

26 PT Suar Harapan Bangsa, Indonesia__68 Queensland RIPA Trust, Australia_

27 PT Tambang Sejahtera Bersama, Indonesia__69 Adani Renewable Assets Trust, Australia_

28 Aanya Maritime Inc, Panama__70 Adani Renewable Assets Holdings Trust, Australia_

29 Aashna Maritime Inc, Panama 71 Adani Rugby Run Trust, Australia

(C) Step-down Subsidiary Companies / Firms : (Contd..)

30 Adani Minerals Pty Ltd., Australia 72 Adani Agri Logistics (Borivali) Ltd. (up to 28^th Mar, 2019)

31 Adani Bunkering Pvt. Ltd. 73 Adani Agri Logistics (Dhamora) Ltd. (up to 28^th Mar, 2019)

32 AWEL Global Ltd., UAE (Liquidated w.e.f. 8^th Dec, 2018) 74 Whyalla Renewables Trust, Australia (w.e.f. 8th May, 2018)

33 Galilee Transmission Holdings Pty Ltd., Australia 75 Whyalla Renewable Holdings Trust, Australia (w.e.f. 8th May, 2018)

34 Galilee Transmission Pty Ltd., Australia 76 Whyalla Renewables Pty Ltd., Australia (w.e.f. 8th May, 2018)

35 Adani Renewable Energy Park (Gujarat) Ltd. (up to 8^th 77 Whyalla Renewable Holdings Pty Ltd., Australia (w.e.f. 8th May, 2018) Aug, 2018)__

36 Adani Infrastructure Pty Ltd., Australia 78 Adani Rave Gears India Ltd. (w.e.f. 27^th Mar, 2019)

37 Mundra Solar Ltd. 79 Galilee Biodiversity Company Pty Ltd., Australia (w.e.f. 15th

January, 2019)

38 Mundra Solar PV Ltd. 80 Bilaspur Patharpali Road Pvt. Ltd. (w.e.f. 21^st Apr, 2018)

39 Adani Land Defence Systems and Technologies Ltd. 81 Adani Rugby Run Finance Pty Ltd., Australia (w.e.f. 20th July, 2018)

40 Adani Aerospace And Defence Limited 82 Adani Australia Pty Ltd., Australia (w.e.f. 19th Apr, 2018)

41 Adani Naval Defence Systems and Technologies Ltd. 83 Midland Solar LLC, USA (up to 11th Oct, 2018)

42 Mundra Solar Technopark Pvt. Ltd 84 Hartsel Solar US LLC, USA (up to 11th Oct, 2018)

(D) Associates with whom transactions done during the year :

1 CSPGCL AEL Parsa Collieries Ltd.

(E) Joint Control Entities :

1 Adani Wilmar Ltd. 11 Adani Elbit Advanced Systems India Ltd.

2 Adani Renewable Energy Park Rajasthan Ltd. 12 Adani Green Energy Pte Ltd., Singapore

(up to 8^th Aug, 2018)__(up to 9^th Aug, 2018)_

3 Adani Wilmar Pte. Ltd., Singapore 13 Carmichael Rail Network Pty Ltd., Australia

4 Indianoil - Adani Gas Pvt. Ltd. (up to 27^th Aug, 2018) 14 Carmichael Rail Network Trust, Australia

5 Vishakha Industries Pvt. Ltd. 15 Carmichael Rail Network Holdings Pty Ltd., Australia

6 AWN Agro Pvt. Ltd. 16 Carmichael Rail Assets Holdings Trust, Australia

7 Golden Valley Agrotech Pvt. Ltd. 17 Adani Global Resources Pte Ltd., Singapore

8 Vishakha Polyfab Pvt. Ltd. 18 Adani Chendipada Mining Pvt Ltd (w.e.f. 26^th May, 2018)

9 KOG KTV Food Products (India) Pvt. Ltd. 19 Jhar Mining Infra Pvt Ltd (w.e.f. 18^th June, 2018)

10 KTV Health and Foods Pvt. Ltd. 20 AWL Edible Oils And Foods Pvt. Ltd. (w.e.f. 17^th July, 2018)

(F) Key Management Personnel :

1 Mr. Gautam S. Adani, Chairman 5 Mr. Vinay Prakash, Director

2 Mr. Rajesh S. Adani, Managing Director 6 Mr. Rakesh Shah, CFO (upto 16th April, 2019)

3 Mr. Pranav V. Adani, Director 7 Mr. Jugeshinder Singh, CFO (w.e.f. 29th May, 2019)

4 Mr. Rajiv Nayar, Executive Director & CFO 8 Mr. Jatin Jalundhwala, Company Secretary & Joint (Upto 1st May, 2018) President (Legal)

(G) Non-Executive Directors :

1 Mr. Berjis Desai (Refer note a) 4 Mrs. Vijyalaxmi Joshi

2 Mr. Hemant Nerurkar 5 Mr. Narendra Mairpady

3 Mr. V. Subramanian Notes:

a) Mr. Berjis Desai resigned as Director (Non-Executive & Independent Director) of the Company w.e.f. 26th June, 2018 due to his pre-occupation.

(H) Enterprises over which (A) or (F) above have significant influence with whom transactions done during the year :

1 Adani Properties Pvt. Ltd.__19 Adani Petronet (Dahej) Port Pvt. Ltd._

2 Adani Institute for Education and Research__20 Adani Kandla Bulk Terminal Pvt. Ltd._

3 Adani Infrastructure and Developers Pvt. Ltd.__21 The Dhamra Port Company Ltd._

4 Adani Township & Real Estate Company Pvt. Ltd. 22 Adani Murmugao Port Terminal Pvt. Ltd._

5 Adani M2K Projects LLP__23 Adani Kattupalli Port Pvt. Ltd._

6 Belvedere Golf and Country Club Pvt. Ltd.__24 Adani Transmission Ltd._

7 Adani Power Ltd.__25 Adani Transmission (India) Ltd._

8 Adani Power (Mundra) Ltd.__26 Maharashtra Eastern Grid Power Transmission Company Ltd.

9 Adani Ports and Special Economic Zone Ltd.__27 Adani Petroleum Terminal Pvt. Ltd_

10 Adani Power Maharashtra Ltd.__28 Adani Infra (India) Ltd._

11 Adani Power Rajasthan Ltd.__29 Raipur - Rajnandgaon - Warora Transmission Ltd._

12 Udupi Power Corporation Ltd.__30 Chhattisgarh - WR Transmission Ltd._

13 Adani Foundation__31 Sipat Transmission Ltd._

14 Karnavati Aviation Pvt. Ltd.__32 Sarguja Rail Corridor Pvt. Ltd._

15 MPSEZ Utilities Pvt. Ltd.__33 Adani Power (Jharkhand) Ltd._

16 Adani Logistics Ltd.__34 North Karanpura Transco Ltd._

17 Mundra International Airport Pvt. Ltd.__35 Adani Textile Industries_

18 Adani Hazira Port Pvt. Ltd.

(c) None of the loanee and loanees of subsidiary companies have per se made Investments in the shares of the Company.

47 Items of Expenditure in the Statement of Profit and Loss include reimbursements for common sharing facilities to and by the Company,

48 Pursuant to Ind AS 112 - Financial Reporting of Interests in Joint Venture, the disclosures relating to the Joint Ventures are as follows :

(a) Jointly Controlled Assets

The Company jointly with other parties to the joint venture, have been awarded two onshore oil & gas blocks at Palej and Assam by Government of India through NELP-VI bidding round, has entered into Production Sharing Contracts (PSC) with Ministry of Petroleum and Natural Gas for exploration of oil and gas in the aforesaid blocks. Naftogaz India Pvt. Ltd.(NIPL) being one of the parties to consortium was appointed as operator of the blocks vide Joint Operating Agreements (JOAs) entered into between parties to consortium. The expenditures related to the activities in the blocks were incurred by Adani Group, Welspun Group or through its joint venture Adani Welspun Exploration Ltd.

Government of India has issued a notice intimating the termination of the Production Sharing Contracts (PSCs) in respect of the Assam and Palej blocks purportedly due to misrepresentation made by the operator of the blocks -NIPL. The Company has contested the termination and in accordance with the provisions of the PSC has urged the Government to allow it to continue the activities in Palej block.

(b) Jointly Controlled Entities

The Company has joint venture interests in Adani Elbit Advanced Systems India Limited, Adani Chendipada Mining Pvt. Ltd. and Jhar Mining Infra Pvt. Ltd. As on 31 MarcRs,2019, the Company has invested a sum of RS,14.83 Crores (31^st MarcRs,2018: RS,0.77 Crores), RS,0.00 Crores (31^st MarcRs,2018: RS,0.01 Crores) and RS,0.03 Crores (31^st MarcRs,2018: RS,0.03 Crores) respectively.

9.Corporate Social Responsibility :

As per Section 135 of the Companies Act, 2013, a Corporate Social Responsibility (CSR) committee has been formed by the Company. During the year, the Company was required to spend H 6.00 crores as per the provisions of Section 135 of the Companies Act, 2013.

The CSR activities of the Company are generally carried out through charitable organizations set up by the Group, where funds are allocated from the Company. These organizations carry out the CSR activities as specified in Schedule VII of the Companies Act, 2013 on behalf of the Company. During the year, the Company has contributed H 6.00 crores to these organizations (refer note 45) and has spend RS,0.09 crores on other charitable activities.

10.Recent Indian Accounting Standards (Ind AS)

(a) Standards issued but not yet effective

The Ministry of Corporate Affairs ("MCAâ) through Companies (Indian Accounting Standards) Amendment Rules, 2019 and Companies (Indian Accounting Standards) Second Amendment Rules, 2019 has notified the following new and amendments to existing standards. These amendments are effective for annual periods beginning from 1^st April, 2019. The Company will adopt these new standards and amendments to existing standards once it become effective and are applicable to it.

Ind AS 116 - Leases

Ind AS 116 ''Leases'' replaces existing lease accounting guidance i.e. Ind AS 17 Leases. It sets out principles for the recognition, measurement, presentation and disclosure of leases and requires lessee to account for all leases, except short-term leases and leases for low-value items, under a single on-balance sheet lease accounting model. A lessee recognizes a right-of-use asset representing its right to use the underlying asset and a lease liability representing its obligation to make lease payments. The accounting from Lessor perspective largely remain unchanged from the existing standard - i.e. lessor will continue to classify the leases as finance or operating leases.

11. Recent Indian Accounting Standards (Ind AS) (Contd...)

(b) Amendment to existing issued Ind AS

The MCA has carried amendments to the following existing standards which will be effective from 1^st April, 2019. The Company is not expecting any significant impact in the financial statements from these amendments. The quantitative impacts would be finalized based on a detailed assessment which has been initiated to identify the key impacts along with evaluation of appropriate transition options.

(i) Ind AS 12 - Income Taxes

(ii) Ind AS 19 - Employee Benefits

Application of above standards are not expected to have any significant impact on the Company''s financial statements.

12. Details of Loans given, Investments made and Guarantee given or security provided covered u/s 186 (4) of the Companies Act, 2013 are given under respective heads (refer notes 6 and 45).

13. As per Ind AS 108, "Operating Segmentsâ, in case a financial report contains both Standalone Financial Statements and Consolidated Financial Statements of the Company, segment information is required to be presented only on the basis of Consolidated Financial Statements of the Company. Hence, the required segment information has been disclosed in the Consolidated Financial Statements.

14. The Board of Directors at its meeting held on 29th May, 2019 have recommended payment of final dividend of RS,0.40 per equity share of the face value of RS,1 each for the year ended 31st March, 2019. This proposed dividend is subject to approval of shareholders in the ensuing annual general meeting.

For the year ended 31st March, 2018, the Company had proposed final dividend of RS,0.40 per equity share of RS,1 each. The same was declared and paid during the year ended 31st March, 2019.

15. Events Occurring After the Balance Sheet Date

16. Approval of Financial Statements

The financial statements were approved for issue by the board of directors on 29^th May, 2019.

Mar 31, 2018

1 Corporate Information

Adani Enterprises Limited (âthe Companyâ, âAEL) is a public company domiciled in India and incorporated under the provisions of Companies Act, 1956, having its registered office at âAdani Houseâ, Near Mithakhali Six Roads, Navrangpura, Ahmedabad - 380009, Gujarat, India. Its shares are listed on the Bombay Stock Exchange and National Stock Exchange. The Company is in the business of Trading of Coal and other commodities & Coal Mine Development and Operations.

a) Office buildings includes cost of shares in Co-operative Housing Society Rs.3,500/- (31st March 2017: Rs.3,500/-).

b) Office buildings includes Rs.2.32 Crores of unquoted shares (160 equity shares of A type and 1,280 equity shares of B type of Rs.100 each fully paid-up) in Ruparelia Theatres Pvt. Ltd. By virtue of investment in shares, the Company is enjoying rights in the leasehold land and Rs.1.44 Crores towards construction contribution and exclusive use of terrace and allotted parking space.

c) Land of Rs.1.24 crores and Buildings having carrying value of Rs.1.60 crores are pending for registrations in the name of the Company.

d) For security / mortgage, refer notes 21 and 24.

2 CAPITAL WORK-IN-PROGRESS

a) Includes Building of Rs.0.85 Crores (31st March 2017 : Rs.0.85 Crores) which is in dispute and the matter is sub-judice.

b) Agricultural Land of Rs.0.45 Crores (31st March 2017 : Rs.0.45 Crores) recovered under settlement of debts, in which certain formalities are yet to be executed.

c) Includes Companyâs share in Unincorporated Joint Venture Assets of Rs.94.97 Crores (31st March 2017 : Rs.94.64 Crores) (Refer Note 47 a).

d) Includes expenses directly attributable to construction period of Rs.52.77 Crores (31st March, 2017 : Rs.253.33 Crores) (Refer Note 48).

e) Refer note 8(a) for project expenses reclassified during the year.

3 INVESTMENT PROPERTY

a) Fair Value of Investment Properties

The fair value of the Companyâs investment properties at the end of the year have been determined on the basis of valuation carried out by the management based on the transacted prices near the end of the year in the location and category of the properties being valued. The fair value measurement for all of the investment properties has been categorised as a Level 2 fair value based on the inputs to the valuation techniques used. Total fair value of Investment Properties is Rs.9.37 Crores (31st March 2017 : Rs.9.37 crores)

b) During the year, the Company carried out a review of the recoverable amount of investment properties. As a result, there were no allowances for impairment required for these properties.

c) The Company has neither generated any rental income nor incurred any direct operating expense for these Investment Properties.

Note (a):

The Company has incurred cost as Mine Developer cum Operator for Machhakata and Chendipada coal blocks, allotment of which have been cancelled pursuant to Coal Mines (Special Provision) Ordinance, 2014. The Company has filed claim for cost of investment in respect of Machhakata coal block with MahaGuj Collieries Ltd. and for Chendipada coal block with UCM Coal Company Ltd. During the year, the Company has reclassified carrying value of respective blocks from CWIP to Other Non Current Financial Assets. Pending final outcome, no further adjustment is considered necessary and the same will be given effect on ascertainment of amount.

c. Reconciliation of Income Tax Expense and the Accounting Profit multiplied by Indiaâs tax rate :

This note presents the reconciliation of Income Tax charged as per the Tax Rate specified in Income Tax Act, 1961 & the actual provision made in the Financial Statements as at 31st March 2018 & 31st March 2017 with breakup of differences in Profit as per the Financial Statements and as per Income Tax Act, 1961.

d. Provision For Taxation :

Provision for taxation for the year has been made after considering allowance, claims and relief available to the Company as advised by the Companyâs tax consultants.

e. Transfer Pricing Regulations :

The Company has established a comprehensive system of maintenance of information and documentation as required by the transfer pricing legislation under section 92 - 92F of the Income Tax Act, 1961.

The management is of the opinion that its international transactions are at armâs length and the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

(b) Rights, preferences and restrictions attached to each class of shares

The Company has only one class of Equity Shares having a par value of Rs.1/- per share and each holder of the 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 shareholders in the ensuing Annual General Meeting, except in case of Interim Dividend.

a) Outstanding loan from Consortium of Banks - Canara Bank, Central Bank of India, PTC India Financial Services Ltd. and Vijaya Bank for Rs.321.33 crores is Secured through first ranking hypothecation / charge / pledge / mortgage on borrowerâs Parsa East and Kente Basin blocks immovable and movable properties, leasehold / sub-leasehold rights over the land and property pertaining to coal washery & railway land, revenue and receivables, project accounts, both present and future, relating to the said project, repayable in 24 quarterly instalments of Rs.16.80 crores from 15th Jun, 2018.

b) Outstanding Foreign Currency Loan of USD 25.29 millions from ICICI Bank is secured through first ranking hypothecation / charge / pledge / mortgage on borrowerâs Parsa East and Kente Basin blocks immovable and movable properties, leasehold / sub-leasehold rights over the land and property pertaining to coal washery & railway land, revenue and receivables, project accounts, both present and future, relating to the said project, repayable in 14 quarterly instalments of USD 1,809,500 from 15th Jun, 2018.

c) Non Convertible Debentures of Rs.149.37 crores are secured by subservient charge on entire current assets and movable fixed assets of the Company except assets pertaining to mining business, repayable after one year and one month from the year ended 31st March 2018.

d) Unsecured loan from STCI Finance Ltd. of Rs.75 crores is repayable in September 2019.

e) Unsecured loan from subsidiary company is repayable at the end of 3 years from the date of loan.

f) The above loans carries interest rate ranging 5% to 12% p.a.

g) For the current maturities of long-term borrowings, refer note 26 - Other Current Financial Liabilities.

4 SHORT TERM BORROWINGS

Notes:

a) Short term Loan from IndusInd Bank for Rs.200 crores is secured by subservient charge on Current assets of the Company excluding those pertaning to mining division of the Company. The same is repayable on 28th May, 2018.

b) Foreign Currency Loan of USD 30 millions from Exim Bank is secured through Demand Promisory Note and subservient charge on the entire current assets and movable fixed assets of the Company (excluding Mining Division Assets) both present and future and repayable on 29 th January, 2019.

c) Cash Credit Facility from RBL Limited, ICICI Bank Limited and Central Bank of India are secured by immovable & moveable properties, both present & future, of the Parsa Kente Mines Project of the Company by way of first charge ranking pari passu.

d) Cash Credit Facilities of other banks are secured by hypothecation of all the inventories and book debts and other current assets, both present & future, of the Company by way of first charge ranking pari passu.

e) The Buyers Credit facilities are secured by margin money deposits and all the inventories and book debts and other current assets, both present & future, of the Company by way of first charge ranking pari passu.

f) The above loans from banks / financial institutions carries interest rate ranging 5% to 12% p.a.

Note:

a) As at 31st March, 2018, there is no amount due and outstanding to be transferred to the Investor Education and Protection Fund by the Company. Unclaimed Dividend, if any, shall be transferred to Investor Education and Protection Fund as and when they become due.

The Exceptional Items during the year relate to :

a) During the previous year ended 31st March, 2017, the Company had raised a reimbursement claim on customer for non-lifting of contractual coal quantity and price escalation in mining business pursuant to favourable arbitration award. The financial results of the previous year includes impact of Rs.181.18 crores . During the current year ended 31st March, 2018, the arbitration award has been reversed by the Honâble High Court of Rajasthan. Pursuant to this order, the Company has written-off the claim.

b) Gain (net of provision) of Rs.0.13 Crores for the year towards divestment of 100% equity holding in subsidiary Adani Energy Limited.

5 DISCONTINUING OPERATIONS

The Board of Directors of the Company at its meeting held on 7th October, 2017 approved the Scheme of Arrangement among Adani Enterprises Limited (âthe Companyâ) and Adani Green Energy Limited (âAGEL) and their respective shareholders and creditors (âSchemeâ) under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 for demerger of the Renewable Power Undertaking (as defined in the Scheme) of the Company and transfer of the same to AGEL. The Scheme was subsequently approved by the shareholders and creditors of the Company and AGEL at their respective meetings held on 10 th January, 2018. Pursuant to this, the Scheme was sanctioned by the Honâble National Company Law Tribunal vide its order dated 16th February, 2018.

Since the Scheme has been approved and has become effective from the appointed date of 1st April, 2018, the Renewable Power Undertaking (as defined in the Scheme) of the Company has been classified as Discontinuing Operations in these financial results.

6 Financial Instruments and Risk Review

(a) Accounting Classification and Fair Value Hierarchy Financial Assets and Liabilities :

The Companyâs principal financial assets include loans and trade receivables, cash and cash equivalents and other receivables. The Companyâs principal financial liabilities comprise of borrowings, provisions, trade and other payables. The main purpose of these financial liabilities is to finance the Companyâs operations and projects.

Fair Value Hierarchy :

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable and consists of the following three levels:

Level-1 : Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level-2 : Inputs are other than quoted prices included within Level-1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

The following tables summarise carrying amounts of financial instruments by their categories and their levels in fair value hierarchy for each year end presented.

Notes :

(a) Investments exclude Investment in Subsidiaries, Joint Ventures and Associates.

(b) Carrying amounts of current financial assets and liabilities as at the end of the each year presented approximate the fair value because of their short term nature. Difference between carrying amounts and fair values of other noncurrent financial assets and liabilities subsequently measured at amortised cost is not significant in each of the year presented.

(b) Financial Risk Management Objective and Policies :

The Companyâs risk management activities are subject to the management direction and control under the framework of Risk Management Policy as approved by the Board of Directors of the Company. The Management ensures appropriate risk governance framework for the Company through appropriate policies and procedures and that risks are identified, measured and managed in accordance with the Companyâs policies and risk objectives.

The Company is primarily exposed to risks resulting from fluctuation in market risk, credit risk and liquidity risk, which may adversely impact the fair value of its financial instruments.

(i) Market Risk

A. Foreign Currency Exchange Risk :

For open positions on outstanding foreign currency contracts and details on unhedged foreign currency exposure, please refer note no. 39

Every percentage point depreciation / appreciation in the exchange rate between the Indian Rupee and the U. S. Dollar, would have affected the Companyâs profit for the year as follows:

B. Interest Risk :

The Company is exposed to changes in interest rates due to its financing, investing and cash management activities. The risks arising from interest rate movements arise from borrowings with variable interest rates. The Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings.

The Companyâs risk management activities are subject to the management, direction and control of Central Treasury Team of the Adani Group under the framework of Risk Management Policy for interest rate risk. The Groupâs Central Treasury Team ensures appropriate financial risk governance framework for the Company through appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Groupâs policies and risk objectives.

For Companyâs total borrowings, the analysis is prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. A 50 basis point increase or decrease is used, which represents managementâs assessment of the reasonably possible change in interest rate.

(ii) Credit Risk

Credit risk encompasses both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration of risks. Credit risk is controlled by analysing credit limits and creditworthiness of counter parties on continuous basis with appropriate approval mechanism for sanction of credit limits. Credit risk from balances with banks, financial institutions and investments is managed by the Companyâs treasury team in accordance with the Companyâs risk management policy. Cash and cash equivalents and Bank deposits are placed with banks having good reputation, good past track record and high quality credit rating.

Since the Company has a fairly diversified portfolio of receivables in terms of spread, no concentration risk is foreseen. A significant portion of the Companyâs receivables are due from public sector units (which are government undertakings) and hence may not entail any credit risk.

(iii) Liquidity Risk

Liquidity risk refers the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities. The Companyâs objective is to provide financial resources to meet its obligations when they are due in a timely, cost effective and reliable manner without incurring unacceptable losses or risking damage to the Companyâs reputation. The Company monitors liquidity risk using cash flow forecasting models. These models consider the maturity of its financial investments, committed funding and projected cash flows from operations.

(iv) Capital Management

For the purpose of the Companyâs capital management, (including discontinuing operations), capital includes issued capital and all other equity reserves attributable to the equity shareholders of the Company. The primary objective of the Company when managing capital is to safeguard its ability to continue as a going concern and to maintain an optimal capital structure so as to maximize shareholder value.

The company monitors capital using gearing ratio, which is net debt (borrowings less cash and bank balances) divided by total capital plus debt.

Management monitors the return on capital, as well as the levels of dividends to equity shareholders. The Company is not subject to any externally imposed capital requirements. No changes were made in the objectives, policies or processes for managing capital during the years ended 31st March, 2018 and 31st March, 2017.

7 Disclosure Regarding Derivative Instruments and Unhedged Foreign Currency Exposure :

(a) The outstanding foreign currency derivative contracts / options as at 31st March, 2018 in respect of various types of derivative hedge instruments and nature of risk being hedged are as follows :

Forward derivative contracts in respect of Imports and Other Payables

(b) Foreign currency exposures not covered by derivative instruments or otherwise as at 31st March, 2018 as under :

Note:

(i) As at 31st March, 2018 1 USD = INR 65.175 and as at 31st March, 2017 1 USD = INR 64.85

(ii) 0.00 denotes amount less than USD 5,000

8 Contingent Liabilities and Commitments

(A) Contingent Liabilities to the extent not provided for :

Note:

(B) Capital and Other Commitments :

a) Capital Commitments

b) Other Commitments :

i) The Company from time to time provides need based support to subsidiaries towards capital and other financial commitments.

ii) For derivatives and lease commitments, refer Note 39 and 42 respectively.

9 The Company has initiated legal proceedings against various parties for recovery of dues and such legal proceedings are pending at different stages as at the date of the Balance Sheet and are expected to materialize in recovering the dues in the future. Based on the review of these accounts by the management, adequate provision has been made for doubtful recovery. Management is hopeful for their recovery. In the opinion of the management adequate balance is lying in General Reserve / Retained earnings to meet the eventuality of such accounts being irrecoverable.

10 Disclosure as required by the Ind AS 17, âLeasesâ as specified in the Companies (Accounting Standard) Rules 2015 (as amended) are given below :

Assets given on operating lease :

Refer Note 3(a) for disclosures.

Assets taken on operating lease :

(a) The aggregate lease rentals payable are charged to the Statement of Profit & Loss as Rent in Note 35.

(b) The company has taken office space, godowns and guest house on operating lease. The lease rentals are payable by the Company on a monthly or quarterly basis.

11 The Company has made provision in the Accounts for Gratuity based on Actuarial valuation. The particulars under the Ind AS 19 âEmployee Benefitsâ furnished below are those which are relevant and available to the Company for this year.

(a) Contributions to Defined Contribution Plan, recognised as expense for the year are as under :

(b) Contributions to Defined Benefit Plans are as under :

(1) Net amount recognised in the statement of Profit & Loss for year ended 31st March, 2018

(2) Net amount recognised in the Other Comprehensive Income for year ended 31st March, 2018

(3) Net amount recognised in the Balance Sheet for year ended 31st March, 2018

(4) The principal actuarial assumption used as at 31st March, 2018 are as follows:

Sensitivity Analysis:

The sensitivity analysis below has been determined based on reasonably possible changes of the assumptions occurring at the end of the reporting period, while holding all other assumptions constant. The results of sensitivity analysis is given below :

(5) Maturity Profile of Obligations

The average duration of the defined benefit plan obligation at the end of the reporting period is 9 years (31st March 2017: 10 years). The expected maturity analysis of gratuity benefits is as follows :

(c) The estimate of future salary increase, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

(d) The Companyâs expected contribution to the fund in the next financial year is Rs.3.17 Crores (31st March 2017 : Rs.3.67 Crores)

(e) Current and non current classification is done based on actuarial valuation certificate.

12 Disclosure of transactions with Related Parties, as required by Ind AS 24 âRelated Party Disclosuresâ has been set below. Related parties as defined under clause 9 of the Ind AS 24 have been identified on the basis of representations made by the management and information available with the Company.

( i ) Name of Related Parties & Description of Relationship

(A) Controlling Entity :

Shantilal Bhudhermal Adani Family Trust (SBAFT)

(B) Subsidiary Companies :

(C) Step-down Subsidiary Companies / Firms :

(D) Associates with whom transactions done during the year :

1 CSPGCL AEL Parsa Collieries Ltd.

Notes:

a) Mr. Vasant S. Adani resigned as Director of the Company w.e.f. 12th Aug, 2017 due to his pre-occupation.

b) Mr. Anil Ahuja ceased as Director of the Company w.e.f. 31st May, 2017 on attaining retirement criteria in accordance with the Groupâs Retirement Policy for Non-Executive Independent Directors.

c) Mr. Narendra Mairpady was appointed as an Additional Director of the Company w.e.f. 9th Dec, 2017.

13 Following are the details of loans and advances in nature of loans given to subsidiaries, associates and other entities in which directors are interested in terms of regulation 53 (F) read together with Para A of Schedule V of SEBI (Listing Obligation and Disclosure Regulation, 2013).

(a) Loans and advances in the nature of loans to subsidiaries and associates by name and amount :

14 Items of Expenditure in the Statement of Profit and Loss include reimbursements for common sharing facilities to and by the Company.

15 Pursuant to Ind AS 31 - Financial Reporting of Interests in Joint Venture, the disclosures relating to the Joint Ventures are as follows :

(a) Jointly Controlled Assets

The Company jointly with other parties to the joint venture, have been awarded two onshore oil & gas blocks at Palej and Assam by Government of India through NELP-VI bidding round, has entered into Production Sharing Contracts (PSC) with Ministry of Petroleum and Natural Gas for exploration of oil and gas in the aforesaid blocks. Naftogaz India Pvt. Ltd.(NIPL) being one of the parties to consortium was appointed as operator of the blocks vide Joint Operating Agreements (JOAs) entered into between parties to consortium. The expenditures related to the activities in the blocks were incurred by Adani Group, Welspun Group or through its joint venture Adani Welspun Exploration Ltd.

The financial statements of the Company reflect its share of Assets and Liabilities of the jointly controlled assets which are accounted on a line to line basis with similar items in the Companyâs accounts to the extent of participating interest of the Company as per the various joint venture agreements, in compliance of Ind AS 31. The summary of the Companyâs share in Assets & Liabilities of unincorporated joint ventures are as follow:

(b) Jointly Controlled Entities

The Company has a Joint Venture interest in Adani Elbit Advanced Systems India Limited, companies incorporated under the Companies Act, 2013. As on 31st March 2018, the Company has invested a sum of Rs.0.77 Crores. (31st March 2017: Rs.0.01 Crores)

16 Expenses directly attributable to construction period :

The following expenses including borrowing cost which are specifically attributable to construction of project are included in capital work-in-progress (CWIP):

17 Corporate Social Responsibility :

As per Section 135 of the Companies Act, 2013, a Corporate Social Responsibility (CSR) committee has been formed by the Company. During the year, the Company was required to spend Rs.5.63 crores as per the provisions of Section 135 of the Companies Act, 2013.

The CSR activities of the Company are generally carried out through charitable organisations set up by the Group, whereby funds are allocated from the Company. These organisations carry out the CSR activities as specified in Schedule VII of the Companies Act, 2013 on behalf of the Company. During the year the Company has contributed Rs.5.63 crores to these organisations (refer note 44) and has spend Rs.0.40 crores on other charitable activities.

18 The Board of Directors of the Company at its meeting held on 18th January, 2018, has considered and approved the Composite Scheme of Arrangement among Adani Enterprises Limited (âthe Companyâ), Adani Gas Limited (âAGL) and Adani Gas Holdings Limited (AGHL) and their respective shareholders and creditors (âSchemeâ) under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The Scheme, inter alia, provides for amalgamation of AGL and AGHL, demerger of the Gas Sourcing and Distribution Business (as defined in the Scheme) of the Company and transfer of the same to AGL and issue of equity shares by AGL to the equity shareholders of the Company and cancellation of equity shares held by the Company in AGL.

The Scheme is subject to requisite statutory and regulatory approvals and sanction by the respective shareholders and creditors of each the companies involved in the Scheme.

19 Recent Indian Accounting Standards (Ind AS)

(a) Standards issued but not yet effective

On 28th March, 2018, Ministry of Corporate Affairs (MCA) has notified new standards and amendments to existing standards. These amendments are effective for annual periods beginning after 1st April, 2018.

Ind AS 115 Revenue from contract with customers

Ind AS 115 establishes a comprehensive framework for determining whether, how much and when revenue is recognized. It replaces existing revenue recognition guidance, including Ind AS 18 Revenue and Ins AS 11 Construction Contracts. The core principle of the new standard that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Further, the new standard requires enhanced disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entityâs contracts with customers.

This Standard permits two possible methods of transition i.e. retrospective approach and modified retrospective method.

The Company is in the process of evaluating and identifying the key impacts along with transition options to be considered while transiting to Ind AS 115.

(b) Amendment to existing issued Ind AS

The MCA has also carried out amendments of the following accounting standards:

(i) Ind AS 21 - The Effects of Changes in Foreign Exchange Rates

(ii) Ind AS 40 - Investment Property

(iii) Ind AS 12 - Income Taxes

(iv) Ind AS 28 - Investments in Associates and Joint Ventures and

(v) Ind AS 112 - Disclosure of Interests in Other Entities

Application of above standards are not expected to have any significant impact on the Companyâs financial statements.

20 Details of loans given, Investments made and Guarantee given or security provided covered u/s 186 (4) of the Companies Act, 2013 are given under respective heads (refer Note 6 and 44).

21 As per Ind AS 108, âOperating Segmentsâ, if a single financial report contains both Standalone financial statements and Consolidated financial statements of the Company, segment information may be presented only on the basis of Consolidated Financial Statements of the Company. Hence, the required segment information has been appended in the Consolidated Financial Statements.

22 The Board of Directors at its meeting held on 10 th May, 2018 have recommended the payment of a final dividend of Rs.0.40 per equity share of the face value of Rs.1 each for financial year 2017-18. This proposed dividend is subject to approval of shareholders in the ensuing annual general meeting.

For financial year 2016-17, the Company had proposed final dividend of Rs.0.40 per equity share of Rs.1 each. The same was declared and paid during the current year ended 31st March, 2018.

23 Events occurring after the Balance sheet Date

24 Approval of financial statements

The financial statements were approved for issue by the board of directors on 10 th May, 2018.

25 Figures of the previous year have been regrouped, wherever considered necessary to make them comparable to current yearâs figures.

Mar 31, 2017

1. FIRST-TIME ADOPTION OF IND-AS

The Company has adopted Ind AS from 1st April, 2016 and the date of transition to Ind AS is 1st April, 2015. These being the first financial statements in compliance with Ind AS, the impact of transition has been accounted for in opening reserves and comparable periods have been restated in accordance with Ind AS 101 -"First-time Adoption of Indian Accounting Standardsâ. The Company has presented a reconciliation of its equity under Previous GAAP to its equity under Ind AS as at 1st April, 2015 and 31st March, 2016 and of the total comprehensive income for the year ended 31st March, 2016 as required by Ind AS 101,

Following are the applicable Ind AS 101 optional exemptions and mandatory exceptions applied in the transition from Previous GAAP to Ind AS,

a) Deemed cost of property, plant and equipment and intangible assets

The Company has elected to continue with the carrying value of all its property, plant and equipments and intangible assets recognized as of 1st April, 2015 measured as per the Previous GAAP and use that carrying value as its deemed cost on transition date.

b) Deemed cost of investments in subsidiaries, joint ventures and associates

The Company has elected to continue with the carrying value of its investment in subsidiaries, joint ventures and associates recognized as of 1st April, 2015 measured as per the Previous GAAP and use that carrying value as its deemed cost of transition date.

c) Exchange differences on long term foreign currency borrowings

The Company has elected to continue the policy adopted for accounting for exchange differences arising from translation of long-term foreign currency monetary items outstanding and recognized in the financial statements for the period ending immediately before the beginning of the first Ind AS financial reporting period as at 31st March, 2016 as per the Previous GAAP

d) Business Combinations

The Company has elected to apply Ind AS 103 "Business Combination" prospectively to Business Combinations occurring after its transition date. Hence, the Company has not restated past business combinations that have an acquisition date prior to the transition date.

e) Embedded Leases

The Company has opted not to apply the requirements of Appendix C to Ind AS 17 retrospectively. Based on this exemption, assessment of whether an arrangement contains a lease or not has been made on the basis of facts and circumstances existing as at the transition date, instead of at the inception of contract or arrangement,

f) Derecognition of financial assets and financial liabilities

The Company has applied the derecognition requirements of financial assets and financial liabilities prospectively for transactions occurring on or after transition date.

g) Classification and measurement of financial assets

The Company has assessed classification and measurement of financial assets on the basis of facts and circumstances that exist as on transition date,

h) Impairment of financial assets

The Company has applied impairment requirements of Ind AS 109 retrospectively; however, as permitted by Ind AS 101, it has used reasonable and supportable information that is available without undue cost or effort to determine the credit risk at the date that financial instruments were initially recognized in order to compare it with the credit risk at the transition date.

i) Assessment of embedded derivatives

The Company has assessed whether an embedded derivative is required to be separated from the host contract and accounted for as a derivative on the basis of the conditions that existed at the later of the date it first became a party to the contract and the date when there has been a change in the terms of the contract that significantly modifies the cash flows that otherwise would be required under the contract,

2. Reconciliations between Previous GAAP and Ind AS

Ind AS 101 requires an entity to reconcile equity, total comprehensive income and cash flows for prior period. The following tables represent the reconciliations from Previous GAAP to Ind AS:

Notes to above reconciliations : a) MTM on derivative financial instruments :

Derivative financial instruments have been fair valued through profit and loss under Ind AS. Under Previous GAAP, the net mark to market losses on derivative financial instruments, other than those designated as cash flow hedges, were recognized in statement of profit and loss, and the net gains, if any, were ignored.

b) Impact on accounting of financial instruments at amortised cost :

The Company has valued financial assets (other than investment in joint ventures, subsidiaries and associates which are accounted at cost) and financial liabilities, at fair value at the inception of the contract. Impact of fair value changes as on date of transition, is recognized in opening reserves. These financial instruments have been subsequently accounted under the amortized cost model, with resultant changes thereafter being recognized in statement of profit and loss.

c) Actuarial Valuation :

Actuarial gains / losses on account of changes in actuarial assumptions are recognized in other comprehensive income,

d) Accounting for asset retirement obligations :

Cost of decommissioning any item of property, plant and equipment is included in the initial cost thereof and a liability equivalent to present value of such costs is recognized. Depreciation on asset and imputed interest on the provision is subsequently recognized in the statement of profit and loss.

e) Deferred tax :

The impact of transition adjustments together with Ind AS mandate of using balance sheet approach (against profit and loss approach in the Previous GAAP) for computation of deferred taxes has resulted in charge to reserves on the date of transition, with consequential impact in the statement of profit and loss for the subsequent periods.

f) Reversal of proposed dividend (including tax) :

Under Previous GAAP, dividends proposed by the Board of Directors after the reporting date but before the approval of financial statements were considered to be adjusting event and accordingly recognized (along with related dividend distribution tax) as liability at the reporting date. Under Ind AS, dividends are recognized when the same is approved by the shareholders in the general meeting. Accordingly, provision for so proposed dividend and dividend distribution tax recognized under Previous GAAP has been reversed.

Reconciliation of Statement of Cash Flows :

The transition from Previous GAAP to Ind AS has not had a material impact on the statement of cash flows,

3. Impact of Scheme of Arrangement as at 1st April, 2015 :

The Hon''ble Gujarat High Court vide its Order dated 7th May, 2015 has sanctioned the Composite Scheme of Arrangement between the Company, Adani Ports and Special Economic Zone Limited (APSEZL), Adani Power Limited (APL), Adani Transmission Limited (ATL) and Adani Mining Private Limited (AMPL) and their respective Shareholders and Creditors pursuant to the provisions of Section 391 to 394 and the other provisions of the Companies Act, 1956 and Companies Act, 2013 ("Scheme"). The Scheme with effect from Appointed Date i.e. 1st April, 2015 inter alia provided for :

(i) Demerger of Port Undertaking, Power Undertaking and Transmission Undertaking comprising the undertaking, businesses, activities, operations, assets (movable and immovable) and liabilities of AEL and transfer of the same to APSEZL, APL and

ATL respectively

(ii) Merger of AMPL into the Company

The transition from Previous GAAP to Ind AS has been considered after giving effect to scheme of arrangement,

b) Office buildings includes cost of shares in Co-operative Housing Society H3,500/- (31st March, 2016: H3,500/-).

c) Office buildings includes Rs,2.32 Crores of unquoted Shares (160 equity shares of A type and 1,280 equity shares of B type

of RS,100 each fully paid-up) in Ruparelia Theatres P. Ltd. By virtue of Investment in shares, the Company is enjoying rights in the leasehold land and RS,1.44 Crores, towards construction contribution and exclusive use of terrace and allotted parking space.

d) Land of RS,1.24 Crores and Buildings of RS,1.68 Crores are pending for registrations in the name of the Company.

e) For security / mortgage, Refer note 22 and 26.

a) Includes Building of RS,0.85 Crores (31st March, 2016 : RS,0.85 Crores, 1st April, 2015 : RS,0.85 Crores) which is in dispute and the matter is sub-judice.

b) Agricultural Land of RS,0.45 Crores (31st March, 2016: RS,0.45 Crores, 1st April, 2015 RS,0.45 Crores) recovered under settlement of debts, in which certain formalities are yet to be executed,

c) Includes Company''s share in Unincorporated Joint Venture Assets of RS,94.64 Crores (31st March, 2016: H94.79 Crores)(Refer Note 48 a)

d) Includes cost incurred by Company as Mine Developer cum Operator for Machhakata and Chendipada coal blocks, allotment of which have been cancelled pursuant to Coal Mines (Special provision) ordinance, 2014. The Company has filed claim for cost of investment in respect of Machhakata coal block with MahaGuj Collieries Ltd. and for Chendipada coal block with UCM Coal Company Ltd. Pending final outcome, no adjustment in the carrying value of respective blocks in CWIP as such has been considered, as the same will be given effect in subsequent period on ascertainment of amount.

e) Includes expenses directly attributable to construction period of RS,253.33 Crores (31st March, 2016: RS,267.10 Crores, 1st

April, 2015 : RS,282.39 Crores) (Refer Note 49).

a) Fair Value of Investment Properties

The fair value of the Company''s investment properties at the end of the year have been determined on the basis of valuation carried out by the management based on the transacted prices near the end of the year in the location and category of the properties being valued. The fair value measurement for all of the investment properties has been categorized as a level 2 fair value based on the inputs to the valuation techniques used. Total fair value of Investment Properties is RS,9.37 Crores (31st March, 2016 : RS,8.06 Crores, 1st April, 2015 : RS,6.59 Crores)

b) During the year, the Company carried out a review of the recoverable amount of investment properties. As a result, there were no allowances for impairment required for these properties,

c) The Company has neither generated any rental income nor incurred any direct operating expense for these Investment Properties.

(âDenotes amount less tRs,an RS,50,000)

Notes:

4 a) Details of Shares pledged

i) Includes 3,433,320 (31st March, 2016: Nil, 1st April, 2015: Nil) shares pledged against loans taken by subsidiary company - Adani Green Energy Ltd. from banks / financial institutions.

ii) Includes 39,303,000 (31st March, 2016: Nil, 1st April, 2015: Nil) shares pledged against loans taken by subsidiary company - Prayatna Developers Pvt. Ltd. from banks / financial institutions.

iii) Includes 4,069,800 (31st March, 2016: Nil, 1st April, 2015: Nil) debentures pledged against loans taken by subsidiary company - Prayatna Developers Pvt. Ltd. from banks / financial institutions.

5 b) Net Worth of six subsidiaries as on 31st March, 2017 has been eroded and there is a consequent possibility of impairment of Equity investment of RS,0.20 Crores. Looking to te subsidiaries future business plans and growth prospects, such impairment if any is considered to be temporary in nature and no provision for diminution in value of investment is made in the accounts of the Company,

(âDenotes amount less than RS,50,000) 7 d) The Company has transferred its investment in Adani Wilmar Ltd and Indian Energy Exchange Ltd. to Adani Commodities LLP and Adani Tradex LLP respectively as its capital contribution. 7 e) The difference in Investment in LLPs vis-a-vis capital balance in LLP is on account of accounting of investment in LLPs at Fair value,

c. Reconciliation of Income Tax Expense and the Accounting Profit multiplied by India''s tax rate :

This note presents the reconciliation of Income Tax charged as per the Tax Rate specified in Income Tax Act, 1961 & the actual provision made in the Financial Statements as at 31st March, 2017 & 31st March, 2016 with breakup of differences in Profit as per the Financial Statements & as per Income Tax Act, 1961.

d. Provision for Taxation :

Provision for taxation for the year has been made after considering allowance, claims and relief available to the Company as advised by the Company''s tax consultants,

e. Transfer Pricing Regulations :

The Company has established a comprehensive system of maintenance of information and documentation as required by the transfer pricing legislation under Section 92 - 92F of the Income Tax Act, 1961.

(b) Rights, preferences and restrictions attached to each class of shares

a) Loan from Bank of Maharashtra for RS,187.50 Crores is secured by first pari-passu charge on leasehold rights on Sub-leased contiguous land area of 160.59 hectares near Mundra Port SEZ of Group Entity at Mundra, Dist.-Kutch & subservient charges on the current assets of the Company which is repayable in 3 unequal structured quarterly installments (3 quarterly installments of RS,62.50 Crores) from the quarter ending 30th June, 2017.

b) Loan from Canara Bank for RS,150.00 Crores is secured by first pari-passu charge on leasehold rights on Sub-leased contiguous land of Adani Mundra SEZ & Infrastructure Ltd. near Mundra Port SEZ at Mundra, Dist.- Kutch, repayable in 3 equally structured quarterly installments (3 quarterly installments of RS,50 Crores) commencing from the quarter ending 30th June, 2017.

c) Loan from Consortium of Banks - Canara Bank, Central Bank of India, PTC India Financial Services Ltd. and Vijaya Bank for RS,388.53 Crores is secured through first ranking hypothecation / charge / pledge / mortgage on borrower''s Parsa East and Kente Basin blocks immovable and movable properties, leasehold / sub-leasehold rights over the land and property pertaining to coal washery & railway land, revenue and receivables, project accounts, both present and future, relating to the said project, Repayable in 28 quarterly installments of RS,16.40 Crores starting from 15th Jun, 2017.

d) Foreign Currency Loan of USD 32.52 million from ICICI Bank is secured through first ranking hypothecation / charge / pledge / mortgage on borrower''s Parsa East and Kente Basin blocks immovable and movable properties, leasehold / sublease hold rights over the land and property pertaining to coal washery & railway land, revenue and receivables, project accounts, both present and future, relating to the said project, repayable in 18 quarterly installments of USD 1,809,500 starting from 15th Jun, 2017.

e) Non Convertible Debentures of RS,148.83 Crores are secured by subservient charge on entire current assets and movable fixed assets of the Company except assets pertaining to mining business, repayable after Two years and One Month from the year ended 31st March, 2017,

f) Loan from IndusInd Bank of RS,1,046.98 Crores is repayable in June 2018.

g) Loan from J M Financial of RS,175 Crores is repayable in February 2019.

h) The above loans carries interest rate ranging 5% to 12.10% p.a.

i) For the current maturities of long-term borrowings, refer note 28 - Other Current Financial Liabilities.

Note:

a) Short term loan of RS,363.29 Crores is secured by hypothecation of all the inventories and book debts and receivables both present & future of the Company by way of first charge ranking pari passu.

b) Foreign Currency Loan of USD 30 millions is secured by subservient charge on the entire current assets and movable fixed asset of the Company (Excluding Mining Division Assets), both present and future.

c) Cash Credit Facility from RBL Limited are secured by immovable & moveable properties, both present & future, of the Parsa Kente Mines Project of the Company by way of first charge ranking pari passu.

e) The Buyers Credit facilities are secured by margin money deposits and all the inventories and book debts and other current assets, both present & future, of the Company by way of first charge ranking pari passu.

The Exceptional Items during the previous year relate to :

a) Loss of RS,3.52 Crores written-off on account of incremental provision for Unfinished Minimum Work Program (UMWP) towards Assam block.

b) Gain of RS,45.25 Crores for the year towards gain on divestment of 100% equity holding in subsidiary Adani Infra (India) Limited.

6 FINANCIAL INSTRUMENTS AND RISK REVIEW

(a) Accounting Classification and Fair Value Hierarchy Financial Assets and Liabilities :

The Company''s principal financial assets include loans and trade receivables, cash and cash equivalents and other receivables. The Company''s principal financial liabilities comprise of borrowings, provisions, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations and projects.

Fair Value Hierarchy :

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable and consists of the following three levels:

7 FINANCIAL INSTRUMENTS AND RISK REVIEW (contd.)

Level-1 : Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level-2 : Inputs are other than quoted prices included within Level-1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level-3 : Inputs are not based on observable market data (unobservable inputs). Fair values are determined in whole ori n part using a valuation model based on the assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data,

The following tables summarizes carrying amounts of financial instruments by their categories and their levels in fair value hierarchy for each year end presented,

Notes :

(a) Investments exclude Investment in Subsidiaries, Joint Ventures and Associates.

(b) Carrying amounts of current financial assets and liabilities as at the end of the each year presented approximate the fair value because of their short term nature. Difference between carrying amounts and fair values of other noncurrent financial assets and liabilities subsequently measured at amortized cost is not significant in each of the year presented,

(b) Financial Risk Management Objective and Policies :

The Company is primarily exposed to risks resulting from fluctuation in market risk, credit risk and liquidity risk, which may adversely impact the fair value of its financial instruments.

(i) Market Risk

Market risk is the risk of loss of future earnings, fair value or future cash flows of a financial instrument, that may result from adverse changes in interest rate and foreign currency exchange rates,

A. Foreign Currency Exchange Risk :

For open positions on outstanding foreign currency contracts and details on unheeded foreign currency exposure, please refer note no. 40

B. Interest Risk :

The Company is exposed to changes in interest rates due to its financing, investing and cash management activities. The risks arising from interest rate movements arise from borrowings with variable interest rates. The Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings.

The Company''s risk management activities are subject to the management, direction and control of Central Treasury Team of the Adani Group under the framework of Risk Management Policy for interest rate risk. The Group''s central treasury team ensures appropriate financial risk governance framework for the Company through appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Group''s policies and risk objectives,

(ii) Credit Risk

Credit risk refers to the risk that a counterparty or customer will default on its contractual obligations resulting in a loss to the Company. Financial instruments that are subject to credit risk principally consist of Loans, Trade and Other Receivables, Cash & Cash Equivalents, Investments and Other Financial Assets. The carrying amounts of financial assets represent the maximum credit risk exposure.

Credit risk encompasses both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration of risks. Credit risk is controlled by analysing credit limits and creditworthiness of counter parties on continuous basis with appropriate approval mechanism for sanction of credit limits. Credit risk from balances with banks, financial institutions and investments is managed by the Companyâs treasury team in accordance with the Companyâs risk\ management policy. Cash and cash equivalents and Bank deposits are placed with banks having good reputation, good past track record and high quality credit rating,

Note: The management believes that the claims made are untenable and is contesting them. As of the reporting date, the management is unable to determine the ultimate outcome of above matters. However, in the event the revenue authorities succeed with enforcement of their assessments, the Company may be required to pay some or all of the asserted claims and consequential interest and penalties, which would reduce net income in the respective reported period,

8 The Company has initiated legal proceedings against various parties for recovery of dues and such legal proceedings are pending at different stages as at the date of the Balance Sheet and are expected to materialize in recovering the dues in the future. Based on the review of these accounts by the management, adequate provision has been made for doubtful recovery. Management is hopeful for their recovery. In the opinion of the management adequate balance is lying in General Reserve / Retained earnings to meet the eventuality of such accounts being irrecoverable.

9 DISCLOSURE AS REQUIRED BY THE IND AS 17, âLEASESâ AS SPECIFIED IN THE COMPANIES (ACCOUNTING STANDARD) RULES 2015 (AS AMENDED) ARE GIVEN BELOW :

Assets given on operating lease :

Refer Note 4(a) for disclosures.

Assets taken on operating lease :

(a) The aggregate lease rentals payable are charged to the Statement of Profit & Loss as Rent in Note 37.

(b) The Company has taken office space, godowns and guest house on operating lease. The lease rentals are payable by the Company on a monthly or quarterly basis,

(c) The Leasing arrangements, which are non-cancellable over the period of the agreements, the disclosures in respect of the same:

10 The Company has made provision in the Accounts for Gratuity based on Actuarial valuation. The particulars under the Ind AS 19 "Employee Benefits" furnished below are those which are relevant and available to the Company for this year.

(âDenotes amount less than H50,000)

(c) The estimate of future salary increase, considered in actuarial valuation, take account of inflation, seniority, promotion

and other relevant factors, such as supply and demand in the employment market,

(d) The Company''s expected contribution to the fund in the next financial year is H3.67 Crores (31st March, 2016 H4.23 Crores)

(e) Current and non current classification is done based on actuarial valuation certificate.

11. AS PER IND AS 24, DISCLOSURE OF TRANSACTIONS WITH RELATED PARTIES (AS IDENTIFIED BY THE MANAGEMENT), AS DEFINED IN IND AS ARE GIVEN BELOW :

(i) Name of Related Parties & Description of Relationship

(A) Controlling Entity :

Shantilal Bhudhermal Adani Family Trust (SBAFT)

(B) Subsidiary Companies :

1 Adani Global Ltd., Mauritius. 16 Adani Defence Systems and Technologies Ltd.

2 Adani Agri Logistics Ltd. 17 Mahaguj Power Ltd,

3 Adani Agri Fresh Ltd. 18 Adani Chendipada Mining Pvt. Ltd.

4 Adani Energy Ltd. 19 Adani Resources Pvt. Ltd.

5 Adani Shipping (India) Pvt. Ltd. 20 Surguja Power Pvt. Ltd.

6 Natural Growers Pvt. Ltd. 21 Jhar Mining Infra Pvt. Ltd.

7 Chendipada Collieries Pvt. Ltd. 22 Prayatna Developers Pvt. Ltd.

8 Parsa Kente Collieries Ltd. 23 Talabira (Odisha) Mining Pvt. Ltd. (Formerly known

9 Adani Welspun Exploration Ltd. as Korba Clean Coal Pvt. Ltd.)

10 Rajasthan Collieries Ltd. 24 Adani Tradecom LLP

11 Adani Synenergy Ltd. 25 Adani Tradex LLP

12 Adani Power Dahej Ltd. 26 Adani Commodities LLP

13 Adani Pench Power Ltd. 27 Adani Tradewing LLP

14 Kutchh Power Generation Ltd. 28 Adani Infrastructure Pvt. Ltd.

15 Adani Green Energy Ltd. 29 Adani Cementation Ltd.

(C) Step-down Subsidiary Companies / Firms :

1 Adani Renewable Energy Park Ltd. 21 PT Energy Resources, Indonesia

2 Adani Agri Logistics (Harda) Ltd. 22 PT Niaga Antar Bangsa, Indonesia

3 Adani Agri Logistics (Hoshangabad) Ltd. 23 PT Niaga Lintas Samudra, Indonesia

4 Adani Agri Logistics (Satna) Ltd. 24 PT Gemilang Pusaka Pertiwi, Indonesia

5 Adani Agri Logistics (Ujjain) Ltd. 25 PT Hasta Mundra, Indonesia

6 Adani Agri Logistics (Dewas) Ltd. 26 PT Lamindo Inter Multikon, Indonesia

7 Adani Agri Logistics (MP) Ltd. 27 PT Mitra Naiga Mulia, Indonesia

8 Adani Gas Holdings Ltd. (Formerly known as 28 PT Suar Harapan Bangsa, Indonesia Mundra LNG Ltd.)

9 Adani Gas Ltd. 29 PT Tambang Sejahtera Bersama, Indonesia

10 Adani Global Pte. Ltd., Singapore. 30 Aanya Maritime Inc, Panama

11 Adani Shipping Pte. Ltd, Singapore. 31 Aashna Maritime Inc, Panama

12 Rahi Shipping Pte. Ltd., Singapore 32 Adani Minerals Pty. Ltd., Australia

13 Vanshi Shipping Pte. Ltd., Singapore 33 Adani Bunkering Pte. Ltd. Singapore (upto 01.01.2017)

14 Adani Global FZE, Dubai. 34 Adani Bunkering Pvt. Ltd.

15 Adani Mining Pty Ltd., Australia 35 AWEL Global Ltd., UAE

16 PT Adani Global, Indonesia. 36 Galilee Transmission Holdings Pty Ltd.

17 PT Adani Global Coal Trading, Indonesia 37 Galilee Transmission Pty Ltd.

18 PT Coal Indonesia, Indonesia 38 Adani Green Energy (Tamilnadu) Ltd.

19 PT Mundra Coal Indonesia (upto 06.10.2016) 39 Adani Renewable Energy Park (Gujarat) Ltd.

20 PT Sumber Bara, Indonesia 40 Adani Infrastructure Pty Ltd., Australia

12. AS PER IND AS 24, DISCLOSURE OF TRANSACTIONS WITH RELATED PARTIES (AS IDENTIFIED BY THE MANAGEMENT), AS DEFINED IN IND AS ARE GIVEN BELOW : (contd.)

13. Mundra Solar Ltd. 57 Kilaj Solar (Maharashtra) Pvt. Ltd.

14 Ramnad Renewable Energy Ltd. 58 Adani Green Technology Ltd.

(Formerly known as Sami Solar (Gujarat) Pvt. Ltd.)

43 Kamuthi Renewable Energy Ltd. 59 Wardha Solar (Maharashtra) Pvt. Ltd.

44 Ramnad Solar Power Ltd. 60 Mahoba Solar (UP) Pvt. Ltd.

45 Kamuthi Solar Power Ltd. 61 Gaya Solar (Bihar) Pvt. Ltd.

46 Mundra Solar PV Ltd. 62 Adani Agri Logistics (Kotkapura) Ltd.

47 Adani Wind Energy (AP) Ltd. 63 Adani Agri Logistics (Katihar) Ltd.

(Formerly known as Adani Green Energy (Telengana) Ltd.)

48 Adani Green Energy (MP) Ltd. 64 Adani Agri Logistics (Kannauj) Ltd.

49 Adani Land Defence Systems and Technologies Ltd. 65 Adani Agri Logistics (Panipat) Ltd.

50 Adani Aero Defence Systems and Technologies Ltd. 66 Adani Agri Logistics (Moga) Ltd.

51 Adani Naval Defence Systems and Technologies Ltd. 67 Adani Agri Logistics (Raman) Ltd.

52 Adani Green Energy (UP) Ltd. 68 Adani Agri Logistics (Barnala) Ltd.

53 Parampujya Solar Energy Pvt. Ltd. 69 Adani Agri Logistics (Nakodar) Ltd.

(Formerly known as Parampujya Developers Pvt. Ltd.)

54 Rosepetal Solar Energy Pvt. Ltd. (Formely known as 70 Adani Agri Logistics (Mansa) Ltd.

Rosepetal Developers Pvt. Ltd.)

55 Mundra Solar Technopark Pvt. Ltd 71 Adani Agri Logistics (Bathinda) Ltd.

56 Adani Wind Energy (Gujarat) Pvt. Ltd. 72 Urja Maritime Inc.

(Formerly known as Duryodhana Developers Pvt. Ltd.) 73 Adani North America Inc.

(D) Associates with whom transactions done during the year :

1 CSPGCL AEL Parsa Collieries Ltd.

(E) Joint Control Entities :

1 Adani Wilmar Ltd. 7 Golden Valley Agrotech Pvt. Ltd.

2 Adani Renewable Energy Park Rajasthan Ltd. 8 Vishakha Polyfab Ltd,

3 Adani Wilmar Pte. Ltd., Singapore 9 KOG KTV Food Products (India) Pvt. Ltd.

4 Indianoil - Adani Gas Pvt. Ltd. 10 KTV Health and Foods Pvt. Ltd.

5 Vishakha Industries Pvt. Ltd. 11 Adani Elbit Advanced Systems India Ltd.

6 AWN Agro Pvt. Ltd._

(F) Key Management Personnel :

1 Mr. Gautam S. Adani, Chairman 4 Mr. Ameet H. Desai, Executive Director & CFO

2 Mr. Rajesh S. Adani, Managing Director 5 Mr. Jatin Jalundhwala, Company Secretary & Sr. Vice

3 Mr. Pranav V. Adani, Director President (Legal)

(G) Non-Executive Directors :

1 Mr. Vasant S. Adani 5 Mr. V. Subramanian (Refer Note a)

2 Mr. Anil Ahuja 6 Mrs. Vijyalaxmi Joshi (Refer Note b)

3 Mr. Berjis Desai 7 Ms. Dharmishta N. Rawal (Refer Note c)

4 Mr. Hemant Nerukar 8 Dr. Ravindra Dholakia (Refer Note d)

Notes:

a) Mr. V. Subramanian was appointed as an Additional Director of the Company w.e.f. 22 nd August, 2016,

b) Mrs. Vijaylaxmi Joshi was appointed as an Additional Director of the Company w.e.f. 2nd December, 2016.

c) Ms. Dharmishta N. Rawal resigned as director of the Company w.e.f. 25 th April, 2016 due to their pre-occupation.

d) Dr. Ravindra Dholakia resigned as director of the Company w.e.f. 24th May, 2016 due to their pre-occupation.

15 AS PER IND AS 24, DISCLOSURE OF TRANSACTIONS WITH RELATED PARTIES (AS IDENTIFIED BY THE MANAGEMENT), AS DEFINED IN IND AS ARE GIVEN BELOW : (contd.)

(H) Enterprises over which (A) or (F) above have significant influence with whom transactions done during the year :

1 Adani Properties Pvt. Ltd. 19 Adani Warehousing Services Pvt. Ltd.

2 Adani Education and Research Foundation 20 Adani Murmugao Port Terminal Pvt. Ltd.

3 Adani Institute for Education and Research 21 Adani Transmission Ltd.

4 Adani Power Ltd. 22 Adani Transmission (India) Ltd.

5 Adani Ports and Special Economic Zone Ltd. 23 Maharashtra Eastern Grid Power Transmission

Company Ltd,

6 Adani Power Maharashtra Ltd. 24 Adani Petroleum Terminal Pvt. Ltd.

7 Adani Power Rajasthan Ltd. 25 Adani Infra (India) Ltd.

8 Udupi Power Corporation Ltd. 26 Raipur - Rajnandgaon - Warora Transmission Ltd.

9 Mundra SEZ Textile and Apparel Park Pvt. Ltd. 27 Chhattisgarh - WR Transmission Ltd.

10 Karnavati Aviation Pvt. Ltd. 28 Sipat Transmission Ltd.

11 MPSEZ Utilities Pvt. Ltd. 29 Adani Power (Jharkhand) Ltd.

12 Adani Logistics Ltd. 30 North Karanpura Transco Ltd.

13 Mundra International Airport Pvt. Ltd. 31 Sarguja Rail Corridor Pvt. Ltd.

14 Adani Hazira Port Pvt. Ltd. 32 Adani Infrastructure and Developers Pvt. Ltd.

15 Adani Petronet (Dahej) Port Pvt. Ltd. 33 Adani Township & Real Estate Company Ltd.

16 Adani Vizag Coal Terminal Pvt. Ltd. 34 Adani M2K Project LLP

17 Adani Kandla Bulk Terminal Pvt. Ltd. 35 Adani Textile Industries

18 The Dhamra Port Company Ltd.

(I) Relatives of Key Management Personnel with whom transactions done during previous year :

1 Mr. Vinod S. Adani

(ii) Nature And Volume of Transaction with Related Parties (âDenotes amount less than H50,000)

16 Items of Expenditure in the Statement of Profit and Loss include reimbursements for common sharing facilities to and by

the Company,

17 PURSUANT TO IND AS 31 - FINANCIAL REPORTING OF INTERESTS IN JOINT VENTURE, THE DISCLOSURES RELATING TO THE JOINT VENTURES ARE AS FOLLOWS :

(a) Jointly Controlled Assets

The Company jointly with other parties to the joint venture, have been awarded two onshore oil & gas blocks at Palej and Assam by Government of India through NELP-VI bidding round, has entered into Production Sharing Contracts (PSC) with Ministry of Petroleum and Natural Gas for exploration of oil and gas in the aforesaid blocks. Naftogaz India Pvt. Ltd.(NIPL) being one of the parties to consortium was appointed as operator of the blocks vide Joint Operating Agreements (JOAs) entered into between parties to consortium. The expenditures related to the activities in the blocks were incurred by Adani Group, Welspun Group or through its joint venture Adani Welspun Exploration Ltd.

18 Details of loans given, Investments made and Guarantee given or security provided covered u/s 186 (4) of the Companies

Act, 2013 are given under respective heads (refer Note 45 and 46).

19 CORPORATE SOCIAL RESPONSIBILITY

As per Section 135 of the Companies Act, 2013, a Corporate Social Responsibility (CSR) committee has been formed by the

Company. The CSR activities of the Company are generally being carried out through Adani Foundation a Charitable Trust set up by the Group, whereby funds are allocated from the Company. The Charitable Trust carries out the CSR activities as specified in Schedule VII of the Companies Act, 2013 on behalf of the Company. During the year, the Company is not required to spend any amount as per the provisions of Section 135 of the Companies Act, 2013.

20 As per Ind AS 108, " Operating Segments", if a single financial report contains both Standalone financial statements and Consolidated financial statements of the Company, segment information may be presented only on the basis of

Consolidated Financial Statements of the Company. Hence, the required segment information has been appended in the Consolidated Financial Statements,

21 The Board of Directors at its meeting held on 24th May, 2017 have recommended the payment of a final dividend of H0.40 per equity share of the face value of H1 each for financial year 2016-17. This proposed dividend is subject to approval of shareholders in the ensuing annual general meeting,

During the year ended 31st March, 2016, the Company had declared and paid interim dividend of H0.40 per equity share of H1 each,

22 APPROVAL OF FINANCIAL STATEMENTS

The financial statements were approved for issue by the board of directors on 24th May, 2017.

23 Previous year''s figure have been regrouped / reclassified wherever necessary, to confirm to current year''s classification /

disclosure,

Mar 31, 2015

1 Corporate Information

Adani Enterprises Limited ('the Company', 'AEL) is a public company domiciled in India and incorporated under the provisions of Companies Act, 1956. The Company along with its subsidiaries ('Adani Group') is a global integrated infrastructure player with businesses spanning coal trading, coal mining, oil & gas exploration, ports, multi-modal logistics, power generation & transmission and gas distribution.

(a) Rights, Preferences and Restrictions Attached to Each Class of Shares

The Company has only one class of Equity Shares having a par value of Rs. 1/- per share and each holder of the Equity Shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. Payment of dividend is also made in foreign currency to share holders outside India. The final dividend Rs. 1.40 per share (31st March, 2014: Rs. 1.40), proposed by the Board of Directors is subject to the approval of shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive any of the remaining assets of the company, after distribution of all preferential amounts. However, no preferential amounts exist currently. The distribution will be in proportion to the number of shares held by the shareholders.

(c) Aggregate number of bonus shares issued, share issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date:

As per records of Company, including its register of shareholders / members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares.

*Note: Net of credit of Rs 26.17 Crores (31st March,2014: Rs 26.17 Crores) being dividend distribution tax paid by a subsidiary.

Terms of the Long term borrowings :

a. Secured Term Loan from Bank for Rs 450 Crores (31st March, 2014: Rs. 890 Crores) secured by pledge of equity shares of Adani Power Limited equivalent to 50% of the loan amount and is repayable in 4 quarterly instalments (3 quarterly instalments of Rs. 110 Crores each and last instalment of Rs 120 Crores) from 31st May, 2015.

b. Secured Term Loan from Bank for Rs 330 crores Crores (31st March, 2014: Nil) secured by pledge of equity shares of Adani Power Limited equivalent to 50% of the loan amount and is repayable in 12 quarterly instalments of Rs 27.50 Crores each commencing from 1st April, 2016.

c. Secured Term Loan from Bank for Rs 487.50 Crores (31st March, 2014: Rs. 500 Crores) secured by first pari passu charge on Leasehold Rights on Sub-Leased contiguous land area of 160.59 Hectares near Mundra Port SEZ of Group Entity at Mundra, Dist.- Kutch & subservient Charge on the current assets of the company and is repayable in 11 unequal structured quarterly instalments (4 quarterly instalments of Rs 31.25 Crore, 4 quarterly instalments of Rs 43.75 Crores and 3 quarterly instalments of Rs 62.50 ) from the quarter ending 30th June, 2015.

d. Secured Term Loan from Bank for Rs 384.87 Crores (31st March, 2014: Rs 395.04 Crores) secured by first pari passu charge on Leasehold Rights on Sub-Leased contiguous land area of 156.20 Hectares near Mundra Port SEZ of Group Entity at Mundra, Dist.- Kutch and is repayable in 11 unequal structured quarterly instalments (3 quarterly instalments of Rs. 22 Crore, 1 quarterly instalment of Rs 29 Crores, 4 quarterly instalments of Rs 35 Crores and 3 quarterly instalments of Rs 50 Crore) commencing from the quarter ending 30th June, 2015.

e. Secured Term Loan from Bank for Rs 386.38 Crores (31st March, 2014: NIL) secured by way of mortgage of all the project's present & future assets of the project of the Company on pari-passu basis and is repayable in 32 unequal structured quarterly instalments (4 quarterly instalments of Rs 8.40 Crores, 4 quarterly instalments of 8.82 Crores, 4 quarterly instalments Rs 10.08 Crores, 4 quarterly instalments of Rs. 11.34 Crores, 4 quarterly instalments of Rs 13.02 Crores, 4 quarterly instalments of Rs 13.86 Crores, 4 quarterly instalments of Rs 15.12 Crores and 4 quarterly instalments of Rs 15.96 Crore) commencing from the quarter ending 30th June, 2015.

f. The Inter-Corporate Loans are repayable on 31st March, 2016.

g. Non Convertible Debentures of Rs 1200 crores (31st March, 2014: NIL) secured by 4,30,00,000 equity shares of one of the subsidiary and some of the investments of the associate company repayable after Two year and Six Months from the year ended 31st March, 2015.

h. The above loans carries interest rate ranging 6% to 12.80% p.a.

i. For the current maturities of long-term borrowings, refer note 11 - Other current liabilities.

Note: a) Short term loan of Rs 750 Crores secured by hypothecation of all the inventories and book debts and receivables both present & future of the Company by way of first charge ranking pari passu.

b) Cash credit facilities are secured by hypothecation of all the inventories and book debts and other current assets, both present & future, of the Company by way of first charge ranking pari passu.

c) The Buyers Credit facilities are secured by margin money deposits and all the inventories and book debts and other current assets, both present & future, of the Company by way of first charge ranking pari passu.

The Disclosure in respect of of the amounts payable to Micro and Small Enterprises have been made in the financial statements based on the information received and available with the Company. Further in view of the Management, the impact of interest, if any, that may be payable in accordance with the provisions of the Act is not expected to be material. The Company has not received any claim for interest from any supplier as at the balance sheet date. These facts has been relied upon by the auditors.

b) Buildings includes cost of shares in Co-operative Housing Society Rs. 3,500/- (31st March 2014Rs3,500/-).

c) Office building includes Rs 2.32 Crores of unquoted Shares (160 equity shares of A type and 1,280 equity shares of B type of Rs 100/- each fully paid-up) in Ruparelia Theatres P. Ltd. By virtue of Investment in shares, the Company is enjoying rights in the leasehold land and Rs 1.44 Crores, towards construction contribution and exclusive use of terrace and allotted parking space.

d) The Company has charged deprecation based on the revised remaining useful life of assets as per the requirement of Schedule II of the Companies Act 2013. Due to above, depreciation charged is higher by Rs. 20.77 Crores for the year ended 31st March, 2015. The Company has fully depreciated the carrying value of assets, net residual value, where the remaining useful life of the asset was determined to be nil as on April 1,2014, and has adjusted an amount of Rs 3.91 crore ( net of deferred tax of Rs 2.10 Crores ) against the opening Surplus balance of retained earnings.

a) Building includes Rs 0.85 Crores (31st March, 2014 : Rs 0.85 Crores) which is in dispute and the matter is sub judice.

b) Agricultural Land of Rs 0.45 Crores (31st March, 2014: Rs 0.45 Crores) recovered under settlement of debts, in which certain formalities are yet to be executed.

c) The Company's share in Unincorporated Joint Venture Assets of Rs. 80.11 Crores (31st March, 2014: Rs 137.72 Crores) (note 46(a))

Notes:

3 a) Details of Shares pledged

i) Includes 81,51,17,665 shares (31st March, 2014: 34,45,00,331 ) pledged with banks as collateral security for loans taken by Adani Power Ltd., Adani Power Maharashtra Ltd., Adani Infra (India) Ltd., Adani Power Rajasthan Ltd. & the Company.

ii) Includes 16,56,94,400 (31st March 2014: 3,70,32,400) shares pledged with financial institutions as collateral security for loans taken by the Company and Adani Infra (India) Ltd., Adani Power Ltd., Adani Power Maharashtra Ltd.

iii) Includes 3,60,00,000 (31st March 2014: 3,60,00,000) shares pledged with banks as collateral security for loans taken by Adani Mining Pvt. Ltd.

b) The Company holds Redeemable Preference shares of its subsidiary, which are denominated in foreign currency. Such Preference shares have been considered to be monetary assets for the purpose of AS-11, the Accounting Standard of "the effects of changes in Foreign Exchange rates". The monetary assets have been restated on the basis of the closing rate at the year end and the difference of Rs 9.52 Crores (31st March 2014: Rs 24.88 Crores) has been recognized in Statement of Profit & Loss.

a) Includes Rs 1.32 Crores (31st March 2014 : Rs 1.32 Crores) to related parties (refer note 41)

b) Includes Rs 604.66 Crores (31st March 2014 : Rs 208.97 Crores) to related parties (refer note 41)

4 In the opinion of the Management and to the best of their knowledge and belief the value under the head of Current and Non Current Assets (other than fixed assets and non current investments) are approximately of the value stated, if realised in ordinary course of business, except unless stated otherwise. The provision for all the known liabilities is adequate and not in excess of amount considered reasonably necessary.

5 The Company has initiated legal proceedings against various parties for recovery of dues and such legal proceedings are pending at different stages as at the date of the Balance Sheet and are expected to materialize in recovering the dues in the future. Based on the review of these accounts by the management, adequate provision has been made for doubtful recovery. Management is hopeful for their recovery. In the opinion of the management adequate balance is lying in General Reserve/ Retained earnings to meet the eventuality of such accounts being irrecoverable.

6 Disclosure Regarding Derivative Instruments and Unhedged Foreign Currency Exposure

(a) The outstanding foreign currency derivative contracts/options as at 31st March, 2015 in respect of various types of derivative hedge instruments and nature of risk being hedged are as follows :

Forward derivative contracts In respect of Imports and other Payables

(b) Foreign currency exposures not covered by derivative instruments or otherwise as at 31st March, 2015 as under:

7 Net Worth of six subsidiaries as on 31st March, 2015 has been eroded and there is a consequent possibility of impairment of Equity investment of Rs 0.30 Crores. Looking to the subsidiaries future business plans and growth prospects, such impairment if any is considered to be temporary in nature and no provision is provided for in the accounts of the Company.

8 Contingent liabilities and commitments

(A) Contingent liabilities to the extent not provided for :

As at As at Particulars 31st March,2015 31st March,2014

Claims against the Company not acknowledged as Debts 3.00 3.00

In respect of :

Income Tax ( Interest thereon not ascertainable at present) 98.44 113.97

Service Tax 35.54 22.42

VAT /Sales Tax 250.30 228.67

Custom Duty 720.25 243.92

Excise Duty / Duty Drawback 1.48 1.48

FERA / FEMA 8.26 8.26

In respect of Corporate Guarantee given:- (amount outstanding at close of the year)

I. On behalf of its Subsidiaries 1,054.36 2,745.10

II. On behalf of its Associate Companies 141.25 97.00

In respect of Bank Guarantees given for Subsidiaries 571.17 202.82

Bills of Exchange Discounted 83.81 80.50

Certain claims / show cause notices disputed have neither been considered as contingent liabilities nor acknowledged as claims, based on internal evaluation of the management.

Show cause notice issued under Section 16 of the Foreign Exchange Management Act, 1999 read with Rule (4) of the Foreign Exchange Management (Adjudication Proceedings and Appeal) Rule, 2000, in which liability is unascertainable.

Show cause notices issued under The Custom Act,1962, wherein the Company has been asked to show cause why, penalty should not been imposed under section 112 (a) and 114 (iii) of The Custom Act,1962 in which liability is unascertainable

Investments are pledged with Banks / Financial Institutions towards collateral security for loan taken by subsidiary and associate Companies. Amount of contingent liability is to the extent of value of Shares Pledged. Complaint filed by Asst. Labour Commissioner, Hubli under Section 30 of The Payment of Bonus Act, 1956. Matter being contested by the Company and projected liability in terms of penalty would be not more than Rs 0.01 Crores (31st March, 2014: Rs 0.01 Crores).

Show cause notices issued under Income Tax Act,1961, wherein the Company has been asked to show cause why, penalty should not been imposed under section 271(1)(c) in which liability is unascertainable.

Show cause notice issued by DGCEI proposes for imposition of penalties under Section 76 and Section 78 of the Finance Act, 1994 in which liability is unascertainable.

Custom Department has considered a different view for levy of custom duty in respect of specific quality of coal imported by the company for which the company has received demand show cause notices amounting to Rs. 560.52 Crores (31st March 2014 : Rs 494.45 Crores) from custom departments at various locations and the company has deposited Rs 378.63 Crores (31st March 2014 : Rs 330.63 Crores) as custom duties under protest and contested the view taken by authorities as advised by external legal counsel. The Company being the merchant trader generally recovers custom duties from its customers and does not envisage any major financial or any other implication and the net effect of the same is already considered above under clause (b)(Custom duty).

Note:

The management believes that the claims made are untenable and is contesting them. As of the reporting date, the management is unable to determine the ultimate outcome of above matters. However, in the event the revenue authorities succeed with enforcement of their assessments, the Company may be required to pay some or all of the asserted claims and consequential interest and penalties, which would reduce net income in the respective reported period.

b) Other Commitments

i) The Company is a subscriber to Memorandum of Association of newly incorporated subsidiary company, Adani Defence Systems and Technologies Limited against which uncalled liability on shares amounting to Rs 0.05 Crores.

ii) The Company from time to time provides need based support to subsidiaries towards capital and other requirements.

iii) For lease commitments and derivatives, refer Note No 39 and 35 respectively.

9 During the year, the Company has invested Rs 1,132.97 Crores (31st March, 2014: Rs 2,448.41 Crores) in shares of the following Group Companies.

10 Disclosure as required by the Accounting Standard 19, "Leases" as specified in the Companies (Accounting Standard) Rules 2006 (as amended) are given below :

Where the Company is lessee:

a) The aggregate lease rentals payable are charged to the Statement of Profit & Loss as Rent in Note 31.

b) The Leasing arrangements, which are cancellable at any time on month to month basis and in some cases between 11 months to 9 years, are usually renewable by mutual consent on mutually agreeable terms. Under these arrangements, generally interest free refundable deposits have been given.

c) The Leasing arrangements, which are non-cancellable over the period of the agreements, the disclosures in respect of the same:

11 The Company has made provision in the Accounts for Gratuity based on Actuarial valuation. The particulars under the AS 15 (Revised) furnished below are those which are relevant and available to Company for this year.

a) Contributions to Defined Contribution Plan, recognised as expense for the year are as under:

c) The estimate of future salary increase, considered in actuarial variation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

d) The Company's expected contribution to the fund in the next financial year is Rs 0.73 Crores (31st March 2014Rs2.00 Crores)

e) Current and non current classification is done based on actuarial valuation certificate.

12 As per the Accounting Standard 18, disclosure of transactions with related parties (As identified by the Management), as defined in Accounting Standard are given below: i ) Name of Related Parties & Descriotion of Relationshio

i ) Name of Related Parties & Description of Relationship

(A) Controlling Entity :

Shantilal Bhudhermal Adani Family Trust (SBAFT)

(B) Subsidiary Companies:

1. Adani Global Ltd., Mauritius.

2. Adani Agri Logistics Ltd.

3. Adani Agri Fresh Ltd,

4. Adani Power Ltd.

5. Adani Mining Pvt. Ltd.

6. Adani Energy Ltd.

7. Adani Gas Ltd.

8. Mundra LNG Ltd.

9. Adani Shipping (India) Pvt. Ltd.

10. Adani Infra (India) Ltd.

11. Natural Growers Pvt. Ltd.

12. Chendipada Collieries Pvt. Ltd.

13. Adani Ports and Special Economic Zone Ltd.

14. Parsa Kente Collieries Ltd.

15. Adani Welspun Exploration Ltd.

16. Rajasthan Collieries Ltd.

17. Adani Transmission Ltd.

18. Adani SynEnergy Ltd.

19. Adani Agri Logistics (MP) Ltd.

20. Adani Power Dahej Ltd.

21. Adani Pench Power Ltd.

22. Kutchh Power Generation Ltd.

23. Adani Agri Logistics (Harda) Ltd.

24. Adani Agri Logistics (Hoshangabad) Ltd.

25. Adani Agri Logistics (Satna) Ltd.

26. Adani Agri Logistics (Ujjain) Ltd.

27. Adani Agri Logistics (Dewas) Ltd.

28. Dhamra LNG Terminal Pvt. Ltd.

29. Adani Green Energy Ltd.

30. Adani Renewable Energy Park Ltd.

31. Adani Defence Systems and Technologies Ltd.

(C) Step-down Subsidiary Entities:

1. Adani Power Maharashtra Ltd.

2. Adani Power Rajasthan Ltd.

3. Adani Transmission (India) Ltd.

4. Adani Power Resources Ltd. [previously known as Adani Transmission (Maharashtra) Ltd.]

5. Adani Ennore Container Terminal Pvt. Ltd.

6. Adani Shipyard Pvt. Ltd. (upto 28.01.2015)

7. Adani Hospitals Mundra Pvt. Ltd.

8. Mahaguj Power Ltd.

9. Sarguja Rail Corridor Pvt. Ltd. (upto 30.03.2015)

10. Adani Chendipada Mining Pvt. Ltd.

11. Adani Resources Pvt. Ltd.

12. Mundra SEZ Textile and Apparel Park Pvt. Ltd.

13. Karnavati Aviation Pvt. Ltd.

14. MPSEZ Utilities Pvt. Ltd.

15. Adani Logistics Ltd.

16. Mundra International Airport Pvt. Ltd.

17. Adani Hazira Port Pvt. Ltd.

18. Adani Petronet (Dahej) Port Pvt. Ltd.

19. Hazira Infrastructure Pvt. Ltd.

20. Hazira Road Infrastructure Pvt. Ltd.

21. Adani Vizag Coal Terminal Private Limited

22. Adani Global Pte. Ltd., Singapore.

23. Adani Shipping Pte. Ltd, Singapore.

24. Rahi Shipping Pte. Ltd., Singapore

25. Vanshi Shipping Pte. Ltd., Singapore

26. Adani Global FZE, Dubai.

27. Adani Mining Pty Ltd., Australia

28. PT Adani Global, Indonesia.

29. PT Adani Global Coal Trading, Indonesia

30. PT Coal Indonesia, Indonesia

31. PT Mundra Coal, Indonesia

32. PT Sumber Bara, Indonesia

33. PT Energy Resources, Indonesia

34. PT Sumber Dana Usaha, Indonesia

35. PT Setara Jasa, Indonesia

36. PT Niaga Antar Bangsa, Indonesia

37. PT Niaga Lintas Samudra, Indonesia

38. PT Gemilang Pusaka Pertiwi, Indonesia

39. PT Hasta Mundra, Indonesia

40. PT Karya Pernitis Sejati, Indonesia (upto 02.06.2014)

41. PT Lamindo Inter Multikon, Indonesia

42. PT Mitra Naiga Mulia, Indonesia

43. PT Suar Harapan Bangsa, Indonesia

44. PT Tambang Sejahtera Bersama, Indonesia

45. PT Adani Sumselon, Indonesia

46. Aanya Maritime Inc, Panama

47. Aashna Maritime Inc, Panama

48. Adani Minerals Pty. Ltd., Australia

49. Surguja Power Pvt. Ltd.

50. Adani Kandla Bulk Terminal Pvt. Ltd.

51. Chemoil Adani Pte. Ltd, Singapore

52. Adani Murmugao Port Terminal Pvt. Ltd.

53. Chemoil Adani Pvt. Ltd.

54. AWEL Global Ltd., UAE

55. Adani Warehousing Services Pvt. Ltd.

56. Galilee Transmission Holdings Pty Ltd

57. Galilee Transmission Pty Ltd.

58. Jhar Mining Infra Pvt. Ltd.

59. The Dhamra Port Company Ltd.

60. Adani Green Energy (Tamilnadu) Ltd.

61. Adani Renewable Energy Park (Gujarat) Ltd.

62. Adani Power (Karnataka) Ltd.

63. Mundra Solar Technopark Pvt. Ltd.

64. Maharashtra Eastern Grid Power Transmission Company Ltd.

(D) Associates with whom transactions done during the year:

"T Adani Advisory LLP T2 GSPC LNG Ltd.

(E) Joint Control Entities:

1. Adani Wilmar Ltd.

2. CSPGCL AEL Parsa Collieries Ltd.

3. Adani Wilmar Pte. Ltd., Singapore

4. Adani International Container Terminal Pvt. Ltd.

5. Adani CMA Mundra Terminal Pvt. Ltd.

6. Indianoil - Adani Gas Pvt. Ltd.

7. Vishakha Industries Pvt. Ltd.

8. AWN Agro Pvt. Ltd.

9. Golden Valley Agrotech Pvt. Ltd.

10. Satya Sai Agroils Pvt. Ltd.

11. Vishakha Polyfab Ltd.

12. KOG KTV Food Products (India) Pvt. Ltd.

13. Krishnapattam Oils and Fats Pvt. Ltd.

14. KTV Health and Foods Pvt. Ltd.

(F) Key Management Personnel:

1. Mr. Gautam S. Adani, Chairman

2. Mr. Rajesh S. Adani, Managing Director

3. Mr. Ameet H. Desai, Executive Director & CFO (w.e.f. 17.05.2014)

4. Mr. Devang S. Desai, Executive Director & CFO (upto 17.05.2014)

(G) Enterprises over which (A) or (F) above have significant influence with whom transactions done during the year:

1. Adani Properties Pvt. Ltd.

2. Adani Foundation

3. Adani Education and Research Foundation

(H) Relatives of Key Management Personnel with whom transactions done during the year :

1. Mr. Vinod S. Adani

42 As required by the amendment to the clause 32 of the listing agreement vide SEBI circular no. 2 / 2003 of 10th January, 2003, the following disclosure have been made :

(a) Loans and advances in the nature of loans to subsidiaries and associates by name and amount -

Note : All above loans and advances have been given for business purpose.

(b) Loans and Advances shown above, to subsidiaries amounting Rs 852.42 Crores fall under the category of Long term loans & Advances and loans of Rs 7293.56 Crores fall in category of short term loans and advances.

All the above loans and advances are interest bearing except the loans given to following: ( ^ in Crores)

(d) None of the loanee and loanees of subsidiary companies have per se made Investments in the shares of the Company.

13 Items of Expenditure in the Statement of Profit and Loss include reimbursements for common sharing facilities to and by the Company.

14 (a) Provision For Taxation:

Provision for taxation for the year has been made after considering allowance, claims and relief available to the Company as advised by the Company's tax consultants.

(b) Various taxes related legal proceedings are pending against the Company. Potential liabilities, if any, have been adequately provided for, and the management does not estimate any incremental liability in respect of the legal proceedings.

(c) Transfer Pricing Regulations :

The Company has established a comprehensive system of maintenance information and documentation as required by the transfer pricing legislation under section 92 - 92F of the Income Tax Act, 1961.

The management is of the opinion that its international transactions are at arm's length and the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

15 Pursuant to Accounting Standard (AS 27) - Financial Reporting of Interests in Joint Venture, the disclosures relating to the Joint Ventures are as follows :

(a) Jointly Controlled Assets

The Company jointly with other parties tothe joint venture, have been awarded two onshore oil & gas blocks at Palej and Assam by Government of India through NELP-VI bidding round, has entered in to Production Sharing Contracts (PSC) with Ministry of Petroleum and Natural Gas for exploration of oil and gas in the aforesaid blocks. Naftogaz India Pvt. Ltd.(NIPL) being one of the parties to consortium was appointed as operator of the blocks vide Joint Operating Agreements (JOAs) entered into between parties to consortium. The expenditures related to the activities in the blocks were incurred by Adani Group, Welspun Group or through its joint venture Adani Welspun Exploration Ltd.

Government of India has issued a notice intimating the termination of the Production Sharing Contracts (PSCs) in respect of the Assam and Palej blocks purportedly due to misrepresentation made by the operator of the blocks- NIPL. The Company has contested the termination and in accordance with the provisions of the PSC has urged the Government to allow it to continue the activities in the respective blocks. However during the year the company has decided to write off the exploration expenditure amounting Rs 75.67 Crores incurred in respect of of Assam Block due to poor resource prospectivity and it being commercially unviable to develop.

The Financial Statements of the Company reflect its share of Assets and Liabilities of the jointly controlled assets which are accounted on a line to line basis with similar items in the Company's accounts to the extent of participating interest of the Company as per the various joint venture agreements, in compliance of AS 27. The summary of the Company's share in Assets & Liabilities of unincorporated joint ventures are as follow:

(b) Jointly Controlled Entities

The Company has a Joint Venture interest in Adani Wilmar Limited and CSPGCL AEL Parsa Collieries Ltd., companies incorporated under the Companies Act, 1956. As on 31st March, 2015 the company has invested a sum of Rs 341.38 Crores and Rs 0.08 Crores respectively.

The Proportionate share of assets, liabilities , income & expenditure, contingent liabilities and capital commitments of the Joint Ventures are as given below: ( Rs in Crores)

16 a) The Board of Directors at its meeting held on 30th January, 2015, approved a Composite Scheme of Arrangement ("Scheme") under section 391 to 394 of the Companies Act 1956 between the Company and its subsidiaries, Adani Ports and Special Economic Zone Limited (APSEZ), Adani Power Limited (APL), Adani Transmission Limited (ATL) and Adani Mining Private Limited (AMPL) along with its assets and liabilities, inter alia providing for :

a) Demerger of Port, Power and Transmission Undertakings of the Company and its vesting in APSEZ, APL and ATL respectively

b) Amalgamation of Adani Mining Private Limited with the Company

The scheme was subsequently approved by various statutory authorities. Thereafter, the shareholders and creditors of the Company approved the scheme at the court convened meetings held on 20 th April, 2015. The Hon'ble High Court of Gujarat vide its order dated 7th May, 2015 has approved the Scheme. Certified copy of the order is awaited.

b) In accordance with Accounting Standard 24, "Discontinuing Operations", the financial results of the Port, Power and Transmission business (discontinuing operations) are as under:

17 The exceptional items includes :

a) The exploration activities carried at Egypt Blocks by Adani Welspun Exploration Ltd, a subsidiary of the Company, has been aborted as the blocks are geologically impracticable. Consequently, the Company has charged off its share of Rs 49.34 Crores advanced to the Egypt Project.

b) Rs 75.67 Crores written off on account of abortive exploration of Assam block due to poor resource prospectivity and block being commercially unviable to develop and produce oil.

c) The Company has divested 100% of its equity holding in its wholly owned subsidiary, Maharashtra Eastern Grid Power transmission Company Limited to its wholly owned subsidiary, Adani Transmission Limited, resulting in gain of Rs 196 Crores.

18 Remuneration to Managerial Personal

During the year the Central Government has approved waiver of excess remuneration paid to the Managerial personnel for FY 2013-14 over the limits prescribed under Section 198 read with Schedule XIII of the Companies Act, 1956.

19 Details of loans given, Investments made and Guarantee given or security provided covered u/s 186 (4) of the Companies Act, 2013 are given under respective heads (Refer Note 41 and 42).

20 Corporate Social Responsibility

As per Section 135 of the Companies Act, 2013, a Corporate Social Responsibility (CSR) committee has been formed by the Company. The CSR activities of the Company are generally being carried out through Adani Foundation a Charitable Trust set up by the Group, whereby funds are allocated from the Company. The Charitable Trust carries out the CSR activities as specified in Schedule VII of the Companies Act, 2013 on behalf of the Company. During the year under review, the Company had spent Rs 2.08 Crores towards CSR activities in compliance with the provisions of Section 135 of the Companies Act, 2013.

21 As per the Accounting Standard 21 on "Consolidated Financial Statements" as specified in the Companies (Accounting Standard) Rules 2006 (as amended), the Company has presented consolidated financial statements separately.

22 Previous year's figure have been regrouped / reclassified wherever necessary, to confirm to current year's classification.

Mar 31, 2014

1 Corporate Information

Adani Enterprises Limited (''the Company'', ''AEL'') is a public company domiciled in India and incorporated under the provisions of Companies Act, 1956. The Company along with its subsidiaries (''Adani Group'') is a global integrated infrastructure player with businesses spanning coal trading, coal mining, oil & gas exploration, ports, multi-modal logistics, power generation & transmission and gas distribution.

2 SHARE CAPITAL

(b) Rights, Preferences and Restrictions Attached to Each Class of Shares

The Company has only one class of Equity Shares having a par value of Rs. 1/- per share and each holder of the 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 shareholders in the ensuing Annual General Meeting.

For the financial year ended 31st March, 2014, the Board has proposed a final dividend of Rs. 1.40 per share. (31st March, 2013: Rs. 1.40 per share)

In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive any of the remaining assets of the company, after distribution of all preferential amounts. However, no preferential amounts exist currently. The distribution will be in proportion to the number of shares held by the shareholders.

3 LONG TERM BORROWINGS

Terms of the Long term borrowings :

a. Secured Term Loan from Bank for Rs. 890 Crores (31st March, 2013 Rs. 1000 Crores) secured by pledge of equity shares of Adani Power Limited equivalent to 50% of the loan amount and is repayable in 9 quarterly instalments (8 quarterly instalments of Rs. 110 Crores each and last instalment of Rs. 120 Crores) commencing from 28th February, 2014.

b. Secured Term Loan from Bank for Rs. 500 Crores (31st March, 2013 Rs. 500 Crores) secured by first pari-passu charge on Leasehold Rights on Sub-Leased contiguous land area of 160.59 Hectares near Mundra Port SEZ of Group Entity at Mundra, Dist.- Kutchh & subservient Charge on the current assets of the company and is repayable in 12 unequal structured quarterly instalments commencing from the quarter ending 31st March, 2015.

c. Secured Term Loan from Bank for Rs. 395.04 Crores (31st March, 2013 Rs. Nil) secured by first pari-passu charge on Leasehold Rights on Sub-Leased contiguous land area of 156.20 Hectares near Mundra Port SEZ of Group Entity at Mundra, Dist.- Kutchh and is repayable in 17 unequal structured quarterly instalments commencing from the quarter ending 31st December, 2013.

d. Unsecured loan from subsidiary company is repayable at the end of the 2 years from the respective dates of loan.

e. The Inter-Corporate Loans repayable in 3 yearly instalments of Rs. 50 Crore each commencing from 29th October, 2013.

f. The above loans carries interest rate ranging 6% to 12.25% p.a.

g. For the current maturities of long-term borrowings, refer note 11 - Other current liabilities.

b) Buildings includes cost of shares in Co-operative Housing Society Rs. 3,500/- (31st March, 2013 Rs. 3,500/-).

c) Office building includes Rs. 2.32 Crores of unquoted Shares (160 equity shares of A type and 1,280 equity shares of B type of Rs. 100 each fully paid-up) in Ruparelia Theatres P. Ltd. By virtue of Investment in shares, the Company is enjoying rights in the leasehold land and Rs. 1.44 Crores, towards construction contribution and exclusive use of terrace and allotted parking space.

d) Plant & Machinery includes plant of Net Book Value of Rs. 1.64 Crores (31st March, 2013 Rs. 1.76 Crores) which is not in use, due to temporary suspension of operations at Belekeri port.

4 CAPITAL WORK-IN-PROGRESS

a) Building of Rs. 0.85 Crores (31st March, 2013 : Rs. 0.85 Crores) which is in dispute and the matter is sub-judice.

b) Agricultural Land of Rs. 0.45 Crores (31st March, 2013: Rs. 0.45 Crores) recovered under settlement of debts, in which certain formalities are yet to be executed.

c) The Company''s share in Unincorporated Joint Venture Assets of Rs. 137.72 Crores (31st March, 2013: 133.44 Crores) (note47(a))

32 In the opinion of the Management and to the best of their knowledge and belief the value under the head of Current and Non Current Assets (other than fixed assets and non current investments) are approximately of the value stated, if realised in ordinary course of business, except unless stated otherwise. The provision for all the known liabilities is adequate and not in excess of amount considered reasonably necessary.

5 The company has initiated legal proceedings against various parties for recovery of dues and such legal proceedings are pending at different stages as at the date of the Balance Sheet and are expected to materialize in recovering the dues in the future. Based on the review of these accounts by the management , adequete provision has been made for doubtful recovery. Management is hopeful for recovery in other accounts.

6. Net Worth of six subsidiaries as on 31st March, 2014 has been eroded and there is a consequent possibility of impairment of Equity investment of Rs. 0.62 Crores. Looking to the subsidiaries future business plans and growth prospects, such impairment if any is considered to be temporary in nature and no provision is provided for in the accounts of the company.

7 Contingent liabilities and commitments

(a) Contingent liabilities to the extent not provided for : (Rs. in Crores)

As at As at Particulars 31st March, 2014 31st March, 2013

a) Claims against the Company not acknowledged as Debts 3.00 3.00

b) In respect of :

Income Tax ( Interest thereon not ascertainable at present) 113.97 43.02

Service Tax 22.42 34.71

VAT /Sales Tax 228.83 220.21

Custom Duty (net) 319.76 170.21

Excise Duty / Duty Drawback 1.48 1.48

FERA / FEMA 8.26 8.26

c) In respect of Corporate Guarantee given:- (amount outstanding at close of the year)

I. On behalf of its Subsidiaries 2,745.10 2,493.00

II. On behalf of its Associate Companies 97.00 97.70

d) In respect of Bank Guarantees given for Subsidiaries 202.82 158.34

e) Bills of Exchange Discounted 80.50 25.37

f) Certain claims / show cause notices disputed have neither been considered as contingent liabilities nor acknowledged as claims, based on internal evaluation of the management.

g) Show cause notice issued under Section 16 of the Foreign Exchange Management Act, 1999 read with Rule (4) of the Foreign Exchange Management (Adjudication Proceedings and Appeal) Rule, 2000, in which liability is unascertainable.

h) Show cause notices issued under The Custom Act,1962, wherein the Company has been asked to show cause why, penalty should not been imposed under section 112 (a) and 114 (iii) of The Custom Act,1962 in which liability is unascertainable.

i) Investments are pledged with Banks / Financial Institutions towards collateral security for loan taken by Subsidiary companies and associate Companies. Amount of contingent liability is to the extent of value of Shares Pledged.

j) Complaint filed by Asst. Labour Commissioner, Hubli under Section 30 of The Payment of Bonus Act, 1956. Matter being contested by the Company and projected liability in terms of penalty would be not more than Rs.0.01 Crore (31st March, 2013: Rs. 0.01 Crore).

k) Show cause notices issued under Income Tax Act, 1961, wherein the Company has been asked to show cause why, penalty should not been imposed under section 217(1)(c) in which liability is unascertainable.

l) Show cause notice issued by DGCEI proposes for imposition penalties under Section 76 and Section 78 of the Finance Act, 1994 in which liability is uncertainable.

m) Custom Department has considered a different view for levy of custom duty in respect of specific quality of coal imported by the company for which the company has received demand show cause notices amounting to Rs. 494.45 Crores (31st March 2013: Rs. 180.21 Crores) from custom departments at various locations and the company has deposited Rs. 330.63 Crores (31st March 2013: Rs. 58.97 Crores) as custom duties under protest and contested the view taken by authorities as advised by external legal counsel. The company being the merchant trader generally recovers custom duties from its customers and does not envisage any major financial or any other implication and the net effect of the same is already considered above under clause (b)(Custom Duty).

Note:

Future cash flows in respect of above are determinable only on receipt of judgement/decision pending with various forums/ authorities.

ii) Other Commitments

a) The company is a subscriber to Memorandum of Association of Newly incorporated subsidiary companies, Adani Synenergy Limited & Adani Agri Logistics (MP) Limited against which uncalled liability on shares amounting to Rs. 0.10 Crs.

b) The Company from time to time provides need based support to subsidiaries towards capital and other requirements.

38 Disclosure as required by the Accounting Standard 19, "Leases" as specified in the Companies (Accounting Standard) Rules 2006 (as amended) are given below :

Where the Company is lessee:

a) The aggregate lease rentals payable are charged to the Statement of Profit & Loss as Rent in Note 30.

b) The Leasing arrangements, which are cancellable at any time on month to month basis and in some cases between 11 months to 9 years, are usually renewable by mutual consent on mutually agreeable terms. Under these arrangements, generally interest free refundable deposits have been given.

c) The Leasing arrangements, which are non-cancellable over the period of the agreements, the disclosures in respect of the same:

8 The Company has made provision in the Accounts for Gratuity based on Actuarial valuation. The particulars under the AS 15 (Revised) furnished below are those which are relevant and available to company for this year.

9 As per the Accounting Standard 18, disclosure of transactions with related parties (As identified by the Management ), as defined in Accounting Standard are given below:

i ) Name of Related Parties & Description of Relationship (A) Controlling Entity :

Shantilal Bhudhermal Adani Family Trust (SBAFT)

(B) Subsidiary Companies:

1. Adani Global Ltd., Mauritius.

2. Adani Agri Logistics Ltd.

3. Adani Agri Fresh Ltd.

4. Adani Power Ltd.

5. Adani Mining Pvt. Ltd.

6. Adani Energy Ltd.

7. Adani Gas Ltd.

8. Maharashtra Eastern Grid Power Transmission Company Ltd.

9. Mundra LNG Ltd.

10. Adani Shipping (India) Pvt. Ltd.

11. Adani Infra (India) Ltd.

12. Natural Growers Pvt. Ltd.

13. Chendipada Collieries Pvt. Ltd.

14. Adani Ports and Special Economic Zone Ltd.

15. Parsa Kente Collieries Ltd.

16. Adani Welspun Exploration Ltd.

17. Rajasthan Collieries Ltd.

18. Adani Transmission Ltd. (w.e.f. 09.12.2013)

19. Adani Synenergy Ltd. (w.e.f. 14.02.2014)

20. Adani Agri Logistics (MP) Ltd. (w.e.f. 21.03.2014)

21. Adani Power Dahej Ltd. (w.e.f. 28.09.2013)

22. Adani Pench Power Ltd. (w.e.f. 28.09.2013)

23. Kutchh Power Generation Ltd. (w.e.f. 28.09.2013)

(C) Step-down Subsidiary Entities:

1. Adani Power Maharashtra Ltd.

2. Adani Power Rajasthan Ltd.

3. Adani Transmission (India) Ltd. (w.e.f. 02.12.2013)

4. Adani Transmission (Maharashtra) Ltd. (w.e.f. 04.12.2013)

5. Adani Ennore Container Terminal Pvt. Ltd. (w.e.f. 18.02.2014)

6. Adani Warehousing Services Private Limited

7. Adani Hospitals Mundra Pvt. Ltd. (w.e.f. 01.11.2013)

8. Mahaguj Power Ltd.

9. Sarguja Rail Corridor Pvt. Ltd.

10. Adani Chendipada Mining Pvt. Ltd.

11. Adani Resources Pvt. Ltd.

12. Mundra SEZ Textile and Apparel Park Pvt. Ltd.

13. Karnavati Aviation Pvt. Ltd.

14. MPSEZ Utilities Pvt. Ltd.

15. Adani Logistics Ltd.

16. Mundra International Airport Pvt. Ltd.

17. Adani Hazira Port Pvt. Ltd.

18. Adani Petronet (Dahej) Port Pvt. Ltd.

19. Hazira Infrastructure Pvt. Ltd.

20. Hazira Road Infrastructure Pvt. Ltd.

21. Adani Vizag Coal Terminal Pvt. Ltd.

22. Adani Global Pte. Ltd., Singapore.

23. Adani Shipping Pte. Ltd, Singapore.

24. Rahi Shipping Pte. Ltd., Singapore

25. Vanshi Shipping Pte. Ltd., Singapore

26. Adani Global FZE, Dubai.

27. Adani Mining Pty Ltd., Australia

28. PT Adani Global, Indonesia.

29. PT Adani Global Coal Trading, Indonesia

30. PT Coal Indonesia, Indonesia

31. PT Mundra Coal, Indonesia

32. PT Sumber Bara, Indonesia

33. PT Energy Resources, Indonesia

34. PT Sumber Dana Usaha, Indonesia

35. PT Setara Jasa, Indonesia

36. PT Niaga Antar Bangsa, Indonesia

37. PT Niaga Lintas Samudra, Indonesia

38. PT Gemilang Pusaka Pertiwi, Indonesia

39. PT Hasta Mundra, Indonesia

40. PT Karya Pernitis Sejati, Indonesia

41. PT Lamindo Inter Multikon, Indonesia

42. PT Mitra Naiga Mulia, Indonesia

43. PT Suar Harapan Bangsa, Indonesia

44. PT Tambang Sejahtera Bersama, Indonesia

45. PT Adani Sumselon, Indonesia

46. Aanya Maritime Inc, Panama

47. Aashna Maritime Inc, Panama

48. Adani Minerals Pty. Ltd., Australia

49. Surguja Power Pvt. Ltd.

50. Adani Kandla Bulk Terminal Private Limited

51. Chemoil Adani Pte. Ltd. Singapore

52. Adani Murmugao Port Terminal Pvt. Ltd.

53. Chemoil Adani Pvt. Ltd.

54. AWEL Global Ltd., UAE

55. Galilee Transmission Holdings Trust

56. Galilee Transmission Holdings Pty Ltd.

57. Galilee Transmission Pty Ltd.

(D) Associates with whom transactions done during the year:

1. Adani Advisory LLP

2. Delhi Golf Link Properties Pvt. Ltd.

3. GSPC LNG Ltd.

(E) Joint Control Entities:

1. Adani Wilmar Ltd.

2. CSPGCL AEL Parsa Collieries Ltd.

3. Adani Wilmar Pte. Ltd., Singapore

4. Adani International Container Terminal Pvt. Ltd.

5. AWN Agro Pvt. Ltd.

(F) Key Management Personnel:

1. Mr. Gautam S. Adani, Chairman

2. Mr. Rajesh S. Adani, Managing Director

3. Mr. Devang Desai, Executive Director & CFO

(G) Enterprises over which (A) or (F) above have significant influence with whom transactions done during the year:

1. Adani Properties Pvt. Ltd.

2. Adani Foundation

3. Adani Education and Research Foundation

(H) Relatives of Key Management Personnel with whom transactions done during the year :

1. Mr. Vinod S. Adani

(b) Loans and Advances shown above, to subsidiaries amounting Rs. 3,895.06 Crores fall under the category of Long term loans & Advances and loans of Rs. 5,215.57 Crores fall in category of short term loans and advances.

(d) None of the loanee and loanees of subsidiary companies have per se made Investments in the shares of the company.

10 Items of Expenditure in the Statement of Profit and Loss include reimbursements for common sharing facilities to and by the Company.

11 (a) Provision For Taxation:

Provision for taxation for the year has been made after considering allowance, claims and relief available to the Company as advised by the Company''s tax consultants. (b) Various taxes related legal proceedings are pending against the Company. Potential liabilities, if any, have been adequately provided for, and the management does not estimate any incremental liability in respect of the legal proceedings.

(c) Transfer Pricing Regulations :

The Company has established a comprehensive system of maintenance information and documentation as required by the transfer pricing legislation under section 92 Â 92F of the Income Tax Act, 1961.

The management is of the opinion that its international transactions are at arm''s length and the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

12 The Company has received dividend of Rs. 155.24 crores from one of its subsidiary on which income tax of Rs. 26.17 crores has been paid by its subsidiary. As per the provision of the Income Tax Act, 1961, this tax is eligible for set off against the tax on dividend proposed by the Company aggregating to Rs. 26.17 crores. Hence there is no dividend tax liability on the Company relating to dividend proposed.

13 Pursuant to Accounting Standard (AS 27) Â Financial Reporting of Interests in Joint Venture, the disclosures relating to the Joint Ventures are as follows :

(a) Jointly Controlled Assets

The Company jointly with other parties to joint venture, having been awarded two onshore oil & gas blocks at Palej and Assam by Government of India through NELP-VI bidding round, has entered in to Production Sharing Contracts (PSC) with Ministry of Petroleum and Natural Gas for exploration of oil and gas in the aforesaid blocks. Naftogaz India Pvt. Ltd.(NIPL) being one of the parties to consortium was appointed as operator of the blocks vide Joint Operating Agreements (JOAs) entered into between parties to consortium. The expenditures related to the activities in the blocks is incurred and disclosed by each participant of the consortium in its respective participating interest in the block.

Government of India has issued a notice intimating the termination of the Production Sharing Contracts(PSCs) in respect of the Assam and Palej blocks purportedly due to misrepresentation made by the operator of the blocks- NIPL. The Company has contested the termination and in accordance with the provisions of the PSC has urged the Government to allow it to continue the activities in respect of blocks.

14 Consequent to the losses during the current year, remuneration paid to the Managerial personnel and Directors is in excess of the limit prescribed in section 198 read with Schedule XIII of the Companies Act, 1956, by Rs. 6.33 Crores. The said amount is subject to approval from Central Government and therefore the amount paid is held in trust by the concerned managerial personnel.

15 The company had lodged a claim with the Insurance Company of Rs. 22.54 Crores against inventory loss in past years. The said Insurance Claim Receivable is reflected under Other Current Assests as fully recoverable based on the recoverability status as adviced by company''s insurance advisors and as per review of the management

16 As per the Accounting Standard 21 on "Consolidated Financial Statements" as specified in the Companies (Accounting Standard) Rules 2006 (as amended), the Company has presented consolidated financial statements separately.

17 The Ministry of Corporate Affairs, Government of India vide its General Circular No: 2/2011 dated 08th February, 2011 has granted general exemption to the Holding Companies from attaching balance sheets of subsidiary Companies with the balance sheet of the Holding Company as per section 212(8) of the Companies Act, 1956 subject to fulfilment of certain conditions. Accordingly the Board of Directors of the company has passed the resolution giving consent for not attaching the balance sheets of the subsidiary Companies with that of the Company.

18 Previous year''s figure have been regrouped / reclassified wherever necessary, to confirm to current year''s classification.

Mar 31, 2013

1 Corporate Information

Adani Enterprises Limited (''the Company'', ''AEL) is a public Company domiciled in India and incorporated under the provisions of Companies Act, 1956. The Company along with its subsidiaries (''Adani Group'') is a global integrated infrastructure player with businesses spanning coal trading, coal mining, oil & gas exploration, ports, multi-modal logistics, power generation & transmission, gas distribution.

2 In the opinion of the Management and to the best of their knowledge and belief the value under the head of Current and Non Current Assets (other than fixed assets and non current investments) are approximately of the value stated, if realised in ordinary course of business, except unless stated otherwise. The provision for all the known liabilities is adequate and not in excess of amount considered reasonably necessary.

3 The company has initiated legal proceedings against various parties for recovery of dues and such legal proceedings are pending at different stages as at the date of the Balance Sheet and are expected to materialize in recovering the dues in the future. Management is hopeful of their recovery. In the opinion of the Management adequate balance lying in General Reserve to meet the eventuality of this account being irrecoverable.

4 Disclosure Regarding Derivative Instruments and Unhedged Foreign Currency Exposure

(a) The outstanding foreign currency derivative contracts as at 31st March, 2013 in respect of various types of derivative hedge instruments and nature of risk being hedged are as follows:

5 Net Worth of two wholly owned subsidiaries as on 31st March, 2013 has been eroded and there is a consequent possibility of impairmentof Equity investmentof Rs. 1.41 Crores. Looking to the subsidiaries future business plans and growth prospects, such impairment if any is considered to be temporary in nature and no provision is provided for in the accounts of the company.

6 Disclosure as required by the Accounting Standard 19, "Leases" as specified in the Companies (Accounting Standard) Rules 2006 (as amended) are given below :

Where the Company is lessee:

a) The aggregate lease rentals payable are charged to the Statement of Profit & Loss as Rent in Note 31.

b) The Leasing arrangements, which are cancellable at any time on month to month basis and in some cases between 11 months to 9 years, are usually renewable by mutual consent on mutually agreeable terms. Under these arrangements, generally interest free refundable deposits have been given.

7 The Company has made provision in the Accounts for Gratuity based on Actuarial valuation.

The particulars under the AS 15 (Revised) furnished below are those which are relevant and available to company for this year.

c) The estimate of future salary increase, considered in actuarial variation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

d) Current and non current classification is done based on actuarial valuation certificate.

8 As per the Accounting Standard 18, disclosure of transactions with related parties (As identified by the Management ), as defined in Accounting Standard are given below:

i) Name of Related Parties & Description of Relationship

(A) Controlling Entity:

Shantilal Bhudhermal Adani FamilyTrust(SBAFT)

(B) Subsidiary Companies:

1. Adani Infrastructure and Developers Pvt. Ltd.*

2. Adani Global Ltd.

3. Adani Agri Logistics Ltd.

4. Adani Agri Fresh Ltd.

5. Adani Power Ltd.

6. Miraj Impex Pvt. Ltd.

7. Adani Mining Pvt. Ltd.

8. Adani Energy Ltd.

9. Adani Gas Ltd.

10. Maharashtra Eastern Grid Power Transmission Company Ltd.

11. Mundra LNG Ltd.

12. Adani Shipping (India) Pvt. Ltd.

13. Adani Infra (India) Ltd.

14. Natural Growers Pvt. Ltd.

15. Chendipada Collieries Pvt. Ltd.

16. Adani Ports and Special Economic Zone Ltd.

17. Adani Renewable Energy LLP (upto 08.01.2013)

18. Parsa Kente Collieries Ltd.

19. Adani Welspun Exploration Ltd.

20. Rajasthan Collieries Ltd.

* (upto 29.06.2012 Subsidiary and from 30.06.2012 Associate)

(C) Step-down Subsidiary Companies:

1. Adani Estates Pvt. Ltd. *

2. Adani Developers Pvt. Ltd. *

3. Adani Land Developers Pvt. Ltd. *

4. Adani Landscapes Pvt. Ltd. *

5. Swayam Realtors and Traders LLP. *

6. Columbia Chrome (India) Pvt. Ltd. *

7. Shantigram Estate Management Pvt. Ltd. *

8. Adani Mundra SEZ Infrastructure Pvt. Ltd. *

9. Belvedere Golf and Country club Pvt. Ltd. *

10. Shantigram Utility Services Pvt Ltd. *

11. Lushgreen Landscapes Pvt. Ltd. *

12. Jade Food and Properties Pvt. Ltd. *

13. Jade Agri Land Pvt. Ltd. *

14. Jade Agricultural Co. Pvt. Ltd. *

15. Rajendra Agri Trade Pvt. Ltd. *

16. Rohit Agri Trade Pvt. Ltd. *

17. Aaloka Real Estate Pvt. Ltd. *

18. Panchdhara Agro Farms Pvt. Ltd. *

19. Adani Township & Real Estate Co. Pvt. Ltd*

20. Adani Power Maharashtra Ltd.

21. Adani Power Rajasthan Ltd.

22. Adani Power Dahej Ltd.

23. Adani Pench Power Ltd.

24. Mundra Power SEZ Ltd (upto 28.02.2013)

25. Kutchh Power Generation Ltd.

26. Mahaguj Power Ltd.

27. Sarguja Rail Corridor Pvt. Ltd.

28. Adani Chendipada Mining Pvt. Ltd.

29. Adani Resources Pvt. Ltd.

30. Mundra SEZ Textile and Apparel Park Pvt. Ltd.

31. Karnavati Aviation Pvt. Ltd.

32. MPSEZ Utilities Pvt. Ltd.

33. Rajasthan SEZ Pvt. Ltd. (upto 20.10.2012)

34. Adani Logistics Ltd.

35. Mundra International Airport Pvt. Ltd.

36. Adani Hazira Port Pvt. Ltd.

37. Adani Petronet (Dahej) Port Pvt. Ltd.

38. Hazira Infrastructure Pvt. Ltd.

39. Hazira Road Infrastructure Pvt. Ltd.

40. Adani Vizag Coal Terminal Pvt. Ltd.

41. Adani International Container Terminal Pvt. Ltd. (upto 30.03.2013)

42. Adani Global Pte. Ltd., Singapore

43. Adani Shipping Pte. Ltd, Singapore

44. Rahi Shipping Pte. Ltd., Singapore

45. Vanshi Shipping Pte. Ltd., Singapore

46. Adani Power Pte. Ltd., Singapore (upto 06.12.2012)

47. Adani Global FZE, Dubai.

48. Adani Power (Overseas) Ltd., Dubai (upto 31.12.2012)

49. Adani Mining Pty Ltd., Australia

50. PT Adani Global, Indonesia

51. PT Kapuas Coal Mining, Indonesia (upto 08.10.2012)

52. PT Adani Global Coal Trading, Indonesia

53. PT Coal Indonesia, Indonesia

54. PT Mundra Coal Indonesia

55. PT Sumber Bara, Indonesia

56. PT Energy Resources, Indonesia

57. PT Sumber Dana Usaha, Indonesia

58. PT Setara Jasa, Indonesia

59. PT Niaga Antar Bangsa, Indonesia

60. PT Niaga Lintas Samudra, Indonesia

61. PT Andalas Bumi Persada, Indonesia (upto 14.09.2012)

62. PT Citra Persada Luhur, Indonesia (upto 24.09.2012)

63. PT Gemilang Pusaka Pertiwi, Indonesia

64. PT Hasta Mundra, Indonesia

65. PT Karya Pernitis Sejati, Indonesia

66. PT Lamindo Inter Multikon, Indonesia

67. PT Mitra Naiga Mulia, Indonesia

68. PT Pahala Buana Abadi, Indonesia (upto 14.09.2012)

69. PT Sumber Bumi Lestari, Indonesia (upto 18.09.2012)

70. PT Suar Harapan Bangsa, Indonesia

71. PT Tambang Sejahtera Bersama, Indonesia

72. PT Adani Sumselon, Indonesia

73. Aanya Maritime Inc, Panama

74. Aashna Maritime Inc, Panama

75. Adani Abbot Point Terminal Pty Ltd. (upto 30.03.2013)

76. Mundra Port Pty Ltd, Australia (upto 30.03.2013)

77. Mundra Port Holdings Pty Ltd, Australia (upto 30.03.2013)

78. Adani Abbot Point Terminal Holdings Pty Ltd., Australia (upto 30.03.2013)

79. Adani Minerals Pty. Ltd., Australia

80. Surguja Power Pvt. Ltd.

81. Adani Kandla Bulk Terminal Pvt. Ltd.

82. Chemoil Adani Pte. Ltd, Singapore

83. Adani Murmugao Port Terminal Pvt. Ltd.

84. Chemoil Adani Pvt. Ltd.

85. AWEL Global Ltd., UAE

86. Adani Warehousing Services Pvt. Ltd. (w.e.f. 19.04.2012)

87. Galilee Transmission Holdings Pty Ltd (w.e.f. 17.01.2013)

88. Galilee Transmission Pty Ltd (w.e.f. 17.01.2013)

* (upto 29.06.2012 Subsidiaries and from 30.06.2012 Associates)

(D) Associates with whom transactions done during the year:

1. M/s. Ezy Global

2. Adani Advisory LLP

3. M/s. Adani Textile Industries

(E) Joint Control Entities:

1. Adani Wilmar Ltd.

2. CSPGCL AEL Parsa Collieries Ltd.

3. Adani Wilmar Pte. Ltd., Singapore

(F) Key Management Personnel:

1. Mr. Gautam S. Adani, Chairman

2. Mr. Rajesh S. Adani, Managing Director

3. Mr. Devang Desai, Executive Director & CFO

(G) Enterprises over which (A) or (F) above have significant influence with whom transactions done during the year:

1. Adani Agro Pvt. Ltd.

2. Adani Properties Pvt. Ltd.

3. Adani Foundation

4. Adani Education and Research Foundation

(H) Relatives of Key Management Personnel with whom transactions done during the year:

1. Mr. Vinod S Adani

9 As required by the amendment to the clause 32 of the listing agreement vide SEBI circular no. 2 / 2003 of 10th January, 2003, the following disclosure have been made :

b) Loans and Advances shown above, to subsidiaries amounting Rs.5,359.79 Crores fall under the category of Long term loans & Advances in nature of Loans where principal amounts are repayable on demand not expected within 2 to 5 years except loans of Rs. 2,584.79 Crores which fall in category of short term loans and advances.

10 Items of Expenditure in the Statements of Profit and Loss include reimbursements for common sharing facilities to and by the Company.

11 (a) Provision For Taxation:

Provision for taxation for the year has been made after considering allowance, claims and relief available to the Company as advised by the Company''s tax consultants.

(b) Various taxes related legal proceedings are pending against the Company. Potential liabilities, if any, have been adequately provided for, and the management does not estimate any incremental liability in respect of the legal proceedings.

(c) Transfer Pricing Regulations :

The Company has established a comprehensive system of maintenance information and documentation as required by the transfer pricing legislation under section 92- 92F of the Income Tax Act, 1961.

The management is of the opinion that its international transactions are at arm''s length and the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and thatof provision fortaxation.

(d) MAT Credit Entitlement:

Based on assessment of the future taxable income, the Management is of the opinion that there is convincing evidence that the Company will pay normal income tax within the specified period during which MAT credit is available for set off. Accordingly, MAT credit entitlement assets (disclosed under long term loans & advances) of Rs. 60.70 Crores (31st March, 2012: Rs. 57.80 Crores) has been recognised during the year by way of a credit to Statement of Profit and Loss.

12 Exceptional items

a) The company is engaged in Oil & Gas Exploration activities which is also being pursued by its subsidiary Adani Welspun Exploration Ltd (AWEL). AWEL has charged off Rs. 153.75 Crores being the expenditure on abortive exploration activities on the relinquishment of Thailand Blocks being geologically impracticable and techno economically not feasible. Accordingly, the Company has charged off Rs. 99.92 Crores advances to its subsidiary for Thailand Project.

b) The Company has disposed off its investment in a wholly owned subsidiary, ''Adani Infrastructure and Developers Private Limited (''AIDPL) representing the Real Estate Business, to its promoters at a valuation done by an independent valuer. The Company has accounted a gain of Rs. 302.91 Crores against the disposal of the above said investment which is reflected under Exceptional items in Note 32.

13 Pursuant to Accounting Standard (AS 27) - Financial Reporting of Interests in Joint Venture, the disclosures relating to the Joint Ventures are as follows;

(a) Jointly Controlled Assets

The Company jointly with other parties to joint venture, having been awarded two onshore oil & gas blocks at Palej and Assam by Government of India through NELP-VI bidding round, has entered in to Production Sharing Contracts (PSC) with Ministry of Petroleum and Natural Gas for exploration of oil and gas in the aforesaid blocks. Naftogaz India Pvt. Ltd.(NIPL) being one of the parties to consortium was appointed as operator of the blocks vide Joint Operating Agreements (JOAs) entered into between parties to consortium.The expenditures related to the activities in the blocks were incurred by Adani Group, Welspun or through its joint venture Adani Welspun Exploration Ltd.

14 As per the Accounting Standard 21 on "Consolidated Financial Statements" as specified in the Companies (Accounting Standard) Rules 2006 (as amended), the Company has presented consolidated financial statementsseparately.

15 The Ministry of Corporate Affairs, Government of India vide its General Circular No: 2/2011 dated 08th February, 2011 has granted general exemption to the Holding Companies from attaching balance sheets of subsidiary Companies with the balance sheet of the Holding Company as per section 212(8) of the Companies Act,1956 subject to fulfilment of certain conditions. Accordingly the Board of Directors of the company has passed the resolution giving consent for not attaching the balance sheets of the subsidiary Companies with thatof the Company.

16 Previous year''s figure have been recast, regrouped and rearranged, wherever necessary to confirm to this year''s classification.

Mar 31, 2012

1 Corporate Information

Adani Enterprises Limited ('the Company', 'AEL) is a public Company domiciled in India and incorporated under the provisions of Companies Act, 1956. The Company is a global integrated infrastructure player with businesses spanning Coal Trading, Coal Mining, Oil & Gas exploration, Ports, Multi-modal Logistics, Power Generation & Transmission And Gas distribution.

(a) Rights, Preferences and Restrictions Attached to Each Class of Shares

The Company has only one class of Equity Shares having a par value of Rs. 1/- per share and each holder of the 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 shareholders in the ensuing Annual General Meeting.

During the year ended 31st March, 2012, the amount of per share dividend recognized as distributions to Equity Shareholders was Rs. 1 each. (31st March, 2011: Rs. 1)

In the event if liquidation of the Company, the holders of the equity shares will be entitled to receive any of the remaining assets of the company, after distribution of all preferential amounts. However, no preferential amounts exist currently. The distribution will be in proportion to the number of shares held by the shareholders.

b) As at 31st March, 2012, the Company has reviewed the future earnings of all its cash generating units in accordance with the Accounting Standard 28, Impairment of Fixed Assets. On reviewing, it was found that some of its plant and machinery were required to be impaired. Accordingly, impairment loss of Rs. 0.53 Crores have been provided in the current year to the extent of difference between the realisable value and the book value. The non utilisation and significant reduction in the realisable value triggered this impairment loss. The loss has been recognized in the statement of profit and loss under the head "Depreciation, amortisation & Impairment Expenses". The realisable value has been arrived based on quotations called by the company for determining the value, since the said plant and machinery are not being used and it is not possible to determine future cash flows from the said cash-generating unit.

c) Buildings includes cost of shares in Co-operative Housing Society Rs. 3,500/- (31st March, 2011: Rs. 3,500/-).

d) Office Building includes Rs. 2.32 Crores of unquoted Shares (160 equity shares of A type and 1,280 equity shares of B type of Rs. 100 each fully paid-up) in Ruparelia Theatres P. Ltd. By virtue of Investment in shares, the Company is enjoying rights in the leasehold land and Rs. 1.44 Crores, towards construction contribution and exclusive use of terrace and allotted parking space.

e) Plant & Machinery includes plant of Net Book Value of Rs. 7.90 Crores which is not in use, due to temporary suspension of operations at Belekeri port.

f) Depreciation of Rs. 0.86 Crores (31st March, 2011: Rs. Nil) relating to the Project Assets has been capitalised and has been included in the additions during the year.

2d) The Company holds Redeemable Preference shares of its subsidiary, which are denominated in foreign currency. Such Preference shares have been considered to be monetary assets for the purpose of AS-11, the Accounting Standard of "the effects of changes in Foreign Exchange rates". The monetary assets have been restated on the basis of the closing rate at the year end and the difference of Rs. 66.52 Crores (31st March, 2011: Rs.5.01 Crores) has been treated in other expenses in Statement of Profit & Loss.

3 In the opinion of the Management and to the best of their knowledge and belief the value under the head of Current and Non Current Assets (other than fixed assets and non current investments) are approximately of the value stated, if realised in ordinary course of business, except unless stated otherwise. The provision for all the known liabilities is adequate and not in excess of amount considered reasonably necessary.

4 The Company has initiated legal proceedings against various parties for recovery of dues and such legal proceedings are pending at different stages as at the date of the Balance Sheet and are expected to materialize in recovering the dues in the future. Management is hopeful of their recovery. In the opinion of the Management adequate balance lying in General Reserve to meet the eventuality of this account being irrecoverable.

(b) In accordance with principles of prudence and other applicable guidelines as per Accounting Standards notified by the Companies (Accounting Standards) Rules, 2006 (as amended) read with Revised Schedule VI of the Companies Act, 1956 the Company has charged an amount of Rs. Nil (31st March 2011: Rs. Nil) to Statement of Profit and Loss in respect of derivative contracts outstanding as on 31st March, 2012.

5 Contingent liabilities and commitments

(a) Contingent liabilities not provided for : (Rs.In Crores)

Particulars As at As at 31st March, 2012 31st March, 2011

a) Claims against the Company not acknowledged as Debts 3.00 3.00

b) In respect of :

Income Tax (Interest thereon not ascertainable at present) 42.52 30.42

Service Tax 23.82 12.41

VAT/Sales Tax 128.13 111.01

Custom Duty 65.80 60.70

Excise Duty / Duty Drawback 3.20 2.56

FERA/FEMA 8.26 4.16

Others 0.35 0.35

c) In respect of Corporate Guarantee given:- (amount outstanding at close of the year)

I On behalf of it's Subsidiaries 421.62 345.20

II On behalf of its Associate Companies 101.70 67.70

d) Bills of Exchange Discounted 59.83 59.63

e) In respect of Bank Guarantees given to Government agencies. 62.63 13.59

f) Certain claims/show cause notices disputed have neither been considered as contingent liabilities nor acknowledged as claims, based on internal evaluation of the management.

g) Show cause notice in terms of value of export goods under Section 14 of the Customs Act, 1962 read with Section 11 of FTDR Act, 1992 and rule 11 &14 of FT (Regulation) Rule, 1993 and under Section 16 of the Foreign Exchange Management Act, 1999 read with Rule (4) of the Foreign Exchange Management (Adjudication Proceedings and Appeal) Rule, 2000, in which liability is unascertainable.

h) Show cause notices issued under The Custom Act,1962, wherein the Company has been asked to show cause why, penalty should not been imposed under section 112 (a) and 114 (iii) of The Custom Act, 1962 in which liability is unascertainable.

i) Investments are pledged with Banks / Financial Institutions towards collateral security for loan taken by a group Company. Amount of contingent liability is to the extent of value of Shares Pledged.

j) Complaint filed by Asst. Labour Commissioner, Hubli under Section 30 of The Payment of Bonus Act, 1956. Matter being contested by the Company and projected liability in terms of penalty would be not more than Rs.0.01 (31st March, 2011: Rs.0.01 Crores).

k) Stamp duty & registration charges on fixed assets acquired during the year yet not determinable.

l) In the matter of show cause notice, amount of interest and penalty not ascertainable. Hence not disclosed.

m) Show cause notice issued by DGCEI proposes for imposition penalties under Section 76 and Section 78 of the Finance Act, 1994. In which liability is uncertain and not included.

n) The Karnataka Lokayukta report has alleged that there is a theft of seized Iron Ore from Belekeri Port. Company was one of the four parties/stevedores providing services at Belekeri Port. Company's responsibility / role was limited to only provide port services for the export of iron ore. To obtain clearances/ permissions/ permits and transportation of iron ore from Mines to the port were the responsibility of Miners/Traders/ Exporters. Iron ore exports were carried out under the supervision of relevant port and custom authorities. As per the direction of the Hon'ble Supreme Court, Central Empowered Committee has submitted its report on this issue. The same is pending before the Hon'ble Court for its further consideration/ direction. The company does not envisage that the said report will have any adverse effect/implication on its financial conditions/operations.

Future cash flows in respect of above are determinable only on receipt of judgement/decision pending with various forums/authorities.

6 No amounts are due for deposits as at the Balance Sheet date to the Investors' Education and Protection Fund.

7 Disclosure as required by the Accounting Standard 19, "Leases" as specified in the Companies (Accounting Standard) Rules 2006 (as amended) are given below:

Where the Company is lessee:

(a) The aggregate lease rentals payable are charged to the Statement of Profit & Loss as Rent in Note 31.

(b) The Leasing arrangements, which are cancellable at any time on month to month basis and in some cases between 11 months to 5 years, are usually renewable by mutual consent on mutually agreeable terms. Under these arrangements, generally interest free refundable deposits have been given.

8 (a) Provision for Taxation:

Provision for taxation for the year has been made after considering allowance, claims and relief available to the Company as advised by the Company's tax consultants.

(b) Various taxes related legal proceedings are pending against the Company. Potential liabilities, if any, have been adequately provided for, and the management does not estimate any incremental liability in respect of the legal proceedings.

(c) Transfer Pricing Regulations :

The Company has established a comprehensive system of maintenance information and documentation as required by the transfer pricing legislation under Section 92 - 92F of the Income Tax Act, 1961.

The management is of the opinion that its international transactions are at arm's length such that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

(d) MAT Credit Entitlement:

Based on assessment of the future taxable income, the Management is of the opinion that there is convincing evidence that the Company will pay normal income tax within the specified period during which MAT credit is available for set off. Accordingly, MAT credit entitlement assets (disclosed under long term loans & advances) of Rs. 71.87 Crores (31st March, 2011: Rs. 14.07 Crores) has been recognised during the year by way of a credit to Statement of Profit and Loss.

9 Items of Expenditure in the Profit and Loss Account include reimbursements for common sharing facilities to and by the Company.

10 The Company has made provision in the Accounts for Gratuity based on Actuarial valuation. The particulars under the AS 15 (Revised) furnished below are those which are relevant and available to company for this year.

(iii) Disclosure in Respect of Material Related Party Transactions during the year:

1 Sales (Net of Return) to

(a) Subsidiary Companies / Firms: M/s. Adani Exports Rs. Nil (31st March, 2011 : Rs. 47.68 Crores); Adani Power Limited Rs.0.39 Crores (31 st March, 2011: Rs. 11.68 Crores).

(b) Step-down Subsidiary Companies: Adani Power Rajasthan Ltd. Rs. 2.96 Crores (31st March, 2011 : Rs.Nil); MPSEZ Utilities Pvt. Ltd. Rs. 18.66 Crores (31stMarch, 2011: Rs.0.01 Crores).

(c) Associate or Joint Control Entities: Aditya Corpex Pvt. Ltd. Rs. Nil (31st March, 2011 : Rs. 2.58 Crores); Adani Wilmar Ltd. Rs.Nil (31st March, 2011: Rs.0.45 Crores).

2 Purchase (Net of Return) from

(a) Subsidiary Companies: Adani Power Ltd. Rs. 907.68 Crores (31st March, 2011 : Rs. 255.19 Crores); Adani Infra (India) Ltd. Rs. 118.49 Crores (31st March, 2011: Rs.Nil)

(b) Step-down Subsidiary Companies: Adani Global FZE Rs. 187.63 Crores (31st March, 2011 : Rs. 96.90 Crores); Adani Global Pte Ltd. Rs. 1,873.13 Crores (31st March, 2011:Rs.910.99 Crores).

(c) Associate or Joint Control Entities: Aditya Corpex Pvt. Ltd. Rs. Nil (31st March, 2011 : Rs. 0.21 Crores); M/s. Ezy GlobalRs.Nil (31stMarch,2011 :Rs.0.07Crores)

3 Sale of Fixed Asset to

(a) Subsidiary Companies: Adani Mining Pvt. Ltd. Rs. 0.00 Crores (31st March, 2011 : Rs. 0.01 Crores); Adani Ports & Special Economic Zone Ltd. Rs. 1.74 Crores (31st March, 2011 : Rs. 0.05 Crores);

(b) Step-down Subsidiary Companies: Adani Power Rajasthan Ltd. Rs. 0.77 Crores (31st March, 2011 : Rs. Nil). Adani Murmugao Port Terminal Pvt. Ltd. Rs. 0.20 Crores (31st March 2011 : Rs. Nil), Chemoil Adani Pvt. Ltd. Rs.Nil (31st March, 2011: Rs.0.14 Crores).

(c) Associate orJoint Control Entities: Adani Wilmar Ltd.Rs. Nil (31stMarch, 2011 : Rs.0.21 Crores).

4 Purchase of Fixed Asset from

(a) Subsidiary Companies/firms: Adani Renewable Energy LLP Rs. Nil (31st March, 2011 : Rs. 53.76 Crores); Adani Power Ltd. Rs. 0.06 Crores (31st March, 2011 : Rs. Nil); Adani Infra (India) Ltd. Rs. 0.01 Crores (31st March, 2011 : Rs.Nil)

(b) Step-down Subsidiary Companies / Firms: M/s. Adani Township & Real Estate Co. Rs. 4.33 Crores (31st March, 2011 : Rs.56.42 Crores)

(c) Associate or Joint Control Entities: M/s. Ezy Global Rs. 0.02 (31st March, 2011: Rs. Nil).

5 Purchase of Investments from

(a) Subsidiary Companies: Adani Ports & Special Economic Zone Ltd. Rs. 0.02 (31st March, 2011 : Rs. Nil); Adani Infrastructure and Developers Pvt. Ltd. Rs. Nil (31st March, 2011: Rs.0.05 Crores).

6 Interest -received from /(paid to)

(a) Subsidiary Companies: Adani Infrastructure and Developers Pvt. Ltd. Rs.Nil (31st March, 2011 : Rs.31.23 Crores); Adani Power Limited Rs. 90.11 Crores (31st March, 2011 : Rs. 85.74 Crores); Adani Infra (India) Ltd. Rs. (9.01) Crores (31st March, 2011 : Rs. (18.20) Crores); Adani Ports & Special Economic Zone Ltd. Rs. 5.48 Crores (31st March, 2011 : Rs. (8.73) Crores); Adani Welspun Exploration Ltd. Rs. 11.11 Crores (31st March, 2011 Rs.5.39 Crores); Parsa Kente Collieries Ltd. Rs.0.30 Crores (31st March, 2011 : Rs.0.28 Crores).

(b) Step-down Subsidiary Companies / Firms: Kutchh Power Generation Limited Rs. 17.23 Crores (31st March, 2011 : Rs. 15.47 Crores); Adani Power Dahej Limited Rs. 18.54 Crores (31st March, 2011 : Rs. 12.45 Crores); M/s. Adani Townships and Real Estate Co. Rs.43.09 Crores (31st March, 2011 : Rs.21.15 Crores);

Adani Power Rajasthan Ltd. Rs.7.58 Crores (31st March, 2011 : <3.15 Crores); Adani Pench Power Ltd. Rs. 12.76 Crores (31st March, 2011 : Rs. 6.26 Crores); Adani Power Maharashtra Ltd. (Rs.40.91) Crores (31st March,2011: Rs. Nil).

7 Dividend received from

(a) Subsidiary Company: Adani Ports & Special Economic Zone Ltd. Rs. 108.67 Crores (31st March, 2011 : Rs. 124.19 Crores)

8 Funds given [includes investment in Preference shares/Equity Participation/ Business Arrangement] to

(a) Subsidiary Companies: Adani Power Limited Rs. 2,744.09 Crores (31st March, 2011 : Rs. 3638.94 Crores); Adani Infrastructure and Developers Pvt. Ltd. Rs. 319.64 Crores (31st March, 2011 : Rs.727.32 Crores); Maharashtra Eastern Grid Power Transmission Company Ltd. Rs. 654.65 Crores (31st March, 2011 : Rs. 277.08 Crores); Adani Ports & Special Economic Zone Ltd. Rs.621.02 Crores (31st March, 2011 : Rs.753.27 Crores); Adani Welspun Exploration Ltd. Rs.26.75 Crores (31st March, 2011: Rs. 189.07 Crores).

(b) Step-down subsidiary Companies / Firms: M/s. Adani Townships and Real Estate Co. Rs. 62.58 Crores (31st March, 2011 : Rs. 421.89 Crores); Adani Power Maharashtra Ltd. Rs. 692.31 Crores (31st March, 2011 Rs.Nil); Adani Estates Pvt. Ltd. Rs.606.83Crores(31stMarch,2011: Rs.Nil).

(c) Associate or Joint Control Entities: Aditya Corpex Pvt. Ltd. Rs. Nil (31st March, 2011 : Rs. 91.50 Crores); Adani Wilmar Ltd. Rs.0.53 Crores (31st March, 2011: Rs. 127.93 Crores)

(d) Enterprises over which Individual having control / Significant Influence or Key Management Personnel have influence: Adani Agro Pvt. Ltd. Rs.0.00 Crores (31st March, 2011: Rs.717.43 Crores).

(e) Key Management Personnel: Mr. Gautam S. Adani Rs.Nil (31stMarch, 2011: Rs.36 Crores, Mr. Rajesh S. Adani Rs. Nil(31stMarch,2011: Rs. 28.50Crores)

9 Funds received [including redemption of Preference share/business arrangement] from

(a) Subsidiary Companies: Adani Infrastructure and Developers Pvt. Ltd. Rs. 188.39 Crores (31st March, 2011 : Rs.885.08 Crores); Adani Infra (India) Ltd. Rs.Nil (31st March, 2011 : Rs.730.00 Crores); Adani Ports Special Economic Zone Ltd. Rs. 621.08 Crores (31st March, 2011 : Rs.788.41 Crores); Adani Power Ltd. Rs. 2252.14 Crores (31st March, 2011 : Rs. 2888.45 Crores); Adani Welspun Exploration Ltd. Rs. 25.90 Crores (31st March, 2011: Rs. 6.76 Crores)

(b) Step-down subsidiary Companies / Firms: Adani Developers Pvt. Ltd. Rs. 360.00 Crores (31st March, 2011 : Rs. Nil); Adani Power Maharashtra Ltd. Rs. 1400.01 Crores (31st March, 2011 : Rs. Nil); M/s. Adani Townships and Real Estate Co. Rs.286.61 Crores (31st March, 2011: Rs. 112.06 Crores).

(c) Associate or Joint Control Entities: Aditya Corpex Pvt. Ltd. Rs. Nil (31st March, 2011 : Rs. 91.50 Crores); Adani Wilmar Ltd. Rs.0.53 Crores (31st March, 2011: Rs. 10.52 Crores)

(d) Enterprises over which Individual having control / Significant Influence or Key Management Personnel have influence: Adani Agro Pvt. Ltd. Rs.0.00 Crores (31st March, 2011: Rs.104.53 Crores).

(e) Key Management Personnel: Mr. Gautam S. Adani Rs. Nil (31st March, 2011: Rs.36 Crores, Mr. Rajesh S. Adani Rs. Nil(31stMarch,2011: Rs. 28.50Crores)

10 Service rendered to

(a) Subsidiary Companies: Adani Power Ltd. Rs. 1.23 Crores (31st March, 2011 : Rs. 0.24 Crores); Adani Gas Ltd. Rs. 0.01 Crores (31st March, 2011: Rs.0.13 Crores); Adani Shipping (India) Pvt. Ltd Rs.0.61 Crores (31st March, 2011 : Rs. 0.17 Crores); Adani Ports & Special Economic Zone Ltd. Rs. 0.22 Crores (31st March, 2011 : Rs. 0.06 Crores); Adani Mining Pvt. Ltd. Rs. 29.10 Crores (31st March, 2011 : Rs. Nil); Adani Welspun Exploration Ltd.Rs.0.00 Crores(31stMarch,2011:Rs.0.02Crores).

(b) Step-down subsidiary Companies / firms: Adani Power Maharashtra Ltd. Rs. 1.11 Crores (31st March, 2011: Rs.0.00 Crores)

(c) Associate or Joint Control Entities: Adani Wilmar Ltd. Rs. 0.16 Crores (31st March, 2011: Rs.0.10 Crores);

(d) Enterprises over which Individual having control / Significant Influence or Key Management Personnel have influence: Adani Institute of Infrastructure Management Rs.0.68 Crores (31st March, 2011 : N.A.).

11 Service availed from

(a) Subsidiary Companies: Adani Ports & Special Economic Zone Ltd. Rs. 523.66 Crores (31st March, 2011: Rs. 175.17 Crores)

(b) Step-down Subsidiary Company: Adani Petronet Dahej Port Pvt. Ltd. Rs. 106.95 Crores (31st March, 2011 : Rs. 18.13 Crores)

(c) Enterprises over which Individual having control / Significant Influence or Key Management Personnel have influence: Adani Institute of Infrastructure Management Rs.0.65 Crores (31st March, 2011 : N.A.).

12 Profit/(Loss) Sharing / Business Arrangement from

(a) Subsidiary Companies/Firms: M/s. Adani Exports Rs. (0.00) Crores (31st March, 2011 : Rs.7.42 Crores); Adani Mining Pvt. Ltd. Rs.5.00 Crores (31st March, 2011: Rs. Nil)

13 Rent paid to

(a) Associate or Joint Control Entities: Adani Wilmar Ltd. Rs. 0.16 Crores (31st March, 2011: Rs.0.02 Crores).

(b) Enterprises over which Individual having control / Significant Influence or Key Management Personnel have influence: Adani Properties Pvt. Ltd. Rs.0.78 Crores (31stMarch, 2011: Rs.0.43 Crores).

14 Rent received from

(a) Subsidiary Companies: Adani Ports & Special Economic Zone Ltd. Rs. 0.02 Crores (31st March, 2011: Rs. 0.03 Crores)

(b) Associate or Joint Control Entities: Adani Wilmar Ltd. Rs. 0.15 Crores (31st March, 2011: Rs.0.71 Crores).

15 Remuneration to

(a) Key managerial persons: Mr. Gautam S. Adani Rs. 1.57 Crores (31st March, 2011 : Rs. 1.56 Crores); Mr. Rajesh S. AdaniRs.3.22 Crores (31st March, 2011 : Rs.3.08 Crores); Mr. Devang S. Desai Rs.5.80 Crores (31st March, 2011 : Rs. 5.24Crores).

16 Donation to

(a) Enterprises over which Individual having control / Significant Influence or Key Management Personnel have influence: Adani Foundation Rs.8.90 Crores (31st March, 2011: N.A.).

17 Guarantee & Collateral securities to

(a) Subsidiary Companies: Adani Welspun Exploration Ltd. Rs.370.50 Crores (31st March, 2011 : Rs.211.25 Crores)

(b) Step-down Subsidiary Companies: Adani Global FZE Rs. 51.12 Crores (31st March, 2011 : Rs. 89.30 Crores). Adani Global Pte Limited Rs.Nil (31st March, 2011: Rs.44.65 Crores).

(c) Associate or Joint Control Entities: Adani Wilmar Ltd. Rs. 101.70 Crores (31st March, 2011 : Rs. 67.70 Crores).

11 Pursuant to Accounting Standard (AS 27) - Financial Reporting of Interests in Joint Venture, the disclosures relating to the Joint Ventures are as follows:

(a) Jointly Controlled Assets

The company has ventured into Oil and Gas exploration business jointly with others, whereby two exploration blocks at Palej & Assam has been awarded by Government of India through NELP-VI bidding round. The Company has entered into Production Sharing Contracts ('PSCs) jointly with various joint venture partners stated below as one part and Ministry of Petroleum and Natural Gas as other part, for exploration of oil and gas in the following fields. Pursuant to the PSCs, unincorporated joint ventures (JVs) have been formed to undertake the necessary economic activities for production of Oil and Gas by entering into a Joint Operating Agreement with them.

12 As per the Accounting Standard 21 on "Consolidated Financial Statements" as specified in the Companies (Accounting Standard) Rules 2006 (as amended), the Company has presented consolidated financial statements separately.

13 The Ministry of Corporate Affairs, Government of India vide its General Circular No: 2/2011 dated 8th February, 2011 has granted general exemption to the Holding Companies from attaching balance sheets of subsidiary Companies with the balance sheet of the Holding Company as per Section 212(8) of the Companies Act, 1956 subject to fulfilment of certain conditions. Accordingly, the Board of Directors of the Company has passed the resolution giving consent for not attaching the balance sheets of the Subsidiary Companies with that of the Company.

14 The Revised Schedule VI has become effective from 1st April, 2011 for the preparation of financial statement. This has significantly impacted the disclosure and presentation made in the financial statements. Previous year's figure have been recast, regrouped and rearranged, wherever necessary to confirm to this year's classification. Further the figure have been rounded off to the nearest rupee.

Mar 31, 2011

1. A Scheme of Amalgamation (the Scheme) of Transferor Companies having Trading and Investment business viz, Adani Infrastructure Services Private Limited ("Adani Infrastructure"), Advance Tradex Private Limited ("Advance Tradex"), Adani Tradelinks Private Limited ("Adani Tradelinks"), Pride Trade & Investment Private Limited ("Pride"), Trident Trade & Investment Pvt. Ltd. ("Trident"), Radiant Trade & Investment Private Limited ("Radiant") and Ventura Trade & Investment Private Limited ("Ventura") with Adani Enterprises Limited ("AEL") (the Company or Transferee Company) under Sections 391 and 394 of the Companies Act, 1956 was sanctioned by the Honble High Court of Gujarat vide order dated 12th August, 2010 which was filed with the office of Registrar of Companies, Gujarat on 18th August, 2010 (Effective Date). Pursuant to this Scheme, the assets and liabilities of the Transferor Companies were transferred to and vested in the Transferee Company with effect from 1st April, 2010 (Appointed Date) except for Advance Tradex for which the Appointed Date is 20th April, 2010. The amalgamation has been accounted under the pooling of interests method.

The salient features of the Scheme are as follows:

a. All the assets and liabilities recorded in the books of the Transferor Companies shall stand transferred to and vested in the Transferee Company pursuant to the Scheme and shall be recorded by the Transferee Company at their book values as appearing in the books of the Transferor Companies.

b. The Transferee Company shall record the Reserves of the Transferor Companies in the same form and at the same values as they appear in the financial statements of the Transferor Companies at the close of business of the day immediately preceding the Appointed Date. Balances in the Profit and Loss Account of the Transferor Companies shall be similarly aggregated with the balances in Profit and Loss Account of the Transferee Company.

c. The excess of, or deficit in, the value of the assets over the value of the liabilities of the Transferor Companies vested in the Transferee Company pursuant to this Scheme as recorded in the books of accounts of the Transferee Company shall, after adjusting the amounts recorded in terms of sub-clause (b) above, be adjusted in the Reserves in the books of the Transferee Company.

d. Further, in case of any differences in accounting policy between the Companies, the impact of the same till the amalgamation will be quantified and adjusted in the Profit & Loss Account mentioned earlier to ensure that the financial statements of the Transferee Company reflect the financial position on the basis of consistent accounting policy.

e. To the extent that there are inter-company loans, deposits or balances as between the Transferor Companies and the Transferee Company, the obligations in respect thereof shall come to an end and there shall be no liability in that behalf and corresponding effect shall be given in the books of accounts and records of the Transferee Company for the reduction of any assets or liabilities as the case may be and there would be no accrual of interest or any other charges in respect of any such inter-company loans, deposits or balances, with effect from the Appointed date.

The difference is adjusted against Revaluation Reserve of Rs. 702.83 Crores (as transferred from erstwhile Transferor Companies), Preference Share Redemption Reserve of Rs. 2.41 Crores (as transferred from erstwhile Transferor Companies), Capital Reserve of Rs. 348.84 Crores (created pursuant to amalgamation) and General Reserve of Rs. 497.90 Crores (Rs. 13.39 Crores transferred from erstwhile Transferor Companies).

g. Had the Scheme not prescribed this accounting treatment, the Balance in Reserves and Surplus would have stand increased by Rs.1,551.98 Crores with a corresponding Debit balance in Amalgamation Adjustment Account. There is no material financial effect of such deviation.

h. The Authorised Share Capital of the Transferor Company shall stand combined with the Authorised Share Capital of the Transferee Companies. Consequently from the effective date, the Authorised Share Capital of the Transferor Companies shall stand increased to Rs. 325.32 Crores consisting of 320,82,00,000 Equity Shares of Rs. 1/- (Rupee One) each; and 45,00,000 Preference Shares of Rs. 10/- (Rupees ten) each.

3. Buildings include cost of shares in Co-operative Housing Society Rs. 3,500/- (P.Y. Rs. 3,500/-).

4. Office premises of Rs. 3.75 Crores, includes Rs. 2.32 Crores of unquoted Shares (160 Equity Shares of A type and 1,280 equity shares of B type of Rs. 100 each fully paid-up) in Ruparelia Theatres P. Ltd. By virtue of Investment in shares, the Company is enjoying rights in the leasehold land and Rs. 1.44 Crores, towards construction contribution and exclusive use of terrace and allotted parking space.

5. The Company has ventured into Oil and Gas exploration business jointly with others, whereby two exploration blocks - at Palej and Aasam, has been awarded by Government of India through NELP - VI bidding round. All cost on acquisition, exploration and development incurred by the Company according to the participating interest (35%) are accounted under capital work-in-progress, as the extraction phase has not commenced.

6. Capital work-in-progress includes:-

a) Building worth Rs. 0.85 Crores (PY. Rs. 0.65 Crores) which is in dispute and the matter is sub-judice.

b) Agricultural Land worth Rs. 0.45 Crores (P.Y. Rs. 0.45 Crores) recovered under settlement of debts, in which certain formalities are yet to be executed.

c) The Companys share in Unincorporated Joint Venture Assets of Rs. 25.98 Crores (P.Y Rs. 25.98 Crores)

7. As at 31st March, 2011, the Company has reviewed the future earnings of all its cash generating units in accordance with the Accounting Standard 28, Impairment of Fixed Assets. On reviewing, it was found that some of its plant and machinery are not in use and held for disposal. However due to non determination of realizable value, no impairment loss has been recognised in connection with the same. The management is of the opinion that no impairment or reversal of loss is required with respect to other assets.

8. In the opinion of the Board, the current assets, loans and advances are approximately of the value stated, if realised in the ordinary course of business, except unless stated otherwise. The provision for all the known liabilities is adequate and not in excess of the amount considered reasonably necessary.

9. The Company had raised US$ 250 million by way of 25,000, 6% Foreign Currency Convertible Bonds (FCCBs) of US$ 10,000 each during the financial year ended 31st March, 2007.

During the year 3,11,51,800 (P.Y. 34,01,700) Equity Shares, having face value of Rs. 1 each have been issued upon conversion of 21,484 FCCBs. At the year end there are no outstanding Foreign Currency Convertible Bonds.

10. The Company holds Redeemable Preference shares of its subsidiary, which are denominated in foreign currency. Such Preference Shares have been considered to be monetary assets for the purpose of AS-11, the Accounting Standard of "the effects of changes in Foreign Exchange rates". As required by AS, the said monetary assets have been restated on the basis of the closing rate at the year end and the difference of Rs. 5.01 Crores (P.Y. Rs. 59.40 Crores) has been charged to Profit and Loss Account.

12. Disclosure Regarding Derivative Instruments and Unhedged Foreign Currency Exposure

a) The outstanding foreign currency derivative contracts as at 31st March, 2011 in respect of various types of derivative hedge instruments and nature of risk being hedged are as follows:

14. MAT Credit Entitlement

Based on assessment of the future taxable income, the Management is of the opinion that there is convincing evidence that the Company will pay normal income tax within the specified period during which MAT credit is available for set off. Accordingly, MAT credit entitlement assets (disclosed under loans & advances) of Rs. 14.07 Crores (P.Y. Rs. NIL) has been recognised during the year by way of a credit to profit and loss account.

15. Looking to the history and uncertainty attached to "Target Plus Scheme - 2004-05", benefit under the scheme, will be accounted when certainty exists.

17. The Company has been engaged as Mine Developer cum Operator (MDO) for coal blocks allotted in the state of Chhattisgarh and Orissa to electricity boards of Rajasthan, Chhattisgarh, Uttar Pradesh, Maharashtra and Gujarat. The Company plans to carry out the role of MDO either through SPVs floated for the coal mining project or in the form of Joint Ventures with respective State Electricity Boards and through its 100% subsidiary Adani Mining Private Limited.

18. The Company has initiated legal proceedings against various parties for recovery of dues and such legal proceedings are pending at different stages as at the date of the Balance Sheet and are expected to materialise in recovering the dues in the future. Management is hopeful of their recovery. In the opinion of the Management adequate balance lying in General Reserve to meet the eventuality of this account being irrecoverable.

19. Other liabilities includes Rs. Nil (P.Y.Rs. 0.13 Crores), being temporary overdrawn balance in current account with scheduled banks.

20. a) Provision for taxation for the year has been made after considering allowance, claims and relief available to the Company as advised by the Companys tax consultants.

b) Various taxes related legal proceedings are pending against the Company. Potential liabilities, if any, have been adequately provided for, and the management does not estimate any incremental liability in respect of the legal proceedings.

c) Transfer pricing regulations :

The Company has established a comprehensive system of maintenance information and documentation as required by the transfer pricing legislation under Section 92-92F of the Income Tax Act, 1961.

The management is of the opinion that its international transactions are at arms length such that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

21. (A) Contingent liabilities not provided for :

(Rs. In Crores)

Particulars As at As at Rs.31st March, 2011 31st March, 2010

a) Claims against the Company not acknowledged as Debts 3.00 10.08

b) In respect of :

Income Tax 30.42 13.45

Service Tax 12.41 10.67

Sales Tax 24.84 27.30

Custom Duty 60.70 41.49

Excise Duty 2.56 0.92

FERA / FEMA 4.16 4.16

Others 0.35

c) In respect of Corporate Guarantee given:-

I. To its Subsidiaries 345.20 294.80

II. For obligations of Associates 67.70 143.91

d) Bills of Exchange Discounted 59.63 355.84

e)In respect of Bank Guarantees given to Government agencies. 13.591 34.51

f) Certain claims / show cause notices disputed have neither been considered as contingent liabilities nor acknowledged as claims, based on internal evaluation of the management.

g) Show cause notice in terms of value of export goods under section14 of the Customs Act, 1962 read with Section 11 of FTDR Act, 1992 and Rules 11 & 14 of FT (Regulation) Rule, 1993 and under Section 16 of the Foreign Exchange Management Act, 1999 read with Rule (4) of the Foreign Exchange Management (Adjudication Proceedings and Appeal) Rule, 2000 in which liability is uncertainable.

h) Show cause notices issued under The Custom Act, 1962, wherein the Company has been asked to show cause why, penalty should not been imposed under Sections 112 (a) and 114 (iii) of The Custom Act,1962 in which liability is unascertainable.

i) Investments are pledged with Banks / Financial Institutions towards collateral security for loan taken by a group Company. Amount of contingent liability is to the extent of value of Shares Pledged.

j) Complaint filed by Asst. Labour Commissioner, Hubli under Section 30 of The Payment of Bonus Act, 1956. Matter being contested by the Company and projected liability in terms of penalty would be not more than ^ 0.01 Crore (PY ^ 0.01 Crore).

k)Stamp duty & registration charges on fixed assets acquired during the year yet not determinable.

l) In the matter of show cause notice, amount of interest and penalty not ascertainable, hence not disclosed.

m) Show cause notice issued by DGCEI proposes for imposition penalties under Section 76 and Section 78 of the Finance | Act, 1994, in which liability is uncertain and not included.

22. In accordance with Accounting Standard 17 "Segment Reporting" segment information has been given in the consolidated financial statements of Adani Enterprises Ltd. and therefore, no separate disclosure on segment information is given in these financial statements.

23. The Company has circulated letters to all its suppliers requesting them to confirm whether they are covered under the Micro, Small and Medium Enterprises Act, 2006 (MSMED). The Company has not received any intimation from "suppliers", regarding their status under the Micro, Small and Medium Enterprises Act, 2006 (MSMED) and hence disclosure requirements in this regards as per schedule-VI of the Companies Act ,1956 could not be provided.

24. No amounts are due for deposits as at the Balance Sheet date to the Investors Education and Protection Fund.

25. Items of Expenditure in the Profit and Loss Account include reimbursements for common sharing facilities to and by the Company.

26. Disclosure as required by the Accounting Standard 19, "Leases" as specified in the Companies (Accounting Standards) Rules, 2006 are given below :

Where the Company is lessee:

(i) The aggregate lease rentals payable are charged to the Profit and Loss Account as Rent in Schedule 18.

(ii) The Leasing arrangements, which are cancellable at any time on month to month basis and in some cases between 11 months to 5 years, are usually renewable by mutual consent on mutually agreeable terms. Under these arrangements, generally interest free refundable deposits have been given.

(iii) The Leasing arrangements, which are non-cancellable with Government of Karnataka represented by the Director of Ports & Inland Water Transport, Karnataka, for use of port land. Disclosure in respect of the same arrangements:

27. As per the Accounting Standard 21 on "Consolidated Financial Statements" as specified in the Companies (Accounting Standard) Rules 2006, the Company has presented consolidated financial statements separately.

31. The Company has made provision in the accounts for Gratuity based on Actuarial valuation. The particulars under the AS 15 (Revised) furnished below are those which are relevant and available to company for this year.

32. As per the Accounting Standard 18, disclosure of transactions with related parties (As identified by the Management ), as defined in Accounting Standard are given below:

i) Name of related parties & description of relationship_

1. Controlling Entity_

Shantilal Bhudhermal Adani Family Trust (SBAFT)

2. Subsidiary Companies

- Adani Infrastructure and Developers Pvt. Ltd.

- Adani Developers Pvt. Ltd.

- Adani Landscapes Pvt. Ltd.

- Columbia Chrome (India) Pvt. Ltd.

- Shantigram Estate Management Pvt. Ltd.

- Belvedere Golf and Country Club Pvt. Ltd.

- Lushgreen Landscapes Pvt. Ltd.

- Jade Food and Properties Pvt. Ltd.

- Jade Agricultural Co. Pvt. Ltd.

- Rohit Agri Trade Pvt. Ltd.

- Panchdhara Agro Farms Pvt. Ltd.

- Adani Agri Logistics Ltd.

- Adani Agri Fresh Ltd.

- Adani Power Ltd.

- Adani Power Maharashtra Ltd.

- Adani Power Rajasthan Ltd.

- Adani Power Dahej Ltd.

- Adani Pench Power Ltd.

- Mundra Power SEZ Ltd.

- Kutchh Power Generation Ltd.

- Maharashtra Eastern Grid Power Transmission Company Ltd.

- Mahaguj Power Ltd.

- Adani Mining Pvt. Ltd.

- Sarguja Rail Corridor Pvt. Ltd.

- Chendipada Collieries Pvt. Ltd.

- Mundra Port and Special Economic Zone Ltd.

- Mundra SEZ Textile and Apparel Park Pvt. Ltd.

- Karnavati Aviation Pvt. Ltd.

- MPSEZ Utilities Pvt. Ltd.

- Rajasthan SEZ Pvt. Ltd.

- Adani Logistics Ltd.

- Mundra International Airport Pvt. Ltd.

- Adani Murmugao Port Terminal Pvt. Ltd.

- Adani Hazira Port Pvt. Ltd.

- Adani Petronet (Dahej) Port Pvt. Ltd.

- Hazira Infrastructure Pvt. Ltd.

- Hazira Road Infrastructure Pvt. Ltd.

- Adani Energy Ltd.

- Adani Gas Ltd.

- PT Karya Pernitis Sejati, Indonesia

- PT Lamindo Inter Multikon, Indonesia

- PT Mitra Naiga Mulia, Indonesia

- PTPahalaBuanaAbadi, Indonesia

- PT Sumber Bumi Lestari, Indonesia

- PT Suar Harapan Bangsa, Indonesia

- PT Tambang Sejahtera Bersama, Indonesia_

- Adani Estates Pvt. Ltd.

- Adani Land Developers Pvt. Ltd.

- Swayam Realtors and Traders Ltd.

- Miraj Impex Pvt. Ltd.

- Adani Mundra SEZ Infrastructure Pvt. Ltd.

- Shantigram Utility Services Pvt. Ltd.

- Natural Growers Pvt. Ltd.

- Jade Agri Land Pvt. Ltd.

- Rajendra Agri Trade Pvt. Ltd.

- Aaloka Real Estate Pvt. Ltd.

- Mundra LNG Ltd.

- Adani Cements Ltd.

- Adani Shipping (India) Pvt. Ltd.

- Adani Infra (India) Ltd.

- Adani Global Ltd., Mauritius

- Adani Global Pte. Ltd., Singapore

- Adani Shipping Pte. Ltd., Singapore

- Rahi Shipping Pte. Ltd., Singapore

- Vanshi Shipping Pte. Ltd., Singapore

- Adani Power Pte. Ltd., Singapore

- Adani Global FZE, Dubai

- Adani Power (Overseas) Ltd., Dubai

- Adani Mining Pty Ltd., Australia

- PT Adani Global, Indonesia

- PT Kapuas Coal, Mining, Indonesia

- PT Adani Global Coal Trading, Indonesia (Formerly PT Aneka Sumber Bumi, Indonesia)

- PT Coal Indonesia, Indonesia

- PT Mundra Coal, Indonesia

- PT Sumber Bara, Indonesia

- PT Energy Resources, Indonesia

- PT Sumber Dana Usaha, Indonesia

- PT Setara Jasa, Indonesia

- PT Niaga Antar Bangsa, Indonesia

- PT Niaga Lintas Samudra, Indonesia

- PTAndalas Bumi Persada, Indonesia

- PT Citra Persada Luhur, Indonesia

- PT Gemilang Pusaka Pertiwi, Indonesia

- PT Adani Sumselon, Indonesia

- PT Hasta Mundra, Indonesia

- Adani Virginia Inc. (Upto 1st October, 2010)

- Bay Bridge Enterprise LLC (Upto 1st October, 2010)

- M/s. Adani Township & Real Estate Company

- M/s. Adani Exports

- Adani Renewable Energy LLP

3.Associate Entities with whom transactions done during the year

- Aditya Corpex Pvt. Ltd. - M/s. Ezy Global

- Hinduja Exports Pvt. Ltd. - Adani Agro Pvt. Ltd.

- M/s. Adani Commodities (Formerly Adani Investments) - Adani Properties Pvt. Ltd.

- iCall India Pvt. Ltd. - GSEC Limited (Upto 25th November, 2010)

4.Joint Control

- Adani Wilmar Ltd. - Chemoil Adani Pte Ltd., Singapore

- Parsa Kente Collieries Ltd. - Adani Welspun Exploration Ltd.

- Chemoil Adani Pvt. Ltd.- Adani Wilmar Pte. Ltd., Singapore_

5. Key Management Personnel

- Shri GautamS. Adani, Chairman - Shri Devang S. Desai, Executive Director & CFO

- Shri Rajesh S. Adani, Managing Director

6. Relatives of Key Management Personnel with whom transactions done during the year

Shri Vinod S. Adani

Disclosure in Respect of Material Related Party Transactions during the year :

1. Sales (Net of Return) to

(a) Subsidiary Companies/Firms: M/s. Adani Exports Rs. 47.68 Crores (P.Y. Rs. 2,320.23 Crores); Adani Global FZE Rs. Nil (P.Y Rs. 21.65 Crores); Adani Global Pte Ltd. Rs. Nil (P.Y Rs. 63.76 Crores); Adani Power Limited ^11.68 Crores (P.Y. Rs. Nil)

(b) Associate or Joint Control Entities : Aditya Corpex Pvt. Ltd. Rs. 2.58 Crores (P.Y. Rs. 3.52 Crores); GSEC Ltd. Rs. Nil (P.Y. Rs. 2.16 Crores); Adani Wilmar Ltd. Rs. 0.45 Crore (P.Y. Rs. 69.49 Crores); Chemoil Adani Pvt. Ltd. Rs. Nil (P.Y. Rs. 37.39 Crores).

2. Purchase (Net of Return) from

(a) Subsidiary Companies: Adani Global FZE Rs. 96.90 Crores (P.Y. Rs. 299.97 Crores); Adani Global Pte Ltd. Rs. 910.99 Crores (P.Y. Rs. 1,558.56 Crores); Adani Power Ltd. Rs. 255.19 Crores (P.Y. Rs. 437.04 Crores).

(b) Associate or Joint Control Entities : Adani Wilmar Ltd. Rs. Nil (P.Y. Rs. 0.64 Crores); Aditya Corpex Pvt. Ltd. Rs. 0.21 Crores (P.Y. Rs. Nil); M/s. Ezy Global Rs. 0.07 Crores (P.Y. Rs. Nil).

3. Sale of Fixed Asset to

(a) Subsidiary Companies: Adani Global FZE Rs. Nil (P.Y. Rs. 0.50 Crores); Adani Power Ltd. Rs. Nil (P.Y. Rs. 0.08 Crores); Adani Mining Pvt. Ltd. Rs. 0.01 Crores (P.Y. Rs. 0.07 Crores); Mundra Port & Special Econimic Zone Ltd. Rs. 0.05 Crores (P.Y. Rs. Nil).

(b) Associate or Joint Control Entities : GSEC Ltd. Rs. Nil (P.Y. Rs. 0.07 Crores); Adani Wilmar Ltd. Rs. 0.21 Crores (P.Y. Rs. 0.11 Crores); Chemoil Adani Pvt. Ltd. Rs. 0.14 Crores (P.Y. Rs. 0.04 Crores).

4. Purchase of Fixed Asset from

(a) Subsidiary Companies/Firms: Adani Agri Fresh Ltd. Rs. Nil (P.Y. Rs. 0.06 Crores); Adani Infrastructure and Developers Pvt. Ltd. Rs. Nil (P.Y. Rs. 0.09 Crores); M/s. Adani Township & Real Estate Co. Rs. 56.42 Crores (P.Y. Rs. Nil), Adani Renewable Energy LLP Rs. 53.76 Crores (P.Y. Rs. Nil).

(b) Associate or Joint Control Entities :Chemoil Adani Pvt. Ltd. Rs. Nil (P. Y Rs. 0.01 Crores); iCall India Pvt. Ltd Rs. 0.01 Crores (P.Y. Rs. Nil).

5. Purchase of Investments from

(a) Subsidiary Companies: Adani Mining Pvt. Ltd. Rs. Nil (P.Y. Rs. 0.15 Crores); Adani Infrastructure and Developers Pvt. Ltd. Rs. 0.05 Crores (P.Y. Rs. Nil).

(b) Associate or Joint Control Entities : Nil

6. Interest - received from / (paid to):

(a) Subsidiary Companies: Adani Infrastructure and Developers Pvt. Ltd.Rs. 31.23 Crores (P.Y. Rs. 55.26 Crores); Adani Power Limited Rs. 85.74 Crores (P.Y. Rs. Nil); Kutchh Power Generation Limited Rs. 15.47 Crores (PY. Rs. Nil); Adani Power Dahej Limited Rs. 12.45 Crores (P.Y. Rs. Nil); Adani Infra (India) Ltd. Rs. (18.20) Crores (P.Y. Rs. Nil); Mundra Port & Special Econimic Zone Ltd. Rs. (8.73) Crores (P.Y. t Nil); M/s. Adani Townships and Real Estate Co. Rs. 21.15 Crores (P.Y. Rs. 19.05 Crores);

(b) Associate or Joint Control Entities : Aditya Corpex Pvt. Ltd. Rs. Nil (P.Y. Rs. 5.00 Crores); Adani Welspun Exploration Ltd. Rs. 5.39 Crores (P.Y. Rs. 1.28 Crores ); Parsa Kente Collieries Ltd. Rs. 0.28 Crores (P.Y. Rs. 0.43 Crores).

7. Dividend received from subsidiary Company Mundra Port & Special Econimic Zone Ltd. Rs. 124.19 Crores (P.Y. Rs. Nil).

8. Funds given [includes investment in Preference shares/equity participation/business arrangement] to

(a) Subsidiary Companies: Adani Power Limited Rs. 3,638.94 Crores (P.Y. Rs. 138.75 Crores); Adani Infrastructure and Developers Pvt. Ltd. Rs. 727.32 Crores (P.Y. Rs. 966.16 Crores); M/s. Adani Townships and Real Estate Co. Rs. 421.89 Crores (P.Y Rs. 382.57 Crores)

(b) Associate or Joint Control Entities : Aditya Corpex Pvt. Ltd. Rs. 91.50 Crores (P.Y. Rs. 453.63 Crores); Adani Agro Pvt. Ltd. Rs. 717.43 Crores (P.Y. Rs. 235.96 Crores); Adani Welspun Exploration Ltd. Rs. 189.07 Crores (P.Y. Rs. 74.16 Crores); Adani Wilmar Ltd. Rs. 127.93 Crores (P.Y. Rs. 1.78 Crores).

(c) Key Management Personnel: Mr. Gautam S. Adani Rs. 36.00 Crores (P.Y. Rs. Nil), Mr. Rajesh S. Adani Rs. 28.50 Crores (P.Y. Rs. Nil)

9. Funds received [including redemption of Preference shares/business arrangement] from

(a) Subsidiary Companies: Adani Infrastructure and Developers Pvt. Ltd. Rs. 885.08 Crores (P.Y. Rs. 183.32 Crores); Adani Infra (India) Ltd. Rs. 730.00 Crores (P.Y. Rs. Nil); Mundra Port & Special Econimic Zone Ltd. Rs. 788.41 Crores (P.Y. Rs. Nil); Adani Developers Pvt. Ltd. Rs. Nil (P.Y. Rs. 76.00 Crores); Adani Power Ltd. Rs. 2,888.45 Crores (P.Y. Rs. 147.54 Crores).

(b) Associate or Joint Control Entities : Aditya Corpex Pvt. Ltd. Rs. 91.50 Crores (P.Y. Rs. 453.53 Crores); Adani Agro Pvt. Ltd. Rs. 104.53 Crores (P.Y. Rs. 848.86 Crores); Adani Welspun Exploration Ltd. Rs. 6.76 Crores (P.Y. Rs. 72.98 Crores).

(c) Key Management Personnel: Mr. Gautam S. Adani Rs. 36.00 Crores (P.Y. Rs. Nil), Mr. Rajesh S. Adani Rs. 28.50 Crores (P.Y. Rs. Nil)

10. Service rendered to

(a) Subsidiary Companies: Adani Agri Fresh Ltd. Rs. Nil (P.Y. ^ 0.10 Crores); Adani Agri Logistics Ltd. Rs. Nil (P.Y. Rs. 0.09 Crores); Adani Power Ltd. Rs. 0.24 Crores (P.Y. Rs. 3.29 Crores); Adani Gas Ltd.Rs. 0.13 Crores (P.Y. Rs. 11.09 Crores); Adani Shipping (India) Pvt. Ltd. Rs. 0.17 Crores (P.Y. Rs. Nil); Mundra Port & Special Economic Zone Ltd. Rs. 0.06 Crores (P.Y. Rs. 3.00 Crores);

(b) Associate or Joint Control Entities : Adani Wilmar Ltd. Rs. 0.10 Crores (P.Y. Rs. 0.13 Crores); Adani Welspun Exploration Ltd. Rs. 0.02 Crores (P.Y. Rs. Nil ); Chemoil Adani Pvt. Ltd. Rs. Nil (P.Y. Rs. 0.01 Crores).

11. Service availed from

(a) Subsidiary Companies : Mundra Port & Special Economic Zone Ltd. Rs.175.17 Crores (P.Y. Rs. 678.19 Crores)

(b) Associate or Joint Control Entities: Adani Wilmar Ltd. Rs. Nil (P.Y. Rs. 0.03 Crores).

12. Profit/(Loss) Sharing/Business Arrangement from Subsidiary companies/Firms: M/s. Adani Exports % 7.42 Crores (P.Y. Rs. 147.88 Crores); Adani Global Pte Ltd. Rs. Nil (P.Y. Rs. 9.25 Crores).

13. Rent paid to Associate or joint control entities: Adani Properties Pvt. Ltd. Rs. 0.43 Crores (P.Y. Rs. 0.50 Crores); Adani Wilmar Ltd. Rs. 0.02 Crores (P.Y. Rs. 0.02 Crores); Shri Vinod S. Adani Rs. 0.02 Crores (P.Y. Rs. 0.02 Crores).

14. Rent received from

(a) Subsidiary Companies : Mundra Port & Special Economic Zone Ltd. Rs. 0.03 (P.Y. Rs. 0.02 Crores);

(b) Associate or Joint Control Entities : Adani Wilmar Ltd. Rs. 0.71 Crores (P.Y. Rs. 0.42 Crores).

15. Remuneration to Key managerial persons: Mr. Gautam S. Adani Rs. 1.56 Crores (P.Y. Rs. 1.92 Crores); Mr. Rajesh S. Adani Rs. 3.08 Crores (P.Y. Rs. 2.71 Crores); Mr. Devang S. Desai Rs. 5.24 Crores (P.Y. Rs. 0.19 Crore).

16. Guarantee & Collateral securities to

(a) Subsidiary Companies: Adani Agri Fresh Ltd. Rs. Nil (P.Y. Rs. 60.00 Crores); Adani Global Pte Ltd. Rs. 44.65 Crores (P.Y. Rs. 45.14 Crores); Adani Global FZE Rs. 89.30 Crores (P.Y. Rs. 90.28 Crores).

(b) Associate or Joint Control Entities : Adani Wilmar Ltd. Rs. 67.70 Crores (P.Y. Rs. 83.91 Crores); Adani Welspun Exploration Ltd. Rs. 211.25 Crores (P.Y. Rs. 159.38 Crores).

33. Rights Issue

a. During the financial year, the company has completed Rights Issue comprising of 3,11,26,659 equity shares at a price of Rs. 475 per equity share aggregating to Rs. 1,478.52 Crores to its existing shareholders. The share premium of Rs. 474 per equity share, amounting to Rs. 1,475.40 Crores has been credited to Securities Premium Account. The Rights issue expenses amounting to Rs. 1.83 Crores, after netting off tax of Rs. 0.66 Crores have been adjusted to Securities Premium Account.

34. Qualified Institutional Placement

a. The Company has raised a sum of Rs. 4,000.00 Crores through Qualified Institutional Placement (QIP) and allotted 7,46,05,987 Equity shares of Rs. 1 each at a premium of Rs. 535.15 per Equity share to various Qualified Institutional Buyers on 29th July, 2010 in accordance with Chapter VIII of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009.

38. Quantitative information pursuant to para 3(i)(a) and 3(ii)(b) of part II of Schedule VI is not being disclosed in terms of General Exemption granted by the Ministry of Corporate Affairs, Government of India vide its Notification No. S. O. 301 (E) dated 8th February, 2011.

40. The Ministry of Corporate Affairs, Government of India vide its General Circular No.: 2/2011 dated 8th February, 2011 has granted general exemption to the Holding Companies from attaching balance sheets of Subsidiary Companies with the balance sheet of the Holding Company as per Section 212(8) of the Companies Act,1956 subject to fulfillment of certain conditions. Accordingly the Board of Directors of the company has passed the resolution giving consent for not attaching the balance sheets of the Subsidiary Companies with that of the Company.

41. On account of Scheme of arrangement and amalgamation with Company in the current year previous years figures are not strictly comparable. Previous year figures have been regrouped and reclassified wherever necessary to confirm to this years classification.

Mar 31, 2010

1. The Authorised Share Capital of the Company has been restructured and accordingly 50,00,000 Preference Shares have been reclassified and converted into 5,00,00,000 Equity Shares of Re.1 each as per the Ordinary Resolution passed in the Extra Ordinary General meeting of the Company held on 27th November, 2009.

2. Buildings include cost of shares in Co-operative Housing Society Rs. 3,500/- (Previous year Rs. 3,500/-).

3. Office premises of Rs. 3.75 Crores, include Rs. 2.32 Crores of unquoted Shares (160 Equity Shares of A type and 1,280 Equity Shares of B type of Rs. 100 each fully paid-up) in Ruparelia Theatres P. Ltd. by virtue of Investment in shares, the Company is enjoying rights in the leasehold land and Rs. 1.44 Crores, towards construction contribution and exclusive use of terrace and alloted parking space.

4. Capital work - in - progress includes:- a) Building worth Rs. 0.65 Crore (Previous Year Rs. 0.65 Crore) which is in dispute and the matter is sub-judice.

b) Agricultural Land worth Rs 0.45 Crore (Previous Year Rs 0.45 Crore) recovered under settlement of debts, in which certain formalities are yet to be executed.

5. The Company has ventured into Oil and Gas exploration business jointly with others, whereby two exploration blocks - at Palej and Assam, has been awarded by Government of India through NELP - VI bidding round. All cost on acquisition, exploration and development incurred by the Company according to the participating interest (35%) are accounted under capital work in progress, as the extraction phase has not commenced.

6. For the Current Year on review as required by the Accounting Standard 28, Impairment of Fixed Assets, as specified in the Companies (Accounting Standard) Rules, 2006, the management is of the opinion that no impairment or reversal of loss is required.

7. In the opinion of the Board, the current assets, loans and advances are approximately of the value stated, if realised in the ordinary course of business, except unless stated otherwise. The provision for all the known liabilities is adequate and not in excess of the amount considered reasonably necessary.

8. The Company has raised US$ 250 million by way of 25,000, 6% Foreign Currency Convertible Bonds (FCCBs) of US$ 10,000 each during the financial year ended 31st March, 2007. The Bondholders has an option to convert these bonds in to Equity Shares between 27th January, 2008 to 27th December, 2012 at a conversion price as specified in the Offering Circular.

At the time of Maturity, unless previously converted, redeemed or cancelled, the Company must, if the 20 days volume weighted average is above the Minimum Floor Price 30 days before 27thJanuary, 2012, elect, 30 days before 27th January, 2012, whether to redeem the bonds in cash or convert them in to Shares.

If the 20 days volume weighted average price is below minimum floor price, 30 days before 27th January, 2012, the bonds will be redeemed in cash at par at 27th January, 2012.

During the year, 34,01,700 Equity Shares, having face value of Re. 1 each have been issued upon conversion of 3,316 FCCBs.

9. The Company holds Redeemable Preference shares of its subsidiary, which are denominated in foreign currency. Such Preference shares have been considered to be monetary assets for the purpose of AS-11, the Accounting Standard of "the effects of changes in Foreign Exchange rates". As required by AS, the said monetary assets have been restated on the basis of the closing rate as on 31st March, 2010 and the difference of Rs. 59.40 Crores has been reflected in financial charges in Schedule-19.

10. Exceptional items include- a) Reversal of Commission of Rs.15.01 Crores (Rs.7.50 Crores each) out of total commission of Rs.16.02 Crores (Rs.8.01 Crores each) payable to the Chairman as well as Managing Director of the Company for the financial year 2008-09 upon waiver requests by them as income.

b) Loss of coal stock worth Rs.13.14 Crores due to fire, for which insurance claim has been lodged.

c) Unilateral write-off of liabilities no longer required to be paid of Rs.3.37 Crore.

11. Disclosure Regarding Derivative Instruments and Unhedged Foreign Currency Exposure.

a) The outstanding foreign currency derivative contracts as at 31st March, 2010 in respect of various types of derivative hedge instruments and nature of risk being hedged are as follows:

12. The Company has initiated legal proceedings against various parties for recovery of dues and such legal proceedings are at different stages as at the date of the Balance Sheet and are expected to materialise in recovering the dues in the future. Management is hopeful of their recovery. In the opinion of the Management adequate balance is lying in General Reserve to meet the eventuality of this account being irrecoverable.

13. Other liabilities include Rs. 0.13 Crores (Previous Year Rs. Nil), being temporary overdrawn balance in current account with scheduled banks.

14. a) Provision for taxation for the year has been made after considering allowance, claims and relief available to the Company as advised by the Companys tax consultants.

b) Various taxes related legal proceedings are pending against the Company. Potential liabilities, if any, have been adequately provided for, and the management does not estimate any incremental liability in respect of the legal proceedings.

c) Transfer pricing regulations :

The Company has established a comprehensive system of maintenance information and documentation as required by the transfer pricing legislation under section 92 Ã 92F of the Income Tax Act, 1961.

The management is of the opinion that its international transactions are at arms length such that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

15. Contingent liabilities not provided for : (Rs In Crores)

AS AT AS AT PARTICULARS 31-03-2010 31-03-2009

a) Claims against the Company not acknowledged as Debts 10.08 18.49

b) In respect of :

Income Tax 13.45 3.47

Service Tax 10.67 7.64

Sales Tax 27.30 29.26

Custom Duty 41.49 10.81

Excise Duty 0.92 -

FERA / FEMA 4.16 -

In respect of Corporate Guarantee given:-

I To Companies under the Same Management 243.29 223.04 c) II To itÃs Subsidiares 135.42 157.85

III For obligations to Associates 60.00 -

d) Bills of Exchange Discounted 355.84 909.49

In respect of Bank Guarantees given to Government agencies. e) 34.51 10.63

f) Certain claims / show cause notices disputed have neither been considered as contingent liabilities nor acknowledged as claims, based on internal evaluation of the management. Show cause notice in terms of value of export goods under section14 of the Customs Act, 1962 read with Section 11 of FTDR Act, 1992 and rule 11 & 14 of FT(Regulation) Rule,

g) 1993 in which liability is unascertainable. And under Section 16 of the Foreign Exchange Management Act, 1999 readwith Rule (4) of the Foreign Exchange Management (Adjudication Proceedings and Appeal) Rule, 2000, in which liability is uncertainable. Show cause notices issued under the Custom Act, 1962 , wherein the Company has been

h) asked to show cause why, penalty should not been imposed under section 112 (a) and 114 (iii) of the Custom Act,1962 in which liability is uncertainable.

Investments are pledged with Banks / Financial Institutions towards collateral security for i) loan taken by a group Company - Amount of contingent liability is to the extent of value of Shares Pledged.

Complaint filed by Asst. Labour Commissioner, Hubli under Section 30 of the Payment of j) Bonus Act, 1956. Matter being contested by the Company and projected liability in terms of penalty would be not more than Rs. 0.01 Crore (PY. Rs. 0.01 Crore).

16. The Company has circulated letters to all its suppliers requesting them to confirm whether they are covered under the Micro, Small and Medium Enterprises Act, 2006 (MSMED). The Company has not received any intimation from "suppliers", regarding their status under the Micro, Small and Medium Enterprises Act, 2006 (MSMED) and hence disclosure requirements in this regards as per schedule-VI of the Companies Act ,1956 could not be provided.

17. No amounts are due for deposits as at the Balance Sheet date to the Investors Education and Protection Fund.

18. The Company has consistently followed the practice of netting the interest earned against interest paid . The aggregate interest earned and expended is set out in the Schedule 19.

19. Items of Expenditure in the Profit and Loss Account include reimbursements for common sharing facilities to and by the Company.

20. The Company has paid donation to the political parties of Rs. Nil, (Previous Year Rs. 2.25 Crore) (All India Congress Samiti Rs.1.50 Crores & Bharatiya Janta Party Rs. 0.75 Crore.)

21. Disclosure as required by the Accounting Standard 19, "Leases" as specified in the Companies (Accounting Standard) Rules, 2006, are given below :

Where the Company is lessee:

(i) The aggregate lease rentals payable are charged to the Profit and Loss Account as Rent in Schedule 18.

(ii) The Leasing arrangements, which are cancellable at any time on month to month basis and in some cases between 11 months to 5 years, are usually renewable by mutual consent mutually agreeable terms. Under these arrangements, generally interest free refundable deposits have been given.

22. As per the Accounting Standard 21 on "Consolidated Financial Statements" issued by the Institute of Chartered Accountants of India, the Company has presented consolidated financial statements separately.

23. The Company has made provision in the Accounts for Gratuity based on Actuarial valuation. The particulars under the AS 15 (Revised) furnished below are those which are relevant and available to Company for this year.

24. As per the Accounting Standard 18, disclosure of transactions with related parties (As identified by the Management ), as defined in Accounting Standard are given below:

i) Name of related parties & description of relationship

1. Controlling Companies

-

2. Subsidiary Companies

- Adani Agri Logistics Ltd.

- Adani Power Ltd.

- Adani Power Rajasthan Ltd.

- Mundra Power SEZ Ltd

- Adani Infrastructure and Developers Pvt. Ltd.

- Adani Land Developers Pvt. Ltd.

- Adani Energy Ltd.

- Adani Mining Pvt. Ltd.

- Swayam Realtors and Traders Ltd.

- Shantigram Estate Management Pvt. Ltd.

- Adani Agri Fresh Ltd,

- Adani Power Maharashtra Ltd.

- Adani Power Dahej Ltd.

- Adani Pench Power Ltd.

- Adani Estates Pvt. Ltd.

- Adani Developers Pvt. Ltd.

- Adani Landscapes Pvt. Ltd.

- Columbia Chrome (India) Pvt. Ltd.

- Miraj Impex Pvt. Ltd.

- Adani Mundra SEZ Infrastructure Pvt. Ltd.

2. Subsidiary Companies

- Belvedere Golf and Country club Pvt. Ltd.

- Lushgreen Landscapes Pvt. Ltd.

- Jade Food and Properties Pvt. Ltd.

- Jade Agricultural Co. Pvt. Ltd.

- Rohit Agri-Trade Pvt. Ltd.

- Aaloka Real Estate Pvt. Ltd.

- Adani Gas Ltd.

- Maharashtra Eastern Grid Power Transmission Company Ltd.

- Adani Infra (India) Ltd.

- Adani Global Pte. Ltd., Singapore.

- Adani Shipping Pte. Ltd, Singapore.

- Vanshi Shipping Pte. Ltd, Singapore.

- PT Adani Global, Indonesia.

- Adani Power (Overseas) Ltd., Dubai

- PT Kapuas Coal Mining, Indonesia (upto 25th February, 2010)

- Sunanda Agri Trade Pvt. Ltd. (upto 25th February, 2010)

- Shantigram Utility Services Pvt Ltd.

- Natural Growers Pvt. Ltd.

- Jade Agri Land Pvt. Ltd.

- Rajendra Agri Trade Pvt. Ltd.

- Panchdhara Agro Farms Pvt. Ltd.

- Kutchh Power Generation Ltd.

- Adani Cements Ltd.

- Mahaguj Power Ltd.

- Adani Global Ltd., Mauritius.

- Adani Global FZE, Dubai.

- Rahi Shipping Pte. Ltd, Singapore.

- Adani Virginia Inc, USA

- Adani Power Pte. Ltd., Singapore

- Bay Bridge Enterprise LLC, USA

- M/s. Adani Exports

- M/s. Adani Township and Real Estate Co. (Firm)

3. Associate Entities

- Adani Petronet (Dahej) Port Pvt. Ltd.

- Adani Retail Pvt. Ltd.

- Rajasthan SEZ Pvt. Ltd.

- Adani Logistics Ltd.

- Aditya Corpex Pvt. Ltd.

- Adani Shipyard Pvt. Ltd.

- m to M Traders Pvt. Ltd.

- M/s. Adani Textile Industries

- M/s. Adani Commodities (Formerly Adani Investments)

- M/s Advance Tradex (Formerly Advance Investment)

- M/s. Crown International

- Adani Agro Pvt. Ltd.

- B2B India Pvt. Ltd.

- Adani Properties Pvt. Ltd.

- Dholera Port and Special Economic Zone Ltd.

- Karnavati Aviation Pvt. Ltd.

- Ventura Trade and Investment Pvt Ltd., Mauritius

- Pride Trade and Investment Pvt Ltd., Mauritius

- Baramati Power Pvt. Ltd.

- Adani Hazira Port Pvt. Ltd.

- Adani Murmugao Terminal Port Pvt. Ltd.

- Accurate Finstock Pvt. Ltd.

- Mundra SEZ Textile and Apparel Park Pvt. Ltd.

- Mundra Port and Special Economic Zone Ltd.

- Call India Pvt. Ltd.

- Hinduja Exports Pvt. Ltd.

- Adani Infrastructure Services Pvt. Ltd.

- Netvantage International Pvt. Ltd.

- M/s. Ezy Global

- M/s Advance Exports

- Adani Tradelinks Pvt. Ltd. (Formerly M/s. Adani Tradelinks)

- M/s. Shanti Builders

- Gujarat Adani Infrastructure Pvt. Ltd.

- Adani Habitats Pvt. Ltd.

- I-Gate (India) Pvt. Ltd.

- Mundra Aviation U.K.

- Mundra SEZ Utilities Pvt. Ltd.

- Trident Trade and Investment Pvt Ltd., Mauritius

- Radiant Trade and Investment Pvt Ltd., Mauritius

- Shankheshwar Buildwell Pvt. Ltd.

- Mundra International Airport Pvt. Ltd.

- Gujarat State Export Corporation Ltd.

4. Joint Control

- Adani Wilmar Ltd. - Chemoil Adani Pte Ltd. Singapore

- Parsa Kente Collieries Ltd. - Adani Welspun Exploration Ltd.

- Chemoil Adani Pvt. Ltd. - Adani Wilmar Pte. Ltd. Singapore

5. Key Management Personnel

- Mr. Gautam S. Adani, Chairman - Mr. Devang Desai

Executive Director (w.e.f. 27.01.2010)

- Mr. Rajesh S. Adani, Managing Director

Relatives of Key Management Personnel with whom transactions done during the 6. year.

- Mr. Vinod S. Adani

Disclosure in Respect of Material Related Party Transactions during the year :

1. Sales (Net of Return) to M/s. Adani Exports Rs. 2,320.23 Crore (Previous Year Rs. 2,644.97 Crore); Adani Global FZE Rs. 21.65 Crore (Previous Year Rs. 204.72 Crore); Adani Global Pte Ltd. Rs.63.76 Crore (Previous Year Rs. 327.57 Crore); Mundra Port & Special Economic Zone Ltd.Rs. Nil (Previous Year Rs. 34.12 Crore); Aditya Corpex Pvt. Ltd. Rs.3.52 Crore (Previous Year Rs.Nil); Hinduja Exports Pvt. Ltd. Rs. Nil (Previous Year Rs. 30.63 Crore); Gujarat State Export Corporation Ltd. Rs. 2.16 Crore (Previous Year Rs. 27.33 Crore); Adani Wilmar Ltd. Rs.69.49 Crore (Previous Year Rs. 110.26 Crore); Chemoil Adani Pvt. Ltd. Rs.37.39 Crore (Previous Year Rs.8.96 Crore).

2. Purchase (Net of Return) from Adani Global FZE Rs.299.97 Crore (Previous Year Rs. 83.94 Crore); Adani Global Pte Ltd. Rs.1,558.56 Crore (Previous Year Rs. 703.31 Crore); Adani Power Ltd. Rs.437.04 Crore (Previous Year Rs. Nil); Aditya Corpex Pvt. Ltd. Rs.Nil (Previous Year Rs. 26.99 Crore); Adani Wilmar Ltd. Rs.0.64 Crore (Previous Year Rs. 3.23 Crore).

3. Sale of Investment to B2B India Pvt. Ltd. Rs. Nil (Previous Year Rs. 0.05 ).

4. Sale of Fixed Asset to Adani Global FZE Rs.0.50 Crore (Previous Year Rs.Nil); Adani Power Ltd. Rs.0.08 Crore (Previous Year Rs. Nil); Adani Minning Pvt. Ltd.Rs.0.07 Crore (Previous Year Rs. Nil); Gujarat State Export Corporation Ltd. Rs. 0.07 Crore (Previous Year Rs Nil); Adani Wilmar Ltd. Rs.0.11 Crore (Previous Year Rs 2.45 Crore ); Chemoil Adani Pvt. Ltd. Rs.0.04 Crore (Previous Year Rs.Nil).

5. Purchase of Fixed Asset from Adani Agrifresh Ltd. Rs.0.06 (Previous Year Rs.Nil); Adani Infrastructure and Developers Pvt. Ltd. Rs.0.09 Crore (Previous Year Rs. Nil); Chemoil Adani Pvt. Ltd. Rs.0.01 Crore (Previous Year Rs.Nil); Adani Wilmar Ltd. Rs.Nil (Previous Year Rs. 0.05 Crore).

6. Purchase of Investments from Adani Mining Pvt. Ltd. Rs.0.15 Crore (Previous Year Rs.Nil); Adani Habitats Pvt. Ltd. Rs. Nil (Previous Year Rs. 106.04 Crore).

7. Interest Ã received / (paid) from Adani Infrastructure and Developers Pvt. Ltd. Rs.55.26 Crore (Previous Year Rs. 77.57 Crore); M/s. Adani Townships and Real Estate Co.Rs.19.05 Crore (Previous Year Rs.Nil); Aditya Corpex Pvt. Ltd. Rs.5.00 Crore (Previous Year Rs. Nil); Adani Welspun Exploration Ltd. Rs. 1.28 Crore (Previous Year Rs. 0.23 ); Parsa Kente Collieries Ltd. Rs.0.43 Crore (Previous Year Rs. 0.32 Crore).

8. Dividend received from Adani Global Ltd. Rs.Nil (Previous Year Rs. 0.46 Crore).

9. Funds given [includes investment in Preference shares/equity participation/ business arrangement] to Adani Infrastructure and Developers Pvt. Ltd. Rs.966.16 Crore (Previous Year Rs. 423.63 Crore); M/s. Adani Townships and Real Estate Co.Rs.382.57 Crore (Previous Year Rs.Nil); Adani Power Ltd. Rs.138.75 Crore (Previous Year Rs.326.15 Crore); Aditya Corpex Pvt. Ltd. Rs. 453.63 Crore (Previous Year Rs. 403.82 Crore); Adani Agro Pvt. Ltd. Rs.235.96 Crore (Previous Year Rs.Nil); Hinduja Exports Pvt. Ltd. Rs. Nil (Previous Year Rs 78.60); Adani Welspun Exploration Ltd.Rs.74.16 Crore (Previous Year Rs. 7.79 Crore ); Adani Wilmar Ltd. Rs.1.78 Crore (Previous Year Rs. 50.87 Crore).

10. Funds received [including redemption of Preference share/business arrangement] from Adani Infrastructure and Developers Pvt. Ltd. Rs.183.32 Crore (Previous Year Rs. 1,061.88 Crore); Adani Developers Pvt. Ltd. Rs.76.00 Crore (Previous Year Rs.Nil); Adani Power Ltd. Rs.147.54 Crore (Previous Year Rs.10.51 Crore); Adani Habitats Pvt. Ltd. Rs.Nil (Previous Year Rs 176.39 Crore); Aditya Corpex Pvt. Ltd. Rs. 453.53 Crore (Previous Year Rs. 403.82 Crore); Adani Agro Pvt. Ltd. Rs.848.86 Crore (Previous Year Rs. 4.00 Crore); Hinduja Exports Pvt. Ltd. Rs.Nil (Previous Year Rs. 43.55 Crore); Adani Welspun Exploration Ltd. Rs.72.98 Crore (Previous Year Rs. 10.85 Crore ).

11. Service rendered to Adani Agri Fresh Ltd. Rs.0.10 Crore (Previous Year Rs. 0.17 Crore); Adani Agri Logistics Ltd. Rs.0.09 Crore (Previous Year Rs.0.14 Crore); Adani Power Ltd. Rs.3.29 Crore (Previous Year Rs. 5.92 Crore); Adani Energy Ltd. Rs. Nil (Previous Year Rs.1.74 Crore); Adani Gas Ltd. Rs.11.09 Crore (Previous Year Rs. Nil); Mundra Port & Special Economic Zone Ltd. Rs. 3.00 Crore (Previous Year Rs. 4.47 Crore); Adani Wilmar Ltd. Rs.0.13 Crore (Previous Year Rs. 0.08 Crore); Parsa Kente Collieries Ltd. Rs.Nil (Previous Year Rs. 0.03 ); Chemoil Adani Pvt. Ltd. Rs.0.01 Crore (Previous Year Rs. 0.14 Crore).

12. Service availed from Mundra Port & Special Economic Zone Ltd. Rs. 678.19 Crore (Previous Year Rs. 620.33 Crore); Adani Wilmar Ltd. Rs.0.03 Crore (Previous Year Rs. 0.06 Crore).

13. Profit/(Loss) Sharing / Business Arrangement from M/s. Adani Exports Rs.147.88 Crore (Previous Year Rs. 232.04 Crore); Adani Global Pte Ltd. Rs. 9.25 Crore (Previous Year Rs. 128.26 Crore).

14. Rent paid to Mundra Port & Special Economic Zone Ltd. Rs. Nil (Previous Year Rs. 0.13 Crore); Adani Properties Pvt. Ltd. Rs.0.50 Crore (Previous Year Rs. 0.54 Crore); Adani Wilmar Ltd. Rs.0.02 Crore (Previous Year Rs. 0.03 Crore); Mr. Vinod S. Adani Rs.0.02 Crore (Previous Year Rs. 0.02 Crore).

15. Rent received from Mundra Port & Special Economic Zone Ltd. Rs. 0.02 Crore (Previous Year Rs. 0.02 Crore); Adani Wilmar Ltd. Rs.0.42 Crore (Previous Year Rs. 0.03 Crore).

16. Remuneration to Mr. Gautam S Adani Rs.1.92 Crore (Previous Year Rs. 9.20 Crore); Mr.Rajesh S Adani Rs.2.71 Crore (Previous Year Rs. 9.95 Crore); Mr. Pradeep Mittal Rs.Nil (Previous Year Rs. 2.99 Crore).

17. Guarantee & Collateral securities to Adani Agri Fresh Ltd. Rs.60.00 Crore (Previous Year Rs. 5.00 Crore); Adani Global Pte Ltd. Rs.45.14 Crores (Previous Year Rs. 120.50 Crores); Adani Global FZE Rs.90.28 Crores (Previous Year Rs. 101.90 Crores); Adani Wilmar Ltd. Rs.83.91 Crores (Previous Year Rs. 101.49 Crores); Adani Welspun Exploration Ltd. Rs.159.38 Crores (Previous Year Rs.121.55 Crores).

25. The Ministry of Corporate Affairs, Government of India vide its Order No.47/333/2010/-CL ÃIII dated 4th May, 2010 has granted approval that the requirement to attach various documents in respect of Subsidiary Companies, as set out in sub-section (1) of Section 212 of the Companies Act, 1956, shall not apply to the Company. As per the Order, financial Information of each Subsidiary Company is attached.

26. Previous years figures have been regrouped wherever necessary to confirm to this years classification.

Disclaimer: This is 3rd Party content/feed, viewers are requested to use their discretion and conduct proper diligence before investing, GoodReturns does not take any liability on the genuineness and correctness of the information in this article