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Notes to Accounts of Atlanta Ltd.

Mar 31, 2016

1 Equity shares

The Company has one class of equity share having a face value of Rs, 2/- each. Each shareholder is eligible for one vote per share held. In the event of liquidation of the Company, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

Preference shares

2 a) 25% Cumulative Redeemable Non-Convertible Preference Shares of face value ofRs, 10/-each were issued at a premium ofRs, 40/ each as under:-

i) 10,00,000 shares were issued on March 28, 2005

ii) 15,00,000 shares were issued on November 28, 2005 Total 25,00,000 shares

b) These shares are redeemable after 15 years or at any time at the sole discretion of the Company at Rs, 50/- per share

c) The said preference shares have a lock-in-period of 15 years

d) Preference Share holders have right to vote if and only if any, under following situation:-

i) No dividend is paid for two years successively , or

ii) No dividend is paid for a period of three years out of a block of six years

3. General Reserve has been created in terms of Companies (Transfer of Profits to Reserves) Rules, 1975 and is bound by the Rules in connection therewith.

4 In the 32nd Annual General Meeting of the Company held on September 28, 2015, the Shareholders did not approve the dividend proposed by Board of Directors for the financial year 2014-15 amounting to Rs, 2,44,50,000/-. Hence, in the accounts for the year under review, the proposed dividend and dividend distribution tax there on aggregating to Rs, 2,94,56,057/- has been reversed.

5 Long Term Borrowings Secured by:

Term Loan from Allahabad Bank is secured by exclusive first charge by way of assignment of all the rights, title, interest and benefits whatsoever of the Company relating to Mumbai By-pass BOT-Project and securitization of entire toll receivable of Mumbai By-Pass through Escrow mechanism.

Loan from Life Insurance Corporation of India Ltd is secured against the surrender value of key man insurance policies of the Directors assigned in favor of Company.

Loan against pledge of shares are secured by pledge of promoter/promoter group''s equity shares of Atlanta Ltd. for due payment of loan together with all interest, liquidated damages, costs, charges and other money payable under the loan agreements.

6 In respect of the deferred tax liability arising on account of timing difference for the current financial year, a sum of Rs, 5,531,337/- has been accounted as deferred tax asset.

7. The Company, following the principle of prudence, conservatism and matching principle of cost and revenue in an EPC contract for Engineering, Designing, Procuring and Construction of road projects at Nagpur, Ropers and Patna, provides for expenditure on such contract so that profit from the contract is accrued proportionately in relation to the physical progress of the work throughout the contract. In view thereof, long term provision includes yearend closing provision of Rs, 25,80,94,620/- (previous year Rs, 220,05,03,513/-).

Details of dues to Micro, Small and Medium Enterprises as defined under the MSMED Act, 2006

8 In absence of incomplete information from the vendors with regards to their registration (filling of Memorandum) under The Micro, Small and Medium Enterprises Development Act, 2006. (27 of 2006), the Company is unable to compile the full information required to be disclosed herein under section 22 of the said Act.

9 ** Investor Education & Protection Fund shall be credited for unclaimed dividends amount when due.

10. Amortization of BOT Rights is provided in accordance with F.No.17/60/2012 CL -V dated March 31, 2014 issued by the Ministry of Corporate Affairs for fixing the amortization rates for non-current assets being BOT Tolling Assets. The Company has computed amortization in accordance with the new Schedule II order.

11. Amortization of BOT Rights is provided in accordance with F.No.17/60/2012 CL -V dated March 31, 2014 issued by the Ministry of Corporate Affairs for fixing the amortization rates for non-current assets being BOT Tolling Assets. The Company has computed amortization in accordance with the new Schedule II order.

12. (*) Income tax assessment have been completed up to assessment year 2013-14 (31-03-2013)

13. Amortization of BOT Rights is provided in accordance with F.No.17/60/2012 CL -V dated March 31, 2014 issued by the Ministry of Corporate Affairs for fixing the amortization rates for non-current assets being BOT Tolling Assets. The Company has computed amortization in accordance with the new Schedule II order.

14. Expenditure on EPC contracts

The Company, following the principle of prudence, conservatism and matching principle of cost and revenue in an EPC contract for Engineering, Designing, Procuring and Construction of road project at Mohania-Ara (Bihar), Ropar (Punjab) and Nagpur(Maharashtra) provides for expenditure on such contract so that profit from the contract is accrued proportionately in relation to the physical progress of the work throughout the contract. In view thereof, in this account an amount ofRs, 11,11,24,144/-) (net of previous year''s provision of '' 220,05,03,513/-) has been adjusted in the Operating expenses.

15. As per Accounting Standards (AS-15) Revised "Employee Benefit", the disclosures as defined in the Accounting Standards are given below:

Defined contribution plans

Contribution to defined contribution plans, recognized as expenses for the year are as under:

The estimates of rate of escalation in salary considered in actuarial valuation, take in to account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary.

16. No provision has been made in respect of Leave Encashment, as the employees of the Company are required to utilize their entitlement of earned leave before the end of the financial year.

17. In the opinion of the management, the current assets, loans and advances and current liabilities are approximately stated if realized in the ordinary course of business. The balances of debtors, creditors and loans & advances are subject to confirmation and reconciliation, if any. The provisions for all other liabilities are adequate and not in excess of the amount reasonably necessary.

18. Segment information

The Company is engaged in the business of contracting activities i.e. construction and development of infrastructure. The entire operations are governed by the same set of risk and rewards and therefore the same has been considered as representing single primary business segment. The Company operates within a single geographical segment i.e. India. In view of this, the disclosure requirements of Accounting Standards (AS-17) “Segment Reporting” issued by the Institute of Chartered Accountants of India are not applicable.

19. Impairment of assets

There was no impairment Loss on fixed assets on the basis of review carried out by the Management in accordance with the Accounting Standards - (AS-28) “Impairment of Assets” issued by the Institute of Chartered Accountants of India.

20 Disclosures of related parties transactions

As per the Accounting Standards (AS-18) “Related Party Disclosure” issued by the Institute of Chartered Accountants of India, the disclosure of transactions with related parties as defined in the Accounting Standards for the period ended March 31, 2016 is given below:

A List of related parties

i Key Management Personnel and their relatives:

Rajhoo Bbarot - Chairman

Rikiin R. Bbarot- Managing Director

Bhavana R. Bbarot

Pooja R. Bbarot

Ridhima M. Doshi

Rajhoo A. Bbarot -HUF

Ambalal P. Barot-HUF

ii Partnership firms and joint ventures:

ABT Developers

Atlanta Thakural Constructions Shreenath Builders AAP Constructions Atlanta-ARSS Joint Venture ARSS-Atlanta Joint Venture

iii Subsidiaries:

Atlanta Coalmines Private Limited Atlanta Energy Private Limited Atlanta Hotels Private Limited Atlanta Recycling Company Private Limited Atlanta Tourism Ventures Limited Atlanta Infra Assets Limited Atlanta Ropers Toll ways Private Limited MORA Toll ways Limited

iv Associate Companies:

Luck now Varanasi Toll ways Private Limited

v Enterprises over which key management personnel is able to exercise significant influence:

Atul Raj Builders Private Limited

Vaikuntam Realty Private Limited Shrikant Studios Private Limited

(As identified and certified by the Management and relied upon by the auditors, for details of transactions (excluding reimbursement) entered into with the related parties refer Annexure - 1)

41 In the opinion of the Board, except otherwise stated all assets other than fixed assets and noncurrent investments, have a realizable value in the ordinary course of business which is not different from the amount at which it is stated. The provision for current liabilities and other liabilities is adequate and not in excess of amount reasonably necessary.

42 The Company has regrouped/reclassified the previous year figures wherever necessary to conform the current year presentation.


Mar 31, 2015

1. *Amortization of BOT Rights is provided in accordance with F.No.17/60/2012 CL -V dated March 31,2014 issued by the Ministry of Corporate Affairs for fixing the amortization rates for non-current assets being BOT Tolling Assets. The Company has computed amortization in accordance with the new Schedule II order.

2. Expenditure on EPC contracts

The Company, following the principle of prudence, conservatism and matching principle of cost and revenue in an EPC contract for Engineering, Designing, Procuring and Construction of road project at Mohania-Ara (Bihar), Ropar (Punjab) and Nagpur(Maharashtra) provides for expenditure on such contract so that profit from the contract is accrued proportionately in relation to the physical progress of the work throughout the contract. In view thereof, in this account an amount of Rs. 40,55,11,473 (net of previous year's provision of Rs. 1,79,49,92,040) has been adjusted in the Operating expenses.

3. PRIOR PERIOD ADJUSTMENTS

There are no prior period adjustments.

4. In the opinion of the management, the current assets, loans and advances and current liabilities are approximately stated if realized in the ordinary course of business. The balances of debtors, creditors and loans & advances are subject to confirmation and reconciliation. if any. The provisions for all other liabilities are adequate and not in excess of the amount reasonably necessary.

5. Segment information

The Company is engaged in the business of contracting activities i.e. construction and development of infrastructure. The entire operations are governed by the same set of risk and rewards and therefore the same has been considered as representing single primary business segment. The Company operates within a single geographical segment i.e. India. In view of this, the disclosure requirements of Accounting Standards (AS-17) "Segment Reporting" issued by the Institute of Chartered Accountants of India are not applicable.

6. Impairment of assets

There was no impairment Loss on fixed assets on the basis of review carried out by the Management in accordance with the Accounting Standards - (AS-28) "Impairment of Assets" issued by the Institute of Chartered Accountants of India.

7. Disclosures of related parties transactions

As per the Accounting Standards (AS-18) "Related Party Disclosure" issued by the Institute of Chartered Accountants of India, the disclosure of transactions with related parties as defined in the Accounting Standards for the period ended March 31, 2015 is given below:

A List of related parties

i Key Management Personnel and their relatives:

Rajhoo Bbarot - Chairman & Managing Director

Rikiin R. Bbarot - Joint Managing Director

Bhavana R. Bbarot

Pooja R. Bbarot

Ridhima M. Doshi

Rajhoo A. Bbarot - HUF

Ambalal P. Barot - HUF

ii Partnership firms and joint ventures:

ABT Developers

Atlanta Thakural Constructions

Shreenath Builders

AAP Constructions

Atlanta-ARSS Joint Venture

ARSS-Atlanta Joint Venture

iii Subsidiaries:

Atlanta Coalmines Private Limited

Atlanta Energy Private Limited

Atlanta Hotels Private Limited

Atlanta Recycling Company Private Limited

Atlanta Tourism Ventures Limited

Atlanta Infra Assets Limited

Atlanta Ropar Tollways Private Limited

MORA Tollways Limited

Northeast Tollways Private Limited

iv Associate Companies:

Lucknow Varanasi Tollways Private Limited

v Enterprises over which Key Management Personnel is able to exercise significant influence:

Atul Raj Builders Private Limited

Vaikuntam Realty Private Limited

Shrikant Studios Private Limited

(As identified and certified by the Management and relied upon by the auditors, for details of transactions (excluding reimbursement) entered into with the related parties refer Annexure - 1)

8. In the opinion of the Board, except otherwise stated all assets other than fixed assets and non current investments, have a realisable value in the ordinary course of business which is not different from the amount at which it is stated. The provision for current liabilities and other liabilities is adequate and not in excess of amount reasonably necessary.

9. The Company has regrouped/reclassified the previous year figures whereever necessary to conform the current year presentation.


Mar 31, 2014

A Corporate profile

Atlanta Limited (referred to as "the company") and its subsidiaries are engaged in the business of Infrastructure development Engineering, Procurement and Construction (EPC) contracts, Public, Private Partnership (PPP Model on Build Operate and Transfer (BOT) and Design, Build, Finance, Operate and Transfer (DBFOT) basis. Infrastructure Development activities include, inter-alia, Construction of Roads, Highways, Bridges and Runways on Build Operate and Transfer (BOT) and Design, Build, Finance, Operate and Transfer (DBFOT) basis. The company is also involved in Real Estate Development, Tourism, infrastructure business and Mining of coal, lime stones etc.

1.1 Equity shares

The company has one class of equity share having a face value of Rs. 2/- each. Each shareholder is eligible for one vote per share held. In the event of liquidation of the company, the equity shareholders are eligible to receive the remaining assets of the company after distribution of all preferential amounts, in proportion to their shareholding.

1.2 Preference shares

a) 25% Cumulative Redeemable Non-Convertible Preference Shares of face value of Rs. 10/- each were issued at a premium of Rs. 40/- each as under:-

i) 10,00,000 shares were issued on 28th March, 2005 ii) 15,00,000 shares were issued on 28th November, 2005 Total 25,00,000 shares

b) These shares are redeemable after 15 years or at any time at the sole discretion of the company at Rs. 50/- per share

c) The said preference shares have a lock-in-period of 15 years

d) Preference Share holders have right to vote if and only if any, under following situation:-

i) No dividend is paid for two years successively, or

ii) No dividend is paid for a period of three years out of a block of six years

1.3 The company has not granted any options to its employees under employees stock options scheme (ESOP) since inception.

1.4 General Reserve has been created in terms of companies (Transfer of Profits to Reserves) Rules, 1975 and is bound by the Rules in connection therewith.

1.5 In the 29th Annual General Meeting of the Company held on 28th September, 2012, the Shareholders did not approve the dividend proposed by Board of Directors for the financial year 2011-12 amounting to Rs. 1,63,00,000/-. Hence, the proposed dividend and tax on dividend thereon aggregating to Rs. 1,89,44,268/- has been reversed in the accounts for the financial year ended March 31, 2013.

1.6 Long Term Borrowings Secured by:

Term Loan from Allahabad Bank is secured by exclusive first charge by way of assignment of all the rights, title, interest and benefits whatsoever of the company relating to Mumbra By-pass BOT-Project and securitization of entire toll receivable of Mumbra By-Pass through Escrow mechanism.

Loan from Life Insurance Corporation of India Ltd is secured against the surrender value of key man insurance policies of the Directors assigned in favor of company.

Loan against pledge of shares are secured by pledge of promoter/promoter group''s equity shares of Atlanta Ltd for due payment of loan together with all interest ,liquidated damages,costs,charges and other money payable under the loan agreements.

1.7 The company, following the principle of prudence, conservatism and matching principle of cost and revenue in an EPC contract for Engineering, Designing, Procuring and Construction of road projects at Nagpur, Ropar and Patna, provides for expenditure on such contract so that profit from the contract is accrued proportionately in relation to the physical progress of the work throughout the contract. In view thereof, long term provision includes year end closing provision ofRs. 1,794,992,040/- (previous year Rs. 101,97,06,857/-).

2.1 *Amortization of BOT Rights is provided in accordance with F.No.17/292/2011 CL -V dated 17th April, 2012 issued by the Ministry of Corporate Affairs for fixing the amortization rates for noncurrent assets being BOT Tolling Assets. The company has computed amortization in accordance with the new Schedule XIV order.

2.2 Expenditure on EPC contracts

The company, following the principle of prudence, conservatism and matching principle of cost and revenue in an EPC contract for Engineering, Designing, Procuring and Construction of road project at Mohania - Ara (Bihar), Ropar (Punjab) and Nagpur provides for expenditure on such contract so that profit from the contract is accrued proportionately in relation to the physical progress of the work throughout the contract. In view thereof, in this account an amount of Rs. 77,52,85,182/- (net of previous year''s provision of Rs. 100,16,48,514/-) has been adjusted in the Operating expenses.

2.3 No provision has been made in respect of Leave Encashment, as the employees of the company are required to utilize their entitlement of earned leave before the end of the financial year.

(Amount in Rs.)

3 Contingent liabilities and commitments (to the extent not provided for) March 31, 2014 March 31, 2013

(i) Contingent liabilities

a. Corporate guarantee given to bank and financial Institution on behalf of a 2,500,000,000 2,500,000,000 subsidiary company

b. Guarantees on behalf of Company given by Banks to Contracting Authorities. 520,025,000 898,031,457

c. Disputed Income Tax Liability 406,495,900 121,369,260

(ii) Commitments

a. Estimated amount of contracts remaining to be executed on capital account and Nil Nil not provided for

b. Uncalled liability on shares and other investments partly paid Nil Nil

c. Other commitments (specify nature) Nil Nil

4 In the opinion of the management, the current assets, loans and advances and current liabilities are approximately stated if realized in the ordinary course of business. The balances of debtors, creditors and loans & advances are subject to confirmation and reconciliation. if any. The provisions for all other liabilities are adequate and not in excess of the amount reasonably necessary.

5 Segment information_

The company is engaged in the business of contracting activities i.e. construction and development of infrastructure. The entire operations are governed by the same set of risk and rewards and therefore the same has been considered as representing single primary business segment. The company operates within a single geographical segment i.e. India. In view of this, the disclosure requirements of Accounting Standards (AS-17) "Segment Reporting" issued by the Institute of Chartered Accountants of India are not applicable.

6 Impairment of assets

There was no impairment Loss on fixed assets on the basis of review carried out by the Management in accordance with the Accounting Standards (AS-28) "Impairment of Assets" issued by the Institute of Chartered Accountants of India.

7 Disclosures of related parties transactions_

As per the Accounting Standards (AS -18) "Related Party Disclosure" issued by the Institute of Chartered Accountants of India, the disclosure of transactions with related parties as defined in the Accounting Standards for the period ended 31st March, 2014 is given below:

A List of related parties i Key Management Personnel and their relatives:

Rajhoo Bbarot - Chairman & Managing Director Rikiin R. Bbarot - Joint Managing Director Bhavana R. Bbarot Pooja R. Bbarot Ridhima M. Doshi Rajhoo A. Bbarot - HUF Ambalal P. Barot - HUF ii Partnership firms and joint ventures: ABT Developers Atlanta Thakural Constructions Shreenath Builders AAP Constructions Atlanta-ARSS Joint Venture ARSS-Atlanta Joint Venture

iii Subsidiaries:

Atlanta Coalmines Pvt. Ltd. Atlanta Energy Pvt. Ltd. Atlanta Hotels Pvt. Ltd. Atlanta Recycling Company Pvt. Ltd. Atlanta Tourism Ventures Ltd. Atlanta Infra Assets Ltd. Atlanta Ropar Tollways Pvt. Ltd. MORA Tollways Ltd.

iv Associate Companies:

Lucknow Varanasi Tollways Pvt. Ltd. v Enterprises over which Key Management Personnel is able to exercise significant influence: Atul Raj Builders Pvt. Ltd. Vaikuntam Realty Pvt. Ltd. Shrikant Studios Pvt. Ltd.

(As identified and certified by the Management and relied upon by the auditors, for details of transactions (excluding reimbursement) entered into with the related parties refer Annexure - 1)

8 In the opinion of the Board, except otherwise stated all assets other than fixed assets and non current investments, have a realisable value in the ordinary course of business which is not different from the amount at which it is stated. The provision for current liabilities and other liabilities is adequate and not in excess of amount reasonably necessary.

9 The company has regrouped/reclassified the previous year figures whereever necessary to conform the current year presentation.


Mar 31, 2013

1 Prior period adjustments

Prior period adjustments of Rs. 11,91,05,334/- is in respect of reversal of interest income on capital with a partnership firm. The partners of the firm mutually agreed to discontinue the interest charged on partners'' capital. Accordingly amount of Rs. 11,91,05,334/- being interest on capital from the said firm pertaining to earlier years have been written back during the year.

2 In the opinion of the Management, the Current Assets, Loans and Advances and Current Liabilities are approximately stated if realized in the ordinary course of business. The balances of debtors, creditors and loans & advances are subject to confirmation and reconciliation. if any. The provisions for all other liabilities are adequate and not in excess of the amount reasonably necessary.

3 Segment Information

The Company is engaged in the business of contracting activities i.e. construction and development of infrastructure. The entire operations are governed by the same set of risk and rewards and therefore the same has been considered as representing single primary business segment. The Company operates within a single geographical segment i.e. India. In view of this, the disclosure requirements of Accounting Standards (AS-17) "Segment Reporting" issued by the Institute of Chartered Accountants of India are not applicable.

4 Impairment of Assets

There was no impairment Loss on fixed assets on the basis of review carried out by the Management in accordance with the Accounting Standards AS-28 "Impairment of Assets" issued by the Institute of Chartered Accountants of India.

5 Disclosures of Related Parties Transactions

As per the Accounting Standards AS - 18 "Related Party Disclosure" issued by the Institute of Chartered Accountants of India, the

disclosure of transactions with related parties as defined in the Accounting Standards for the period ended 31st March, 2013 is given

below: A List of Related Parties i Key Management Personnel and their Relatives:

Rajhoo Bbarot - Managing Director

Rikiin R. Bbarot- Executive Director

Bhavana R. Bbarot

Pooja R. Bbarot

Ridhima M. Doshi

Rajhoo A. Bbarot - HUF

Ambalal P. Barot - HUF ii Partnership Firms and Joint Ventures:

ABT Developers

Atlanta Thakural Constructions

Shreenath Builders

AAP Constructions

Atlanta-ARSS Joint Venture

ARSS-Atlanta Joint Venture iii Subsidiaries:

Atlanta Coalmines Pvt. Ltd.

Atlanta Energy Pvt. Ltd.

Atlanta Hotels Pvt. Ltd. (formerly known as Atlanta Nature Homes Pvt. Ltd.)

Atlanta Recycling Company Pvt. Ltd.

Atlanta Tourism Ventures Ltd. (formerly known as Atlanta Urban Infrastructure Projects Pvt. Ltd.)

Atlanta Infra Assets Ltd. (formerly known as Balaji Toll Ways Ltd.)

Atlanta Ropar Tollways Pvt. Ltd. (formerly known as ARSS Action Ropar Tollway Pvt. Ltd.)

MORA Tollways Ltd. iv Associate Companies:

Lucknow Varanasi Tollways Pvt. Ltd. v Enterprises over which Key Management Personnel is able to exercise significant influence:

Atul Raj Builders Pvt. Ltd.

Vaikuntam Realty Pvt. Ltd.

Shrikant Studios Pvt. Ltd.

(As identified and certified by the Management and relied upon by the auditors, for details of transactions (excluding reimbursement) entered into with the related parties refer Annexure - 1).

6 The Company has regrouped/reclassified the previous year figures wherever necessary to conform the current year presentation.


Mar 31, 2012

I Corporate Profile

Atlanta Limited (referred to as "the Company") and its subsidiaries are engaged in the business of Infrastructure development on Engineering, Procurement and Construction (EPC) basis and Public Private Partnership (PPP) Model on Build, Operate and Transfer (BOT) and Design, Build, Finance, Operate and Transfer (DBFOT) basis. Infrastructure Development activities include, inter-alia, construction of Road, Highways, Bridges and Runways on Build, Operate and Transfer (BOT) and Design, Build, Finance, Operate and Transfer (DBFOT) basis. The Company is also involved in Real Estate Development, Tourism infrastructure business segment and Mining of coal, lime stones.

March 31,2012 March 31.2011

2 Contingent liabilities and commitments (to the extent not provided for)

(i) Contingent Liabilities

a. Corporate guarantee given to Banks and Financial Institution on behalf of a Subsidiary Company 2,500,000,000 1,500,000,000

b. Guarantees from Scheduled Banks 1,002,838,085 449,465,766

c. Unexpired Letter of Credit from Scheduled Banks 144,365,816 128,754,359

(ii) Commitments

a. Estimated amount of contracts remaining to be executed on capital account and not provided for Nil Nil

b. Uncalled liability on shares and other investments partly paid Nil Nil

c. Other commitments (specify nature) Nil Nil

30 Details of Proposed Dividend

Particulars Total Per share

a. Dividends proposed to be distributed to equity shareholders 16,300,000 0.20

b. Dividends proposed to be distributed to preference shareholders 6,250,000 2.50

c. Arrears of fixed cumulative dividends on preference shares Nil Nil

3 In the opinion of the Management, the Current Assets, Loans and Advances and Current Liabilities are approximately stated if realised in the ordinary course of business. The balances of Debtors, Creditors and Loans & Advances are subject to confirmation and reconciliation, if any. The provisions for all other liabilities is adequate and not in excess of the amount reasonably necessary.

As per the Accounting Standard - AS-18 "Related Party Disclosure" issued by the Institute of Chartered Accountants of India, the disclosure of transactions with related parties as defined in the Accounting Standard for the period ended 31st March, 2012 is given below:

A List of Related Parties

i Key Management Personnel and their Relatives

Rajhoo Bbarot, Managing Director Rikiin R. Bbarot, Executive Director Bhavana R.Bbarot Pooja Bbarot Ridhima M. Doshi Rajhoo A. Bbarot- HUF AmbalalP.Barot-HUF Vevan R. Bbarot ii Directors Arpan Braiimbhatt G Viswanathan Samir Degan

iii Associates and Joint Ventures

ABT Developers

Atlanta Thakural Constructions

Shreenath Builders

Atlanta-ARSS Joint Venture

ARSS-Atlanta Joint Venture

Prakash Alanta Joint Venture

Gammon Atlanta Joint Venture iv Enterprises over which key Management Personnel is able to exercise significant influence

Subsidiaries:

Atlanta Coalmines Pvt. Ltd.

Atlanta Energy Pvt. Ltd.

Atlanta Hotels Pvt. Ltd. (formerly know as Atlanta Nature Homes Pvt. Ltd.)

Atlanta Recycling Company Pvt. Ltd.

Atlanta Tourism Ventures Ltd. (formerly known as Atlanta Urban Infrastructure Projects Pvt. Ltd.)

Atlanta Infra Assets Ltd. (formerly known as Balaji Tollways Ltd.)

Atlanta Ropar Tollways Pvt. Ltd. (formerly known as ARSS Action Ropar Tollway Pvt. Ltd.)

MORA Tollways Ltd. v Other Associate Companies

Atul Raj Builders Pvt. Ltd.

Ideal Toll Road Investments and Operations Pvt. Ltd.

Vaikuntam Realty Pvt. Ltd.

Shrikant Studios Pvt. Ltd.

Lucknow Varanasi Tollways Pvt. Ltd.

(As identified and certified by the Management and relied upon by the auditors, for details of transactions (excluding reimbursement) entered into with the related parties refer Annexure -1)

4 Prior year Comparatives

Hitherto, up to the year ended March 31, 2011, the Company was preparing the financial statements as per the pre-revised Schedule VI to the Companies Act, 1956. During the year ended March 31, 2012, the revised Schedule VI notified under the Companies Act, 1956, has become applicable to the Company. The Company has reclassified the published previous year figures to conform to the norms of the revised Schedule VI. The adoption of the revised Schedule VI does not impact recognition and measurement principles followed for preparation of the financial statements. However, it significantly impacts presentation and disclosures made in the financial statements, particularly presentation of Balance Sheet.


Mar 31, 2011

(1) Contingent liabilities not provided for:

a) Guarantees given by the banks on behalf of the Company Rs 44,94,65,766/- (Previous year Rs 61,51,09,603/ )

b) Unexpired Letters of Credit Rs 12,87,64,359/- (Previous year Rs 11,89,63,277/-)

c) Corporate guarantee given to Bank and Financial Institution on behalf of subsidiary company namely Atlanta Infra Assets Ltd. (formerly known as Balaji Toll Ways Ltd.) amounting to Rs 1,50,00,00,000/- (Previous year 1,50,00,00,000) against term loan availed by them

d) Disputed Income Tax demand for which appeal is pending before Appellate Authority Rs. Nil (Previous year Rs 12,28,55,795/-)

(2) 7 years National Saving Certificates and Kisan Vikas Patra of the face value of Rs 8,35,200/- (Previous year Rs 8,35,200/-) have been lodged as security with Municipal Corporation, Mumbai.

(3) In the opinion of the Management, the Current Assets, Loans and Advances and Current Liabilities are approximately stated if realized in the ordinary course of business. The balances of Debtors, Creditors and Loans & Advances are subject to confirmation and reconciliation, if any. The provisions for all other liabilities is adequate and not in excess of the amount reasonably necessary.

(4) Amount paid as Compensation for short-term loans availed by the Company are treated as discounting charges by the Company and has been merged with interest and financial charges.

(5) The Company, following the principle of prudence, conservatism and matching principle of cost and revenue in an EPC contract for Engineering, Designing, Procuring and Construction of road project in Nagpur provides for expenditure on such contract so that profit from the contract is accrued proportionately in relation to the physical progress of the work throughout the contract. In view thereof, in this account an amount of Rs 1,42,50,842/- (net of last year's provision of Rs 14,20,66,721/-) has been adjusted in the Operating Expenses.

(6) During the year under consideration the Company has written back an amount of Rs 8,68,21,329.15 as operating income which represents unclaimed and excess provision of expenses in respect of completed projects.

(7) The Government of Maharashtra, Public Works Department (PWD) vide agreement dated 18.10.2000 originally awarded a contract of construction of Mumbra – Kausha Bypass Project on NH – 4, Mumbai Pune Road on Built, Operate & Transfer (BOT) basis for a concession period of 6 years and 9 months (including construction period).

Subsequently, due to change in the scope of work, a supplementary agreement dated 11.5.2005 was entered which increased the concession period to 10 years, 4 months and 25 days.

The Government of Maharashtra vide Notification dated 27.12.2007 authorised the Company to collect the toll from the vehicles passing through the said road effective from 28.12.2007 to 11.9.2010 as per the supplementary agreement.

However, the Company made a representation before the Contracting Authority for enhancement of the concession period for various reasons including change in scope of work. Based on such representations, the PWD has recommended to the concerned authority for the enhancement of concession period from 10 years, 4 months and 25 days to 24 years, 1 month and 17 days. The Company referred the matter before the Arbitral Tribunal to resolve the issue. In the mean time the Government of Maharashtra issued an Interim Notification extending the concession period from 11-09-2010 to 21-09-2014. Considering the Interim Notification and recommendation of the Chief Engineer (PWD), Mumbai Region and also relying upon the legal opinion of a counsel, the management is reasonably certain about the enhancement of concession period as stated above. In view of this, the toll collection rights are amortized in the manner whereby the total cost of the project i.e. Rs 156.59 crores is written off over the proposed enhanced concession period of 24 years, 1 month and 17 days. The Company, therefore, amortized the toll collection rights at Rs 8.64 crores, as against the amortization of Rs 21.75 crores based on the concession period notified by the Government of Maharashtra.

(8) In pursuance on announcement dated March 29, 2008 of the Institute of Chartered Accountants of India on Accounting of Derivatives, Mark to Market Loss on outstanding derivative instruments as on March 31, 2011 stood at Rs 6,26,05,376/- in respect of Rupee Foreign Currency Swap Transaction. The Company does not hold or issue derivate financial instruments for trading or speculative purpose and all the derivates entered in to by the Company are to mitigate or offset the risk that arise from their normal business activities only. Pending the quantification of actual loss or gain on the expiry of derivate contract with the authorized dealer the Company has not provided for the Mark to Market Losses in the interim period.

(9) Loans and advances includes:

a. Advance to companies in which Directors are interested as Directors Rs 42,92,764/- (previous year Nil). Maximum amount outstanding during the year Rs 10,23,53,404/- (previous year Rs Nil).

b. Advances to subsidiaries:

c. Short-term loan given to subsidiary company namely Atlanta Infra Assets Ltd. (formerly known as Balaji Toll Ways Ltd.) Rs 5,76,00,379/-(Previous year - Nil). Maximum outstanding Rs 5,76,00,379/- (Previous year- Nil)

(10) The Company had based on valuation made by approved valuers revalued some of its fixed assets in the various accounting years. The resultant appreciation aggregated to Rs 3,99,90,973/- has been added to the Gross Block of the Fixed Assets and credited to the Revaluation Reserve as per details. Consequent to revaluation, the appreciated proportion of Fixed Assets has been depreciated at the rates applicable to the respective assets under the straight-line method of depreciation.

(11) Hitherto, the company was not making any provision for leave encashment. The company has, during the year changed its accounting policy with regards to recognition of leave encashment liability and computed liability of leave encashment till date and accordingly made a provision of Rs 3,29,933/-. Due to this profit for the year under consideration is lower to that extent.

(12) Deferred Tax

a) In compliance with Accounting Standard – 22 (AS – 22) on "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India in respect of the deferred tax liability arising on account of timing difference for the current financial year, a sum of Rs 31,35,078/- has been accounted as deferred tax asset.

(13) Income-tax assessments have been completed up to assessment year 2008-09 (31st March, 2008).

(14) Disclosure as per Accounting Standard -15 (Revised)

a) Defined Contribution Plan

The Company has recognized, in the Profit and Loss Account for the year ended 31st March, 2011, contribution to provident fund amounting to Rs 10,60,317/- as expenses under defined contribution plan under the head "Contribution to Provident and Other Funds" in schedule - 15 – Employees Emoluments and Benefits.

v) Valuation Method : Projected Unit Credit Method

Note: The above disclosure is made to the extent of information given by the actuaries.

(15) Segment Information

The Company is engaged in the business of contracting activities i.e. construction and development of infrastructure. The entire operations are governed by the same set of risk and rewards and therefore the same has been considered as representing single primary business segment. The Company operates within a single geographical segment i.e. India. In view of this, the disclosure requirements of Accounting Standard (AS-17) "Segment Reporting" issued by the Institute of Chartered Accountants of India are not applicable.

(16) There was no impairment Loss on Fixed Assets on the basis of review carried out by the Management in accordance with the Accounting Standard – 28 "Impairment of Assets" issued by the Institute of Chartered Accountants of India.

(17) Since the principle business of the Company is construction activities, additional information pursuant to the provisions of paragraphs 3 & 4 of Part II of Schedule IV of the Companies Act, 1956 are given below to the extent applicable.

(18) There are no Micro, Small and Medium Enterprises to whom the Company owes the dues which are outstanding for more than forty five days as at the Balance Sheet date. The above information regarding Micro, Small and Medium Enterprises has been determined to the extent such parties have been identified on the basis of information available with the Company.

(19) Consequent to the approval of the members of the Company and upon requisite regulatory compliance, during the year, one equity share of Rs 10/- each of the Company has been sub- divided in to five equity shares of Rs 2/- each fully paid up. The Earnings Per Share on Rs. 2/- each has been restated for the corresponding period in accordance with Accounting Standard (AS-20) on "Earnings Per Share" as notified under The Companies (Accounting Standard) Rules, 2006.

(20) Related Party Disclosures:

As per the Accounting Standard – 18 "Related Party Disclosure" issued by the Institute of Chartered Accountants of India, the disclosure of transactions with related parties as defined in the Accounting Standard for the period ended 31st March, 2011 is given below:

A) List of Related Parties

Key Management Personnel and Their Relatives

Rajhoo Bbarot

Bhavana Bbarot

Rikiin Bbarot

Riddhima M. Doshi

Rajendra Barot HUF

Ambalal P. Barot HUF

Associates and Joint Ventures

ABT Developers

Atlanta Thakural Constructions

Shreenath Builders

Atlanta-ARSS Joint Venture

ARSS-Atlanta Joint Venture

Enterprises over which Key Management Personnel is able to exercise significant influence. Subsidiaries:

Atlanta Coalmines Pvt. Ltd.

Atlanta Energy Pvt. Ltd.

Atlanta Nature Homes Pvt. Ltd.

Atlanta Recycling Company Pvt. Ltd.

Atlanta Tourism Venture Ltd. (formerly known as Atlanta

Urban Infrastructure Projects Pvt. Ltd.)

Atlanta Infra Assets Ltd. (formerly known as Balaji

Toll Ways Ltd.)

Other Associates Companies

MORA Tollways Ltd. (formerly known as Atlanta Infraprojects

Developers Private Ltd.)

Vaikuntam Realty Pvt Ltd.

Atul Raj Builders Pvt. Ltd.

Shrikant Studio Pvt. Ltd.

Ideal Toll Road Investments & Operations Pvt. Ltd.

(As identified and certified by the Management and relied upon by the auditors. For details of transactions entered into with the related parties refer Annexure–1)

(21) Previous year's figures have been regrouped and rearranged wherever necessary.


Mar 31, 2010

(1) Contingent liabilities not provided for:

a) Guarantees given by the banks on behalf of the Company Rs 61,51,09,603/- (Previous year Rs. 47,00,90,932/-).

b) Unexpired Letters of Credit Rs.11,89,63,277/- (Previous year Rs. 25,06,25,503/-)

c) Corporate guarantee given to Bank and Financial Institution on behalf of group company (M/s. Balaji Toll Ways Ltd) amounting to Rs.1,50,00,00,000/-(Previous year 1,10,00,00,000) against term loan availed by the them.

d) Disputed Income Tax demand for which appeal is pending before Appellate Authority Rs. 12,28,55,795/- (Previous year Rs.13,26,066/-)

(2) 7 years National Saving Certificates and Kisan Vikas Patra of the face value of Rs. 8,35,200/- (Previous year Rs. 8,35,200/-) have been lodged as security with Municipal Corporation, Mumbai.

(3) In the opinion of the Management, the current assets, Loans and Advances and Current Liabilities are approximately stated if realized in the ordinary course of business. The balances of debtors, creditors and Loans & Advances are subject to confirmation and reconciliation, if any. The provisions for all other liabilities is adequate and not in excess of the amount reasonably necessary.

(4) Amount paid as Compensation for short-term loans availed by the company are treated as discounting charges by the company and has been merged with interest and financial charges.

(5) The company, following the principle of prudence, conservatism and matching principle of cost and revenue in an EPC contract for Engineering, Designing, Procuring and Construction of road project in Nagpur provides for expenditure on such contract so that profit from the contract is accrued proportionately in relation to the physical progress of the work throughout the contract. In view thereof, in this account an amount of Rs.1,47,30,458.00 (net of last year’s provision of Rs. 11,35,40,255.50 has been adjusted in the Operating expenses.

(6) In the matter of Arbitration proceedings in respect of difference and dispute arising out of contract of construction of “ Arterial and Sub Arterial Roads” at Bangalore, the Arbitrator had made an award on 22-03-2003 in favor of the company against which the contracting authority preferred an appeal before the City Civil Court Bangalore. The Honorable City Civil Court Bangalore directed the contracting authority to pay the amount of Rs. 30.16 Crores. The contract revenue for the year includes an amount of Rs.9.59 crores on the basis of above order.

(7) The Government of Maharashtra, Public Works Department (PWD) vide agreement dated 18.10.2000 originally awarded a contract of construction of Mumbra – Kausha By-pass Project on NH – 4, Mumbai Pune Road on Built, Operate & Transfer (BOT) basis for a concession period of 6 years and 9 months (including construction period).

Subsequently, due to change in the scope of work, a supplementary agreement dated 11.5.2005 was entered which increased the concession period to 10 years, 4 months and 25 days.

The Government of Maharashtra vide Notification dated 27.12.2007 authorised the company to collect the toll from the vehicles passing through the said road effective from 28.12.2007 to 11.9.2010 as per the supplementary agreement.

However, the company made a representation before the Contracting Authority for enhancement of the concession period for various reasons including change in scope of work. Based on such representations, the PWD has recommended to the concerned Authority the enhancement of concession period from 10 years, 4 months and 25 days to 24 years, 1 months and 17 days.

In the year under review the company referred the matter before the Arbitral Tribunal to resolve the issue. In the men time the Government of Maharashtra issued an interim Notification extending the concession period from 11-09-2010 to 21-09- 2014.Considering the interim Notification and recommendation of the Chief Engineer (PWD),Mumbai Region and also relying upon the legal opinion of a counsel, the management is reasonably certain about the enhancement of concession period as stated above. In view of this, the toll collection rights are amortized in the manner whereby the total cost of the project i.e. Rs.142.27 crores is written off over the proposed enhanced concession period of 24 years, 1 months and 17 days. The company, therefore, amortized the toll collection rights at Rs.8.49 crores, as against the amortization of Rs.21.18 crores based on the concession period notified by the Government of Maharashtra.

(8) In pursuance on announcement dated March,29,2008 of the Institute of Chartered Accountants of India on Accounting of Derivatives, Mark to Market Loss on outstanding derivative instruments as on March,31,2010 stood at Rs. 7,88,94,340/- in respect of Rupee Foreign Currency Swap Transaction. The company does not hold or issue derivate financial instruments for trading or speculative purpose and all the derivates entered in to by the company are to mitigate or offset the risk that arise from their normal business activities only. Pending the quantification of actual loss or gain on the expiry of derivate contract with the authorized dealer the company has not provided for the Mark to Market Losses in the interim period.

(9) In the 26th Annual General Meeting of the company held on 30th September,2009, the Shareholders did not approve the dividend proposed by Board of Directors for the financial year 2008-09 amounting to Rs. 1.63 crores. Hence, in the accounts for the year under review, the proposed dividend and Dividend Tax there on aggregating to Rs. 1.90 crores has been reversed and credited back to Profit and Loss Appropriation Account.

Consequent to revaluation, the appreciated proportion of Fixed Assets has been depreciated at the rates applicable to the respective assets under the straight-line method of depreciation. In the year under consideration the company decided the commercial development of plot of land situated at Shil Village, Thane, and accordingly the said land has been transferred at a cost price to capital work in progress after adjusting the revalued amount.

(10) Income-tax assessments have been completed up to assessment year 2008-09 (31st March, 2008)

(11) Disclosure as per Accounting Standard -15 (Revised)

a) Defined Contribution Plan

The Company has recognized, in the Profit and Loss Account for the year ended 31st March,2009, contribution to provident fund amounting to Rs. 13,16,728/- as expenses under defined contribution plan under the head "Contribution to Provident and Other Funds" in schedule - 15 – employees Emoluments and Benefits.

(12) Segment Information

The company is engaged in the business of contracting activities i.e. construction and development of infrastructure. The entire operations are governed by the same set of risk and rewards and therefore the same has been considered as representing single primary business segment. The company operates with in a single geographical segment i.e. India. In view of this, the disclosure requirements of Accounting Standard (AS-17) Segment Reporting" issued by the Institute of Chartered Accountants of India are not applicable.

(13) There was no impairment Loss on fixed assets on the basis of review carried out by the Management in accordance with the Accounting Standard – 28 "Impairment of Assets" issued by the Institute of Chartered Accountants of India

(14) The company has not received any intimation from the suppliers regarding the status as per the provisions of Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosure if any, relating to the amounts unpaid as at the year end tighter with interest paid/payable under the said act could not be furnished.

(15) Related Party Disclosures:

As per the Accounting standard - 18 "Related Party Disclosure" issued by the Institute of Chartered Accountants of India, the disclosure of transactions with related parties as defined in the Accounting Standard for the period ended 31st March, 2010 is given below:

A) List of Related Parties

- Key Management Personnel and Their Relatives

Rajhoo Bbarot Bhavana Bbarot Rikiin Bbarot Rekha A.Barot Ambalal P.Barot Ridhima M.Doshi Mitul M.Doshi Rajendra Barot HUF Ambalal P. Barot HUF G. Radhakrishnan

Associates and Joint Ventures

Prakash-Atlanta Joint Venture

Gammon-Atlanta Joint Venture

AAP Construction Company

Balaji Toll Ways Ltd.

ABT Developers

Atlanta Thakural Constructions

Shreenath Builders

Enterprises over which key Management Personnel is able to exercise significant influence.

Atulraj Builders Pvt. Ltd

Shrikant Studio Pvt.Ltd

Ideal Toll Road Investments & Operations Pvt. Ltd.

(As identified and certified by the Management and relied upon by the auditors. For details of transactions entered into with the related parties refer Annexure - 1)

(16) Previous years figures have been regrouped and rearranged whenever necessary.