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Notes to Accounts of Emami Infrastructure Ltd.

Mar 31, 2015

A. Rights attached to Equity Shares

The Company has only one class of equity shares having a par value of Rs. 2/- per share. Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

2. The Board of Directors of the Company have decided not to proceed further with the proposal of amalgamation of its wholly owned subsidiary, M/S Emami Realty Limited with M/S Zandu Realty Limited and accordingly all proceedings in connection therewith have been withdrawn.

3. Contingent Liabilities not provided for in respect of :

a. Corporate Guarantees on behalf of Subsidiary Company - Emami Realty Ltd for Rs. 450 crores (P.Y. Rs. 200 crores).

b. Income Tax under dispute (Net of advances) of Rs. 47,29,050/- (P.Y. Rs. 52,29,050/-).

4. The Company operates in a single Business Segment i.e. Real Estate Development.

5. Previous year's figures have been rearranged or regrouped wherever necessary.


Mar 31, 2014

A. Rights attached to Equity Shares

The company has only one class of equity shares having a par value of Rs. 2/- per share. Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

1. The Board of Directors have approved amalgamation of its wholly owned subsidiary "M/S Emami Realty Limited" with M/S Zandu Realty Limited with effect from 1st April, 2013 in its meeting held on 8th July, 2013. Vide Letter dated 2nd May, 2014, BSE Ltd has conveyed to M/S Zandu Realty Limited that the Exchange is unable to grant its "no-objection" to the scheme in view of the observations made by Securities and Exchange Board of India (SEBI). The Company is taking appropriate action in the matter.

2. Contingent Liabilities not provided for in respect of :

a. Corporate Guarantee on behalf of Subsidiary Company - Emami Realty Ltd for Rs. 200 crores (RY Rs. 100 crore)

b. Income Tax under dispute (Net of advances) of Rs. 52,29,050/- (Rs. 6,39,84,640/-)

3. The Company operates in a single Business Segment i.e Real Estate Development.

4. Previous year''s figures have been rearranged or regrouped wherever necessary.


Mar 31, 2013

1 The Company operates in a single business segment i.e. Real Estate Development.

2 Contingent Liabilities not provided for in respect of:

a. Corporate Guarantee on behalfofwholly Owned Subsidiary Company - Emami Realty Ltd for Rs. 100 crores

b. Disputed Income Tax ofRs. 6,39,84,640/-

3 Previous year''s figures have been rearranged or regrouped wherever necessary.


Mar 31, 2012

1 Related party disclosures

As per Accounting Standard 18, the disclosures of transactions with the related parties are given below i) List of related parties where control exists and related parties with whom transactions have taken place and relationships: Name of Related Party Relationship

1. Emami Realty Limited Subsidiary

2. Emami Rainbow Niketan Private Limited Stepdown Subsidiary

3. Bengal Emami Housing Limited Associates of Emami Realty Limited

4. Zandu Realty Limited Associates of Emami Realty Limited

5. Bengal Emami Housing Limited Associates of Emami Realty Limited (wef 27/06/2011) ii) List of Key Management Personnel

1. Shri Rajesh Bagaria

2. Shri Raj K Sureka

iii) Entities where Key Management Personnel and their relatives have significant influence

1. Emami Limited

2. TMTViniyog Limited

3. Emami Estates Private Limited

4. Emami Home Private Limited

5. Emami Properties Private Limited

6. Bengal Emami Housing Limited (upto 26/06/2011)

21. Contingent Liability not provided for in respect of:

Corporate Guarantee on behalf of wholly owned Subsidiary Company - Emami Realty Ltd for Rs. 100 Crores (availed Rs. 50 Crores)

2. The Company has only one Reportable Business Segment i.e "Real Estate"

3. Previous year's figures have been rearranged or regrouped wherever necessary.


Mar 31, 2011

1. Related Party Transactions : AS -18

Related Parties with whom transactions have taken place during the year:

B. Key Management Personnel:

Shri Rajesh Bagaria

ShriRajKSureka

Shri Mohan Goenka (upto 25th January, 2010)

Shri H. V. Agarwal (upto 25th January, 2010)

C. Other Related Parties with whom transactions have taken place during the year :

i) Entities where Key Management Personnel and their relatives have significant influence

- Emami Limited

- Emami Cement Limited

- Emami Vriddhi Commercial Private Limited

- TMTViniyogan Limited

- Emami Estates Private Limited

- Bengal Emami Housing Ltd.

4. The Company has only one Reportable Business Segment i.e. Real Estate. Therefore, Segment Reporting as per AS -17 notified by Companies (Accounting Standards) Rules, 2006 is not applicable.

5. Previous year's figures have been re-arranged or re-grouped wherever necessary.


Mar 31, 2010

1. a) In terms of the Scheme of Arrangement (hereinafter referred as "the Scheme") pursuant to provisions of sections 391 to 394 of the Companies Act, 1956, between the Emami Ltd., its Subsidiary Company, The Zandu Pharmaceutical Works Limited (Zandu) and Emami Infrastructure Limited (EIL) and their respective share holders, as approved by the shareholders of the respective Companies in the Court convened meeting held on 11th September, 2009 and sanctioned by the Honourable High Court, Kolkata vide its order dated 17th November, 2009, Realty Undertaking of Emami Ltd., including Emami Realty Limited and Emami Ltds interest in Zandus Non Core Business including Real Estate, is demerged into the Company with effect from the appointed date i.e. 5th November, 2008. The aforesaid scheme is effective from 2nd December, 2009, being the date of filling of the certified copy of the Order of the Honourable High Court, Kolkata with the Registrar of Companies, West Bengal. The scheme has accordingly been given effect to in these financial statements.

b) In terms of the Scheme, the Company has issued Equity Shares to the Shareholders of Emami Limited in proportion to one Equity share of the Company of Rs 2/-each fully paid up for every three equity shares of Emami Limited of Rs 2/- each fully paid up aggregating to 2,40,48,392 equity shares amounting to Rs 4,80,96,784/-.

c) Emami Realty Undertaking with all its Assets and Liabilities pertaining to this division is demerged from Emami Limited on a going concern basis into the Company in terms of the Scheme.

e) Emami Limited has carried on the business and activities of the demerged Emami Realty Undertaking from the appointed date onwards till the effective date and has held and possessed all the assets and properties of the Emami Realty undertaking for and on account of and in trust of the Company. All profit or income accruing or arising to the Company or expenditure or losses arising or incurred by it relating to Emami Realty undertaking from the appointed date i.e. 5th November 2008, till the effective date i.e.2nd December 2009 are for all purposes, treated and deemed to be accrued as the profit or income or expenditure or losses, as the case may be, of the Company and thus accounted for accordingly in these financial statements under the respective heads.

f) In terms of the Scheme, the excess of the net assets of Emami Realty undertaking as reduced by the value of the shares issued to the shareholders of Emami Limited is credited to Capital Reserve.

2. Equity Shares of the Company have been subdivided from one share of Rs. 10/- each to five shares of Rs.2/- each in terms of the Ordinary Resolution passed in the Extraordinary General Meeting held on 03.06.2009.

B. Key Management Personnel:

Shri Rajesh Bagaria (w.e.f 30th April, 2009) Shri Raj K.Sureka (w.e.f 30th April, 2009) Shri Mohan Goenka (upto 25th January, 2010) Shri H. V. Agarwal (upto 25th January, 2010)

C. Other Related Parties with whom transactions have taken place during the year:

Entities where Key Management Personnel and their relatives have significant control

1) Emami Limited

2) Emami Cement Limited

3) Emami Vriddhi Commercial Pvt. Ltd.

4) TMTViniyogan Ltd.

3. The Authorised Capital of the Company has been increased from Rs. 5,00,000/- to Rs. 5,00,00,000/- as per Ordinary Resolution passed in the Extraordinary General Meeting held on 30.11.2009.

4. The Company operates in a single business segment. Therefore, segment reporting as per AS-17 notified by Companies (Accounting Standards) Rules 2006 is not applicable.

5. As the Company does not have liability of long term Employee benefits, disclosures as per AS-15 notified by Companies (Accounting Standards) Rules 2006 are not made.

6. The name of the Company has been changed from "Slick Properties Limited" to "Emami Infrastructure Limited" w.e.f. 01.07.2009 vide fresh Certificate of Incorporation issued by Registrar of Companies, West Bengal.

7. Previous periods figures are not comparable as the effect of the Scheme of Arrangement as referred herein above are given to in these financial statements.

8. Previous periods figures have been rearranged/regrouped wherever necessary.