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Notes to Accounts of IL&FS Engineering & Construction Company Ltd.

Mar 31, 2015

1. Corporate information:

IL & FS Engineering and Construction Company Limited ("IECCL or "the Company") is a public company domiciled in India. The Company is primarily engaged in the business of erection / construction of roads, irrigation projects, buildings, oil & gas infrastructure, railway infrastructure, power plants, power transmission & distribution lines including rural electrification and development of ports. The equity shares of the Company are listed on National Stock Exchange of India Limited ("NSE") and BSE Limited ("BSE").

2. Basis for preparation of financial statements:

The financial statements of the Company have been prepared in accordance with Generally Accepted Accounting Principles in India (Indian GAAP). The Company has prepared these financial statements to comply in all material respects with the accounting standards notified under section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules 2014. The financial statements have been prepared on an accrual basis and under the historical cost convention.

The accounting policies adopted in the preparation of financial statements are consistent with those of previous year.

(a) Terms/rights attached to equity shares

The Company has only one class of equity shares having a face value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. 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 distributions will be in proportion to the number of equity shares held by the shareholders.

(b) Restrictions attached to equity shares

(i) 73,076,954 (March 31, 2014: Nil) equity shares were required to be under lock-in as per SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009, as amended, of which the Company has created lock-in on February 8, 2015 for 51,802,512 shares upto October 31, 2015 and has requested to create lock-in for 9,795,846 shares and 11,478,596 shares upto April 29, 2018 and April 29, 2016 respectively, which have been made effective on April 8, 2015.

(ii) As per the Master Restructuring Agreement (MRA) entered into by the Company with its bankers, the promoter''s share holding would be retained at a minimum of 26% of issued equity share capital of the Company at any point of time for a maximum period of four years from the effective date i.e. September 27, 2010.Further vide letter dated February 26, 2015, Infrastructure Leasing and Financial Services Limited confirmed that the promoters will not, without the prior written consent of the Bank, dilute its equity holding in the Company below 26% of the paid up equity share capital of the Company.

(c) Terms of 6% cumulative redeemable preference shares

On December 06, 2010, the Company had allotted 5,749,500 6% CRPS of Rs. 100 each fully paid as per the terms of MRA entered with Bankers. The Company had further allotted 236,280 CRPS of Rs. 100 each as fully paid bonus shares to the holders of initial CRPS in the ratio of 1:24.33 (i.e. one fully paid CRPS of Rs. 100 each for every 24.33 CRPS held) on September 29, 2011. The aforesaid CRPS were redeemed on the due date i.e., March 31, 2015.

The Company had also allotted 1,500,000 CRPS to the holders of OCCRPS on September 29, 2011 as fully paid bonus shares in the ratio of 1:16.67 i.e. (one fully paid CRPS of Rs. 100 each for every 16.67 OCCRPS held). The redemption schedule of this bonus CRPS is - 30% on September 30, 2012; 15% each on September 30, 2013 and September 30, 2015; 20% each on September 30, 2014 and September 30, 2016. The 30% bonus CRPS (450,000 CRPS of Rs. 100 each) which were due for redemption on September 30, 2012 were purchased by IL&FS Trust Company Limited (ITCL), being the Trustee of Maytas Investment Trust (MIT), on September 29, 2012. The Company has extended the redemption period of these preference shares by a period of 3 years with an early redemption right with the Company before the extended period of 3 years by giving 30 days notice period to the shareholders. The 15% Bonus CRPS (225,000 CRPS of Rs. 100 each) which were due for redemption on September 30, 2013 were purchased by ITCL being the Trustee of MIT, on September 30, 2013. The Company has extended the redemption period of these preference shares by a period of 6 years with an early redemption right with the Company before the extended period of 6 years by giving 30 days notice period to the shareholders. The 20% Bonus CRPS (300,000 CRPS of Rs. 100 each) which were due for redemption on September 30, 2014 were redeemed by the Company on March 23, 2015, as per the terms of the issue, as amended.

CRPS carry cumulative dividend of 6% p.a. The Company declares and pays dividends in Indian rupees. Each holder of 6% CRPS is entitled to one vote per share only on resolutions placed before the Company which directly affect the rights attached to CRPS. In the event of liquidation of the Company during the existence of CRPS, the holders of CRPS will have priority along with holders of OCCRPS over equity shares in the payment of dividend and repayment of capital.

(d) Terms of 6% optionally convertible cumulative redeemable preference shares

On March 31, 2011, the Company had allotted 25,000,000 OCCRPS of Rs. 100 each fully paid as per the terms of MRA entered with bankers.

(e) Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date:

i. The Company had allotted 236,280 6% CRPS of Rs. 100 each in 2011-12 as fully paid up bonus shares to the holders of initial CRPS in the ratio of 1:24.33 (i.e. one fully paid CRPS of Rs. 100 each for every 24.33 CRPS held) by capitalizing securities premium.

ii. The Company had allotted 1,500,000 6% CRPS of Rs. 100 each in 2011-12 as fully paid up bonus shares to the holders of Optionally Convertible Cumulative Redeemable Preference Shares (OCCRPS) in the ratio of 1:16.67 i.e. (one fully paid Bonus CRPS of Rs. 100 each for every 16.67 OCCRPS held) by capitalizing securities premium.

Note: Shares issued by the Company pursuant to Corporate Debt Restructuring scheme have not been considered for above disclosures.

These loans are secured by pari passu first mortgage and charge on the Company''s immovable properties, both present and future and pari passu first charge by way of hypothecation of all the movable assets including movable equipment''s, machinery spares, tools, accessories, current assets both present and future except to the extent of assets exclusively hypothecated against vehicle loans from others. These loans have additionally been secured by personal guarantee given by the Ex-Vice Chairman of the Company, Mr. B Teja Raju.

(c) Indian rupee term loans from banks carries an interest rate of 11% p.a. (March 31, 2014 : 11%p.a.). The loan is repayable in 20 quarterly installments commencing from June 30, 2014. These loans are secured by pari passu first mortgage and charge on the Company''s immovable properties both present and future and pari passu first charge by way of hypothecation of all the movable assets including movable equipment''s, machinery spares, tools, accessories, current assets both present and future except to the extent of assets exclusively hypothecated against vehicle loans/ finance leased assets from others.

(d) Vehicle loans from Non-Banking Financial Companies carry interest @ 14.73% to 18.39% p.a. (March 31, 2014 : 14.70% to 20.90% p.a.). These loans are repayable in equated monthly installments over the tenure of 36 months to 48 months from the date of disbursement of loan. Vehicle loans are secured by hypothecation of vehicles purchased out of the loan taken.

(e) Secured loans from related party carry interest @ 12.70% to 13% p.a. (March 31, 2014 : 12.70% to 13% p.a.). These loans carry an option to reset the interest rate after every 12 months from the date of first disbursement and 12 months thereafter by giving 30 days clear notice to the Company. These loans are repayable within 57 months to 84 months from the date of first disbursement. Further Interest on Rs.130 (March 31, 2014 : Rs. 130) loan from the drawdown date till March 2015 would be accrued and converted into Funded Interest Term Loan (FITL) and shall be repaid in June 2016. FITL shall carry interest @ 0.01% p.a. and will be paid along with FITL. Additionally, premium of Rs. 18 is payable on redemption of this loan.

Of the above, loan to the extent of Rs. 421.60 (March 31, 2014 : Rs. 356.60) is secured by way of pari passu pledge of investments in preference shares of Bangalore Elevated Tollway Limited, sharing of charge with IL&FS Financial Services Limited on a pari passu basis on the equity shares of Gautami Power Limited and Pass Through Certificates issued by Maytas Investment Trust and negative lien on sub-ordinate loan given to Bangalore Elevated Tollway Limited. Out of the above, loan of Rs 162 (March 31, 2014 : Rs. 97) is additionally secured by second charge on Inter-Corporate Deposits given to Hill County Properties Limited (HCPL) along with accumulated interest thereon and second charge on loans given to and equipment hire charges receivable from Terra Infra Limited along with accumulated interest thereon.

Loan to the extent of Rs.180 (March 31, 2014 : Rs. 180) is secured by way of pari passu lien on cashflows from HCPL to the Company and are additionally secured by interse sharing of security provided by HCPL along with other lenders of HCPL in the form of hypothecation of certain identified receivables including inter corporate loans, residual charge against receivables from unsold inventory etc., pledge of investment in Jubilee Hills Landmark Projects Private Limited and letter of guarantees and Mortgage of title deeds of immovable property from subsidiaries of HCPL.

Loan to the extent of Rs. 375 (Marh 31, 2014 : Rs. Nil) is secured by second charge on Inter Corporate Deposits of Rs. 343.78 provided by the Company. Of these, loan of Rs. 280 is additionally secured by way of second charge on net receivables from a road project to the extent of Rs. 40.

Loan to the extent of Rs. 98.30 (March 31, 2014 : Rs. Nil) is secured by way of hypothecation on second charge basis of the Loans and Advances (including interest accrued) provided by the Company to Cyberabad Expressway Limited & Pondicherry Tindivanam Tollway Limited and investment in Maytas Infra Saudi Arabia Company (Limited Liability Company).

(f) Secured loans from others carry interest @ 12.70% to 13% p.a. (March 31, 2014 : 12.70% to 13% p.a.). These loans carry an option to reset the interest rate after every 12 months from the date of first disbursement and every 12 months thereafter by giving 30 days clear notice to the Company. These loans are repayable within 60 months from the date of first disbursement.

Of the above, loan to the extent of Rs. 194.62 (March 31, 2014 : Rs. 200) is secured by way of pari passu pledge of investments in preference shares of Bangalore Elevated Tollway Limited, sharing of charge with Infrastructure Leasing and Financial Services Limited on a pari passu basis on the equity shares of Gautami Power Limited and Pass Through Certificates issued by Maytas Investment Trust and negative lien on sub-ordinate loan given to Bangalore Elevated Tollway Limited. Loan of Rs 21.46 (March 31, 2014 : Rs.21.46) is secured by way of pari passu lien on cashflows from Hill County Properties Limited (HCPL) to the Company and additionally secured by interse sharing of security provided by HCPL along with other lenders of HCPL in the form of hypothecation of certain identified receivables including inter corporate loans, residual charge against receivables from unsold inventory etc., pledge of investment in Jubilee Hills Landmark Projects Private Limited and letter of guarantee and Mortgage of title deeds of immovable property from subsidiaries of HCPL.

(g) Finance lease obligation is secured by hypothecation of plant and machinery taken on lease. The interest rate implicit in the lease is 14% p.a. The gross investment in lease, i.e, lease obligation plus interest, is payable in 4 years.

(a) Cash credit from banks are repayable on demand and carries interest @ 9% p.a. to 14.50% p.a. (March 31, 2014 : 9% to 14.50% p.a.).These loans are secured by pari passu first mortgage and charge on the Company''s immovable properties both present and future and pari passu first charge by way of hypothecation of all the movable assets including movable equipment''s, machinery spares, tools, accessories, current assets both present and future, except to the extent of assets exclusively hypothecated against vehicle loans/ finance leased assets from others.Loans aggregating to Rs. 194.66 (March 31, 2014 : Rs.233.49) have additionally been secured by personal guarantee given by the Ex-Vice Chairman of the Company, Mr. B Teja Raju.Loans aggregating to Rs. 111.62 (March 31, 2014 : Rs. 82.78) carry letter of comfort from Infrastructure Leasing and Financial Services Limited.

(b) Unsecured loan from others of Rs. 45 (March 31, 2014 : Rs. Nil) carries interest @ 14% to 15% p.a. with a tenor of 11 months repayable by September 30, 2015. Interest on these facilities are payable at monthly rests.

(c) Unsecured loans from others of Rs. Nil (March 31, 2014 : Rs. 200) carries interest @ 15% p.a to 16.50% p. a. with a tenor of 4 to 5 months repayable by June 26, 2014. Interest on these facilities are payable at monthly rests.

3. Going concern:

The Company has recorded a net profit of Rs. 2.67 for the year ended March 31, 2015 (18 months ended March 31, 2014: Loss of Rs. 150.98) and has accumulated loss of Rs. 141.03 as at March 31, 2015 (as at March 31, 2014: Rs. 141.20).Based on the business plan and following mitigating factors,the management is confident that the Company will be able to generate profits in future years and meet its financial obligations as they arise:

(a) The Company has an order book ofRs. 10,150 approximately as at March 31,2015.

(b) Management has taken significant steps for revival and restoration of operations of the Company.

(c) The promoter group comprising of Infrastructure Leasing and Financial Services Limited (IL&FS) and IL&FS Financial Services Limited (IFIN), has advanced loans to the tune of Rs. 1,074.90 and Rs. 216.08 respectively to support the liquidity position of the Company upto March 31, 2015. Further, the promoter has advanced loans to the extent of Rs. 45 through its group companies. The Company also has an unutilized limit of Rs. 6.70 from IL&FS and Rs. 25.00 from IFIN as at March 31, 2015.Also, there is an unutilised limit of BGs and LCs of Rs. 33.26 from IL&FS.

(d) The Company has unutilized Cash Credit limit of Rs. 104.95 (including additional limit of Rs. 48.20 sanctioned by three bankers) and non-fund based limits to the extent of Rs. 101.40 ( including additional limit of Rs. 77.14 sanctioned by two banks) respectively from banks.

(e) The Company has issued 21,274,442 equity shares of Rs. 10 each at premium of Rs. 50.50 on a preferential basis to IL&FS, IFIN and SBG Projects Investments Limited resulting to total receipt of Rs. 128.71. The proceeds from the preferential issue were utilized towards redemption of preference shares of Rs. 112.86 which were due for redemption during the year. Further, the Company has issued 1,061,133 equity shares on exercise of Employee Stock Options of Rs. 10 each at premium of Rs. 48.90 during the year.

(f) During the current year, the Company had received report from an independent Credit Rating Agency (CRA) on its long-term and short-term banking facilities, wherein the CRA has reaffirmed BBB- and A3 ratings for its long-term and short-term banking facilities respectively.

Keeping in view, the above mentioned mitigating factors, the accompanying financial statements have been prepared on a going concern basis.

4. (a) Contingent liabilities on account of pending litigations

S. Particulars As at As at No. March 31, 2015 March 31, 2014

(i) Claims against the Company not acknowledged as debts (interest, if any, not ascertainable after date of order) 21.07 22.50

(ii) Direct taxes under dispute * 59.10 61.70

(iii) Indirect taxes under dispute **# 80.00 54.97

* Income tax demand comprises of demand from the Income Ta x authorities upon completion of their assessment upto the financial year 2010-11. The tax demands are mainly on account of classification of waiver of interest and principal amount of loan as revenue receipt which has been considered as capital receipt by the Company, disallowance of expenditure incurred towards extra works/ labour cost on projects, disallowance of expenditure on which TDS is not deducted or short deducted, etc.

** The demands raised by the Sales Ta x authorities and Central Excise authorities are mainly towards enhancement of taxable turnover due to certain disallowances,change in classification of services provided by the Company, utilization of ineligible input cenvat credit, penalties, etc.

# Excludes Rs. 7.50 where it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation. All these cases are under litigation and are pending with various authorities, and the expected timing of resulting outflow of economic benefits cannot be specified.

(iv) Consequent to announcement by erstwhile chairman of Satyam Computers Services Limited on January 7, 2009, Serious Fraud Investigation Office (SFIO) has initiated investigations on various matters pertaining to the Company which are ongoing. The SFIO has submitted its reports relating to various findings and has issued notices for prosecution for alleged violations against the Company and others. While the Company has not accepted these violations, in order to settle these issues, the Company had filed compounding applications for these alleged violations, which are yet to be concluded.

(v) The Company had received a Show Cause Notice (SCN) on June 19, 2009 from Securities and Exchange Board of India (SEBI) alleging insider trading by the Company in the scrip of Satyam Computer Services Limited in the years 2001-2002 and 2004- 2005. After the afore mentioned SCN no further communication was made in this regard until February 2013 when SEBI directed the Company for a personal hearing before whole time member of SEBI. The Company has filed its detailed reply against the SCNin the previous year. During the year, the Company has attended a personal hearing before a whole time member of SEBI and accordingly filed written submissions. The order from SEBI on this matter is awaited.

(vi) The Company had entered into a share transfer agreement dated July 9, 2010 towards disposal of its stake in two BOT projects. Subsequently, on July 2, 2012, on the pretext of certain acts/alleged breaches by the Company, the transferee made certain unsubstantiated allegations and nominated an arbitrator, which was refuted by the Company for lack of any disputable ground and no loss on part of transferee for the breaches alleged. High Court of Karnataka appointed arbitrator who has dismissed the proceedings during the year. Further,during the year ended March 31, 2014, the transferee also filed petition under Section 9 of the Arbitration & Conciliation Act, 1996. During the year, these arbitration proceedings have been dismissed. As at March 31, 2015 there are no cases against the Company in respect of this matter.

(vii) The Company formed Himachal Joint Venture (HJV) to execute an EPC project with National Hydro Power Corporation (Client). HJV subcontracted this work to SSJV Projects Private Limited (SSJV) and the work has been executed to the extent of Rs. 262.45 by SSJV. Due to the geographical conditions at site, work could not be done at the rates prescribed in the contract. HJV invoked arbitration clause for delays and extra-ordinary geological occurrence in executing the project. The Client en-cashed bank guarantees for an amount of Rs. 216.40 provided by SSJV and issued winding up notice to the Company as well as other joint venture partners. The Company vide its letter dated July 29, 2013 replied to the said notice stating that the matter is disputed and subjudice and would not be legally tenable. Client has filed a winding-up petition against Company and Joint venture partner vide CP 73/2014, which are pending for hearing. SSJV has provided indemnity in favour of the Company against all claims, losses etc. that may arise out of this Contract.

Based on the internal assessment and / or legal opinion, the Management is confident that for the above mentioned contingent liabilities, no provision is required to be made as at March 31, 2015.

5. Commitments:

(a) Capital Commitments:

Estimated amount of contracts (net of advances) remaining to be executed on capital account and not provided for Rs. 0.67 (March 31, 2014: Rs. 7.81).

(b) Other Commitments:

i The Company has given a letter of financial support to fund additional capital in Maytas Infra Saudi Arabia Company, Limited Liability Company to an extent of Rs. 22.85 (March 31, 2014: Rs. Nil).

ii. Under a sponsors'' support agreement, the Company (a co-sponsor) has obligation to the lenders'' of a Special Purpose Vehicle (SPV), whose 24% Equity is held by Maytas Investment Trust (MIT), until financial year ending 2027-28, to meet shortfall in Debt service coverage ratio of the SPV on a term loan of RS. 226.27

6 Inter-Corporate Deposits:

Prior to April 1, 2009 the erstwhile promoters had given certain Inter Corporate Deposits (ICDs) to various companies aggregating to Rs. 343.78. Of the foregoing, documentary evidences had been established that, for an amount of Rs. 323.78, the then Satyam Computer Services Limited (SCSL) was the ultimate beneficiary and for which a claim together with compensation receivable had been lodged by the Company. During the previous year, SCSL had merged into Tech Mahindra Limited (TML) pursuant to a Scheme of Arrangement u/s.391-394 of the Companies Act 1956. As provided in the Scheme and as per the Judgment of Hon''ble High Court of Andhra Pradesh on the said Scheme, the aforesaid amount in books of SCSL was transferred to TML. The Company, through its subsidiaries, preferred an Appeal before the Division Bench of Hon''ble High Court of A.P. against the single judge''s Order approving the merger scheme of SCSL which is pending as on date. TML, in its Audited Financial Results for March 31, 2015 continued to disclose as "Amounts Pending Investigation Suspense Account (Net) Rs. 1,230.40" as disclosed by SCSL earlier. Management is of the opinion that the claim made by the Company on SCSL is included in the aforesaid amount disclosed by TML in their Audited Financial Results. The Company is confident of recovering the said ICDs together with compensation due thereon from SCSL/TML.

Further, based on internal evaluation and/or expert advice, recent developments,documentary evidences available with the Company and in view of the observations of the Special Court in its verdict dated April 9, 2015 on the criminal case filed by the Central Bureau of Investigation, confirming that an amount of Rs. 1,425 was transferred to SCSL through the intermediary companies, out of which an amount of Rs. 1,230.40 continues to subsist with SCSL.Management is of the opinion that the Company''s case on the recoverability of the aforesaid amounts is ultimately certain.

7. Segment Reporting:

The Company''s operations fall into a single business segment "Construction and Infrastructure Development" and in accordance with Accounting Standard 17 - Segment Reporting, segment information with respect to geographical segment has been given in the consolidated financial statements of the Company, therefore no separate disclosure on segment information is given in these financial statements.

8. Deferred tax:

The Company has no deferred tax liability as at March 31,2015. Deferred tax assets on timing differences have not been recognized as at March 31,2015 in the absence of virtual certainty of future taxable profits.

9. Retirement benefits:

(a) Disclosures related to defined contribution plan:

Provident fund contribution and Employees'' State Insurance contribution (ESI) recognized as expense in the statement of profit and loss Rs. 7.01 (March 31, 2014: Rs.7.66).

(b) Disclosures related to defined benefit plan:

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days last drawn salary for each completed year of service. The scheme is unfunded.

10. Related party disclosures:

I. Names of related parties and relationship with the Company (as per the Accounting Standard 18 – "Related Party Disclosures":

A. Subsidiaries (Related parties where control exists)

1. Maytas Infra Assets Limited

2. Maytas Vasishta Varadhi Limited

3. Maytas Metro Limited

4. Angeerasa Greenfields Private limited

5. Saptaswara Agro - Farms Private Limited

6. Ekadanta Greenfields Private Limited

7. Maytas Infra Saudi Arabia Company (Limited Liability Company)

B. Step Down Subsidiary

1. Maytas Infra for Construction WLL*

* Under liquidation

C. Investing party in respect of which the reporting enterprise is an associate

1. Infrastructure Leasing & Financial Services Limited

2. SBG Projects Investments Limited

D. Joint ventures (JV)

1. Maytas – SNC (JV)*

2. NCC – Maytas (JV)

3. NEC – NCC – Maytas (JV)

4. Maytas – NCC (JV)

5. NCC – Maytas (JV)(Singapore Class Township)

6. Maytas – CTR (JV)

7. NCC – Maytas – ZVS (JV)

* During the previous year, as per the revision in the arrangement, the Company has amicably settled the liability with the other JV partner and hence ceased to be a Joint Venture of the Company.

11. In the earlier years, pursuant to the Debt Restructuring Programme, the Company had settled an irrevocable trust, namely, Maytas Investment Trust (Trust). The objective of the Trust was to dispose certain underlying investments held and settle the liability towards the Pass Through Certificate (PTC), wherein the Company was also a contributory. Hitherto, the Company was also liable for shortfall, if any, in eventual settlement of the PTCs issued by the trust to other contributories. During the previous year, the terms of the PTCs were restructured and as per revised arrangement, the Trust has issued fresh PTCs in lieu of erstwhile PTCs wherein the contributories would participate in the realization arising out of disposal of underlying investments in specified order and the Company is no longer liable for the shortfall, if any, towards settlement of PTCs held by other contributories. As at March 31,2015, the Investment of the Company includes Rs. 259.67(March 31, 2014: Rs. 259.67) contributed towards these PTCs.

The aforesaid Trust portfolio includes an investment wherein the investee company has gas based power plant, which is facing concerns on account of lower supplies/availability of natural gas. However, based on expert advice, evaluation of few alternates including representations/discussions with various government authorities to secure the gas linkage/supplies, the Management is of the view that the concerns in the industry are temporary in nature and will not have any material impact on the carrying value of the underlying investments held by the Trust and consequently on the carrying value of the PTCs held by the Company.

12. Post induction of IL&FS Group [Consisting of Infrastructure Leasing & Financial Services Limited ("IL&FS"), IL&FS Financial Services Limited ("IFIN") and IL&FS Engineering & Construction Company Limited ("IECCL")] in the Hill County Properties Limited ("HCPL"), IL&FS Group has extended loans to HCPL through the Company amountingto Rs.201.46 (March 31, 2014: Rs. 201.46). Such facilities rank as priority debt and will have priority in repayment over other liabilities of HCPL (except existing secured borrowings from banks). In addition, towards security for the same, the Company has entered into an "Articles of Agreement" with HCPL wherein IL&FS Grouphas been given an option for adjusting the loans, along with accrued interest, against all the unsold villas and apartments of Hill County Phase I project of HCPL.

During the previous year, the Company had entered into inter-se sharing of security provided by HCPL along with other lenders of HCPL in the form of hypothecation of certain identified receivables including inter corporate loans, residual charge against receivables from unsold inventory, pledge of investment in Jubilee Hills Landmark Projects Private Limited and letter of guarantees and mortgage of title deeds of immovable property from subsidiaries of HCPL. HCPL is in the process of creating charges for certain mortgage of title deed of immovable property and development rights from identified subsidiaries along with their respective corporate guarantees. Based on the security of these assets, the loans have been classified as secured.

13. Consequent to an arbitration award, during the year, the Company has accrued proportionate revenue to the extent of percentage of completion in case of a road project amounting to Rs. 137.54(including interest of Rs. 36.30).The customer has filed an appeal with the Honorable High Court of New Delhi against the said award. Based on internal evaluation and/or legal advice, the Management is confident on the realization of the same.

14. In accordance with the provisions of Schedule II of the Companies Act, 2013, the Company has revised the estimated useful lives of fixed assets with effect from April 01, 2014. Accordingly, the net-book value of the fixed assets as on April 01, 2014, is depreciated on a prospective basis over the remaining useful life, wherever applicable. As a result of such change in the estimated useful lives, the depreciation and amortization expense for the year ended March 31, 2015 has decreased by Rs. 11.62 with a corresponding impact on profit after tax and fixed assets.

Further, as per the notification issued by MCA dated August 29, 2014, the Company has opted to adjust the carrying amount of certain fixed assets amounting to Rs. 2.50 as on April 1, 2014 whose remaining useful life was ''Nil'' as on that date, to deficit in the Statement of profit and loss in the financial statements.

15. All amounts less than Rs. 0.01 have been disclosed as Rs. 0.00.During the previous year, the Board of directors of the Company hadapproved the extension of financial year of the Company ending on September 30, 2013 by a period of six months i.e. upto March 31, 2014, in order to align the financial year of the Company in terms of the Companies'' Act, 2013, which had been approved by the Registrar of Companies, Andhra Pradesh. The previousyear financial statementswerefor eighteen months from October 01, 2012 toMarch 31, 2014. Hence, current year''s figures being for 12 months are not comparable with the previous year''s figures for 18 months.

16. Previous year''s figures have been regrouped/rearranged to conform to those of the current year.


Mar 31, 2014

1. Leases:

In case of assets taken on lease:

Operating lease: Operating leases are mainly in the nature of lease of office premises and machinery with no restrictions and are renewable at mutual consent. There are no restrictions imposed by lease arrangements. There are no subleases.

Finance lease: The present value of minimum lease rentals is capitalized as fixed assets with corresponding amount shown as lease liability. The principal component in the lease rentals is adjusted against the lease obligation and the finance charges are charged to the Statement of Profit and Loss as they arise. Finance lease was in the nature of office improvements and furniture for leasehold office premises. The lease agreement provides for escalation of lease rents over the period of lease term. The term was for a period of ten years renewable for a further period of ten years at mutual consent. The Company has pre closed the lease agreement and vacated the premises w.e.f. May 13, 2013. The Company has charged off the net book value of lease hold improvements to Statement of Profit and Loss.

2. Scheme of arrangement:

In the previous year, the Company had undertaken a Scheme of Arrangement ("the Scheme") under Sections 391 to 394 of the Companies Act, 1956 ("the Act") read with Sections 78,100 to 104 of the Act. The same was sanctioned by the Hon''ble High Court of Andhra Pradesh ("the Court") vide its order dated October 17, 2012, which was further modified on October 19, 2012 and on November 7, 2012 respectively. The said orders of the Court were registered with the Registrar of Companies on November 21, 2012. Pursuant to the Scheme, the securities premium account of the Company of Rs. 612.24 had been adjusted against the gross debit balance of Rs. 728.38 in the Statement Profit and Loss of the Company for the financial years 2008-09 and 2009-10. The unadjusted debit balance of Rs. 116.14 had been adjusted against the gross credit balance of the Statement of Profit and Loss of Rs. 295.96 being balance in the Profit and loss account as on March 31, 2008 and Profit for the year 2010-11 of the Company leaving Rs. 179.82 in the statement of profit and loss of the Company as on the appointed date. Salient features/conditions of the Scheme are as under:

- The Company shall within four weeks of this order, furnish an unconditional Bank Guarantee for Rs.70.02 and deposit the guarantee with the Registrar (Judicial), Hon''ble High Court of Andhra Pradesh, to be retained to the credit of, and till the final outcome of Company Petition No.199 of 2010, or any directions passed therein. The debt due to the other two unsecured creditors, who voted against the scheme, of Rs.0.08 shall be repaid to them within four weeks from the date of the order, and proof of payment shall be filed by way of an application, supported by an affidavit, in the Company Petition.

- The Company shall add to its name, as its last words "and reduced" for the year up to and until the end of the financial year 2012-13; and in the balance sheet, the profit and loss account, and the annexure thereto for the year.

The balance in the statement of profit and loss arising pursuant to the Scheme can be used for payment of dividend to preference shareholders and/or adjustment against losses, if any, in the normal course of business operations from April 2011 onwards or for redemption of preference shares, but not for payment of dividend to equity shareholders.

The Company had complied with the conditions imposed by the order and has given effect of the same in the financial statement. The Company had presented the impact of the scheme in the Statement of profit and loss during the previous year, since such presentation was relevant to the understanding of the effect of the Scheme on the financial position and/ or performance.

3. In the earlier years, pursuant to the Debt Restructuring Programme, the Company had settled an irrevocable trust, namely, Maytas Investment Trust (Trust). The objective of the Trust was to dispose certain underlying investments held and settle the liability towards the Pass Through Certificate (PTC)., wherein the Company was also a contributory. Hitherto, the Company was also liable for shortfall, if any, in eventual settlement of the PTCs issued by the trust to other contributories. During the year, the terms of the PTCs have been restructured and as per revised arrangement, the Trust has issued fresh PTCs in lieu of erstwhile PTCs wherein the contributories would participate in the realization arising out of disposal of underlying investments in specified order and the Company is no longer liable for the shortfall, if any, towards settlement of PTCs held by other contributories. As at March 31,2014. the Investment of the Company includes Rs. 259.67 contributed towards these PTCs.

The aforesaid Trust portfolio includes an investment wherein the investee company has gas based power plant, which is facing concerns on account of lower supplies/availability of natural gas. However, based on expert advice, evaluation of few alternates including representations/discussions with various government authorities to secure the gas linkage/supplies, the Management is of the view that the concerns in the industry are temporary in nature and will not have any material impact on the carrying value of the underlying investments held by the Trust and consequently on the carrying value of the PTCs held by the Company.

4. Post induction of IL&FS Group [Consisting of Infrastructure Leasing & Financial Services Limited ("IL&FS"), IL&FS Financial Services Limited ("IFIN") and IL&FS Engineering & Construction Company Limited ("IECCL'')] in the Hill County Properties Limited ("HCPL'') (formerly known as Maytas Properties Limited) ("MPL''), IL&FS Group has extended loans to HCPL through the Company and amount outstanding as on March 31,2014 is Fis.201.46 (September 30,2012 : Rs. 321.98). Such facilities rank as priority debt and will have priority in repayment over other liabilities of HCPL (except existing secured borrowings from banks). In addition, towards security for the same, the Company has entered into an "Articles of Agreement" with HCPL wherein IL&FS Group has been given an option for adjusting the loans, along with accrued interest, against all the unsold villas and apartments of Hill County Phase I project of HCPL.

As per the terms of the said agreement, an option vests with the IL&FS Group to exercise the right to instruct HCPL to execute the conveyance over the villas and apartments, either in its favour or in joint names or in the name of any such person / entity nominated by IL&FS Group, in lieu of repayment of the loans along with all outstanding interest, cost and other amounts due thereon at the time of exercising such option.

The underlying land over which villas and apartments are under construction had Income tax attachment which has since been released by the High Court of Andhra Pradesh, however, there are certain restrictions on the sharing of the sale proceeds. Further, the Company is yet to obtain No Objection Certificate from the existing lenders, whose security includes first charge on inventories of the Company. Accordingly, the receivables were classified as unsecured in the previous year.

During the year, the Company has entered into interse sharing of security provided by HCPL along with other lenders of HCPL in the form of hypothecation of certain identified receivables including inter corporate loans, residual charge against receivables from unsold inventory etc., pledge of investment in Jubilee Hills landmark project and letter of guarantees and Mortgage of title deeds of immovable property from subsidiaries of HCPL. The registration of charges by HCPL is under process. The same has been classified as secured as at March 31, 2014.

5. The Company has incurred Rs. 4.13 up to March 31, 2014 (September 30, 2012: Nil) in connection with the proposed rights issue of its equity shares.This amount shall be adjusted against securities premium arising from the proposed rights issue of equity shares, as permitted under section 78 of the Companies Act, 1956. Accordingly, this amount has been carried forward and disclosed under the head "Other current assets" in the Balance Sheet.

6. All amounts less than Rs. 0.01 have been disclosed as Rs. O.OO.The Company had extended its Last Financial Year 2011-12 by six months and accordingly, had prepared its financial statements for 18 months from April 1, 2011 and ending on September 30. 2012. Further, during the year, the Board of directors of the Company have approved the extension of financial year of the Company ending on September 30,2013 by a period of six months i.e. upto March 31,2014, in order to align the financial year of the Company in terms of the Companies'' Act, 2013, which has been approved by the Registrar of Companies, Andhra Pradesh. The current year financial statements are for eighteen months from October 01, 2012 to March 31, 2014.

7. Previous year''s figures have been regrouped/rearranged to conform to those of the current year As per report of even date


Sep 30, 2012

Notes:

1. During the previous year, allotment of shares has been made for the share application money of Rs. 354.27 to the CDR bankers as per the terms of Master Restructuring Agreement. The said transaction is considered as non cash transaction for the purpose of cashflow statement.

2. During the previous year, the Company has converted Rs. 8.47 from short term loans to long term loans as per Master Restructuring Agreement. This transaction is considered as non cash transaction for the purpose of cash flow statement.

3. During the year, the Company has received land against settlement of receivables of Rs 12.48, the same has been considered as non-cash item for the purpose of cash flow statement.

4. During the year, share application money of Rs 21.00 given has been converted into preference shares and promoters contribution of Rs. 55.00 has been converted into long term borrowings. These have been considered as non-cash item for the purpose of cash flow statement.

5. During the year, the Company has converted receivables of Rs. 21.05 into sub-debt, the same has been considered as non-cash item for the purpose of cash flow statement.

1. Corporate Information:

IL&FS Engineering and Construction Company Limited and reduced ("the Company") is a company registered under the Companies Act, 1956. The Company is primarily engaged in the business of erection / construction of roads, irrigation projects, buildings, oil & gas infrastructure, railway infrastructure, power plants, power transmission & distribution lines including rural electrification and airports. The equity shares ofthe Company are listed at National Stock Exchange of India Limited ("NSE") and Bombay Stock Exchange Limited ("BSE").

2. Basis for preparation of financial statements:

The financial statements ofthe Company have been prepared in accordance with Generally Accepted Accounting Principles in India (Indian GAAP). The Company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under the historical cost convention.

The accounting policies adopted in the preparation of financial statements are consistent with those of previous year, except for the change in accounting policy explained below.

(a) Terms/rights attached to equity shares

The Company has only one class of equity shares having a face value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees.

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 distributions will be in proportion to the number of equity shares held by the shareholders.

(b) Restrictions attached to equity shares

(i) 6,169,000 (March 31, 2011: 27,212,169) equity shares are under lock in as at year end. Further, as per the order of the Company Law Board ("CLB") dated August 31, 2009 Infrastructure Leasing and Financial Services Limited (IL&FS) was required to hold a minimum 26% of the equity shares of the Company at any point of time for a period of not less than two years and also to keep management control of the Company for such period. The said restrictions imposed by the CLB has come to an end on August 31, 2011 (Refer note 30).

(ii) As per the Master Restruturing Agreement (MRA) entered into by the Company with its bankers, the promoter''s share holding would be retained at a minimum of 26% of issued equity share capital of the Company at any point of time for a minimum period of four years from the effective date i.e. September 27, 2010.

(d) Terms of 6% cumulative redeemable preference shares

On December 06, 2010, the Company had allotted 5,749,500 6% CRPS of Rs. 100 each fully paid as per the terms of MRA entered with Bankers.

The Company had further allotted 236,280 CRPS of Rs. 100 each as fully paid bonus shares to the holders of initial CRPS in the ratio of 1:24.33 (i.e. one fully paid CRPS of Rs. 100 each for every 24.33 CRPS held) on September 29, 2011.

All the aforesaid CRPS will be redeemed at par on March 31, 2015.

The Company had also allotted 1,500,000 CRPS to the holders of OCCRPS on September 29, 2011 as fully paid bonus shares in the ratio of 1:16.67 (i.e. one fully paid CRPS of Rs. 100 each for every 16.67 OCCRPS held). The redemption schedule of this bonus CRPS is - 30% on September 30, 2012; 15% each on September 30, 2013 and September 30, 2015; 20% each on September 30, 2014 and September 30, 2016. The 30% bonus CRPS (450,000 CRPS of Rs. 100 each) which were due for redemption on September 30, 2012 were purchased by IL&FS Trust Company Limited (ITCL), being the Trustee of Maytas Investment Trust, on September 29, 2012. The Company has extended the redemption period of these preference shares by a period of 3 years with an early redemption right with the Company before the extended period of 3 years by giving 30 days notice period to the shareholders.

CRPS carry cumulative dividend of 6% p.a. The Company declares and pays dividends in Indian rupees. Each holder of 6% CRPS is entitled to one vote per share only on resolutions placed before the Company which directly affect the rights attached to CRPS. In the event of liquidation of the Company during the existence of CRPS, the holders of CRPS will have priority along with holders of OCCRPS over equity shares in the payment of dividend and repayment of capital.

(e) Terms of 6% optionally convertible cumulative redeemable preference shares

On March 31, 2011, the Company had allotted 25,000,000 OCCRPS of Rs. 100 each fully paid as per the terms of MRA entered with bankers.

OCCRPS carry cumulative dividend of 6%. The Company declares and pays dividend in Indian rupees. Each holder of OCCRPS is entitled to one vote per share only on resolutions placed before the Company which directly affect the rights attached to OCCRPS. In the event of liquidation of the Company during the existence of OCCRPS, the holders of OCCRPS will have priority along with holders of CRPS over equity shares in the payment of dividend and repayment of capital. Out of 25,000,000 OCCRPS of Rs. 100 each as at March 31, 2011, 30% i.e. 7,500,000 OCCRPS of Rs. 100 each have been converted into 12,417,218 equity shares on September 30, 2012, as per the terms of MRA and the balance 17,500,000 OCCRPS of Rs. 100 each shall be redeemed at par in four tranches from September 30, 2013 to September 30, 2016. There is no further conversion option attached to these OCCRPS. The schedule of redemption is as below:

(a) Ihe Company had obtained an approval for the Corporate Debt Restructuring (CDR) from the CDR Empowered Group and the impact of the CDR scheme had been given in the financial statements of the year 2009-10.

(b) Indian rupee working capital term loans from banks carries interest @ 8% to 9% p.a. (March 31, 2011: 7% p.a.) and is repayable by March 31, 2016 as per schedule given below:

These loans are secured by pari passu first mortgage and charge on the Company''s immovable properties both present and future and pari passu first charge by way of hypothecation of all the movable assets including movable equipments, machinery spares, tools, accessories, current assets both present and future except to the extent of assets exclusively hypothecated against vehicle loans from others.

These loans have additionally been secured by personal guarantee given by the Ex Vice Chairman of the Company Mr. B Teja Raju.

(c) Indian rupee term loans from banks carries an interest rate @11% (March 31, 2011: 11% p.a.). The loan is repayable in 20 quarterly installments commencing from June 30, 2014. These loans are secured by pari passu first mortgage and charge on the Company''s immovable properties both present and future and pari passu first charge by way of hypothecation of all the movable assets including movable equipments, machinery spares, tools, accessories, current assets both present and future, except to the extent of assets exclusively hypothecated against vehicle loans from others.

(d) Vehicle loans from Non-Banking Financial Companies carries interest @ 15.80% to 21% p.a. These loans are repayable in equated monthly installments over the tenure of 36 months to 48 months from the date of disbursement of loan.Vehicle loans are secured by hypothecation of vehicles purchased out of the loan taken.

(e) Secured loans from related parties carries interest rate @ 12.70% to 15.50% p.a. Out of this Rs. 205.00 carries an option to reset the interest rate after every 12 months from the date of first disbursement and 12 months thereafter by giving 30 days clear notice to the Company. These loans are repayable within 36 months to 60 months from the date of first disbursement except for Rs. 34.50 which is repayble by October 8, 2012.

Of the above loans, Rs. 219.50 is further secured by way of pledge of investments in pass through certificates issued by Maytas Investment Trust and balance Rs.50 is secured by way of pari passu lien on cashflows from Maytas Properties Limited (MPL) to the Company and additionally secured by unsold villas of MPL.

(f) Promoters contribution represents amount brought in by IL&FS in the Company pursuant to order of the CLB dated August 31, 2009. IL&FS has converted the said contribution into unsecured loan w.e.f October 1, 2011 (Refer note 30). The loan carries interest rate @ 15% p.a with an option to reset the interest rate any time in case of change in the lender''s bench mark rate. The loan is repayable after 36 months from October 1, 2011.

(g) Secured loans from others carries interest rate @ 12.70% p.a and carries an option to reset the interest rate after every 12 months from the date of first disbursement. The loan is repyable on 60 months from the date of first disbursement. These loans are secured by way of pari passu lien on cashflows from Maytas Properties Limited (MPL) to the Company additionally secured by unsold villas of MPL.

(h) Unsecured loan from related parties of Rs. 54.52 as on March 31, 2011 carries interest rate @15% p.a. The Company has repaid the amount with in 12 months from March 31, 2011.

(i) Unsecured loan from related parties carries interest rate @ 13% to 15% p. a. These loans are repayable within 36 months to 57 months from the date of first disbursement/agreement. Out of this, interest on Rs. 47.00 from the drawdown date till March 2015 would be accrued and converted into Funded Interest Term Loan (FITL) and shall be repaid in June 2016. FITL shall carry interest @ 0.01% p a and will be paid along with FITL. This loan carries an option to reset the interest rate after every 12 months from the date of first disbursement and 12 months thereafter by giving 30 days clear notice to the Company.

(a) Cash credit from banks are repayable on demand and carries interest rate @ 8% to 9% p.a (March 31, 2011: 7%). These loans are secured by pari passu first mortgage and charge on the Company''s immovable properties both present and future and pari passu first charge by way of hypothecation of all the movable assets including movable equipments, machinery spares, tools, accessories, current assets both present and future, except to the extent of assets exclusively hypothecated against vehicle loans from others.

These loans have additionally been secured by personal guarantee given by the Ex Vice Chairman of the Company Mr. B Teja Raju.

(b) Unsecured loans from related party is repayable within a period of 12 months from the first date of disbursement and carries interest rate @ 15% p.a.

(c) Unsecured loans from others of Rs. 80 (March 31,2011: Rs Nil) are repayable within 12 months from the first date of disbursement and carries interest rate @15% p.a. which is variable and linked with lender''s benchmark rate.

*As per the CDR package sanctioned by the lenders, from April 01, 2010, till the allotment of preference shares, no interest would be payable in cash by the Company. The return on the preference shares would be cumulated along with the principal and additional preference shares would be issued on the outstanding amount as on the date of issuance. As per conservative estimates, while calculating the basic and diluted EPS of March 31, 2011, the entire return payable to preference shareholders from April 01, 2010 till the date of allotment (i.e. Rs. 250 on March 31, 2011 and Rs. 57.50 on December 6, 2010) has also been considered.

**Potential equity on conversion of employee stock options are not considered for calculation of diluted earnings per share as it will have an anti - dilutive effect for EPS for the 18 months ended September 30, 2012 and potential equity on conversion of preference share and employee stock options were not considered for calculation of diluted earnings per share, as these will have an anti - dilutive effect for EPS for the year ended March 31, 2011.

3. Going concern:

The Company has recorded a net loss of Rs. 135.31 (March 31, 2011: net profit of Rs. 2.91) for the 18 months ended September 30, 2012. As at March 31, 2011 the Company had accumulated loss of Rs 432.42 and pursuant to the scheme of arrangement approved by hon''ble High Court (Refer note 51) accumulated profit as on September 30, 2012 is Rs. 9.78. Though, the Company has incurred significant loss during the year, however, based on the business plan and following mitigating factors, the management is confident that the Company will be able to generate profits in future years and meet its financial obligation as they arise:

(a) The Company has an order book of Rs. 8,400 approximately as at September 30, 2012.

(b) Management has taken significant steps for revival and restoration of operations of the Company.

(c) The promoter group comprising of Infrastructure Leasing and Financial Services Limited (IL&FS) and IL&FS Financial Services Limited (IFIN), has advanced loans to the tune of Rs. 371.50 and Rs. 305.00 respectively to support the liquidity position of the Company upto September 30, 2012 and the Company also has an unutilized limit of Rs. 143.00 from IL&FS as at September 30, 2012.

(d) The Company had obtained an approval for the Corporate Debt Restructuring (CDR) from the CDR Empowered Group and in terms of the Master Restructuring Agreement (MRA) executed on September 27,2010, the lenders have sanctioned additional working capital facilities of Rs.363.24 (including non fund based limits of Rs. 249.25) during the year.

(e) The Company has also received report from an independent Credit Rating Agency (CRA) on its long-term and short-term banking facilities, wherein the CRA has assigned BBB- and A3 ratings for its long-term and short- term banking facilities respectively. As per CRA, these ratings represent moderate degree of safety regarding timely servicing/payment of the financial obligations.

(f) During the year, the Company has formed a subsidiary in Saudi Arabia namely Maytas Infra Saudi Arabia Company (Limited Liability Company) ("Saudi Subsidiary"), to undertake works in Saudi Arabia which has commenced its operations.

Keeping in view, the abovementioned mitigating factors, the accompanying financial statements have been prepared on a going concern basis.

4. Contingent Liabilities not provided for:

Sl. Particulars As at As at No. September 30,2012 March 31,2011

(a) Claims against the Company not acknowledged as debts 18.09 2.92

(b) Guarantees issued by bankers and financial institutions (excluding 303.38 311.55 performance obligations)

(c) Guarantees issued by bankers and financial institutions on behalf of the 463.02 618.12 Company towards performance obligations

(d) Corporate guarantees towards performance obligations of the Company 61.13 58.03

(e) Direct and indirect taxes under dispute 91.66 43.29

(f) Liquidated damages 30.47 43.85

(g) Preference dividend (including dividend tax) - [Refer note 27]

(h) The Company has guaranteed to make good the short fall, if any, on redemption of Pass Through Certificates issued by Maytas Investment Trust as per the CDR terms to the lenders (Refer note 52).

(i) Consequent to announcement by erstwhile chairman of Satyam Computers Services Limited on January 7, 2009, Serious Fraud Investigation office (SFIO) has initiated investigations on various matters pertaining to the Company which are ongoing. The SFIO has submitted its reports relating to various findings and has issued notices for prosecution for alleged violations against the Company and others. While the Company has not accepted these violations, in order to settle these issues, the Company had filed compounding applications for these alleged violations.

Based on the internal assessment and / or legal opinion, the Management is confident that for the above mentioned contingent liabilities, no provision is required to be made as at September 30, 2012.

5. By order dated March 5, 2009, the CLB had appointed four nominees on the Board of the Company. Subsequently by its order dated August 31, 2009, the CLB inducted IL&FS as the new promoter of the Company and continued two of its nominees for a further period of two years. The Central Government by its letter dated September 4, 2011 has withdrawn the Government nominee directors from the Board with effect from September 1, 2011.

6. One Time Settlements (OTS) with Lenders:

The Company had made OTS proposal to certain banks, which were not part of CDR scheme. During the previous year 2010-11, the Company had entered into OTS with five banks and the resultant gain on settlement had been accounted for as an exceptional item amounting to Rs. 110.21. With these OTS, the Company had completed settlements with all banks which were outside the purview of CDR scheme.

7. Commitments:

(a) Capital Commitments:

Estimated amount of contracts (net of advances) remaining to be executed on capital account and not provided for Rs. 2.24 (March 31, 2011: Rs. 1.72).

(b) Other Commitments:

As per order of CLB dated January 13,2011, the Company along with IL&FS and IFIN was required to mobilise Rs. 150.00 in Maytas Properties Limited as on March 31,2011, which has been mobilised during the year.

8. Inter-Corporate Deposits:

Prior to April 01,2009 the erstwhile promoters had given certain Inter-Corporate Deposits aggregating to Rs. 343.78 to various companies. Of the foregoing, documentary evidences had been established that, for an amount of Rs. 323.78, Satyam Computer Services Limited (SCSL) is the ultimate beneficiary and for which a claim together with interest receivable had been lodged by the Company. SCSL had accounted certain liability in its Audited Financial Statements as at March 31, 2012 as "Amounts Pending Investigation Suspense Account (Net) Rs. 12,304 million". Management is of the opinion that the claim made by the Company on SCSL is included in the amount disclosed by them in their Audited Financial Statements. The Company is confident of recovering the Inter Corporate Deposits together with interest due thereon.

9. Segment Reporting:

The Company''s operations fall into a single business segment "Construction and Infrastructure Development" and single geographical segment, hence the financial statements of the Company represent single segment.

10. Deferred tax:

The Company has no deferred tax liability as at September 30, 2012. Deferred tax assets on timing differences have not been recognized as at September 30, 2012 in the absence of virtual certainty of future taxable profits.

11. Provision for estimated future loss on projects:

The projects in progress as at September 30, 2012 have been evaluated for future loss, if any, based on estimates relating to cost-to-complete the same. Based on such evaluation, the Company has provided for estimated future losses to an extent of Rs.34.75 (March 31, 2011 Rs. 62.92) in terms of the requirements of Accounting Standard 7 (revised 2002) "Construction Contracts" notified by Company''s Accounting Rules, 2006 (as amended). The movement in the balance is as under:

12. Provision for liquidated damages:

Liquidated damages are levied as per the terms of the contract for delayed execution of works or delayed achievement of agreed milestones. For all projects in progress, management has estimated the probability of levy of liquidated damages, if any, based on completion date as per the contract, extension of time granted by the customer, etc. The movement in provision for liquidated damages is as under:

13. Retirement benefits:

(a) Disclosures related to defined contribution plan:

Provident fund contribution and Employees'' State Insurance contribution (ESI) recognized as expense in the Statement of profit and loss Rs. 4.36 (March 31, 2011: Rs. 2.51)

(b) Disclosures related to defined benefit plan:

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days last drawn salary for each completed year of service. The scheme is unfunded. The following tables summarize the components of net benefit expense recognized in the Statement of profit and loss and amounts recognized in the balance sheet for the plan.

14. Related party transactions:

I. Names of related parties and relationship with the Company :

A. Subsidiaries

1. Maytas Mineral Resources Limited*

2. Maytas Infra Assets Limited

3. Maytas Vasishta Varadhi Limited

4. Maytas Metro Limited

5. Angeerasa Greenfields Private limited

6. Saptaswara Agro - Farms Private Limited

7. Ekadanta Greenfields Private Limited

8. Maytas Infra Saudi Arabia Company (Limited Liability Company)

* Closed operations on March 30, 2011

B. Step down Subsidiaries of Maytas Infra Assets Limited

1. Dardu Power Private Limited*

2. Par Power (Arunachal Pradesh) Private Limited*

* Closed operations on March 29, 2011

C. Investing party in respect of which the reporting enterprise is an associate

1. Infrastructure Leasing & Financial Services Limited

D. Joint ventures (JV)

1. Maytas - SNC (JV)

2. NCC - Maytas (JV) U 1

3. Himachal (JV) *

4. NEC - NCC - Maytas (JV)

5. Maytas - NCC (JV)

6. NCC - Maytas (JV)

7. Maytas - CTR (JV)

8. NCC - Maytas - ZVS (JV)

9. Gulbarga Airport Developers Private Limited#

10. Shimoga Airport Developers Private Limited#

* The Company has amicably settled with the other member during the previous year and accordingly ceased to a member of the JV.

# Part of the investment in the entities disposed off during the year and ceased to be Joint Venture of the Company.

E. Associate

Maytas Properties Limited

F. Key management personnel

1. Mr. Vimal Kishore Kaushik, Managing Director *

2. Mr. Muralidhar Khattar, Chief Executive Officer **

* Ceased to be managing director in the Company w.e.f. November 13, 2011 ** w.e.f. from November 14, 2011

a) The abovejoint ventures do not have any contingent liability and capital commitment as at September 30,2012 and March 31, 2011.

b) All the aforesaid entities are incorporated in India.

c) The Company has the following joint ventures, which are in the nature of jointly controlled operations:

- Maytas KBL (JV)

- Maytas KCCPL Flow more (JV)

- Maytas MEIL KBL (JV)

- Maytas MEIL ABB AAG (JV)

- MEIL Maytas ABB AAG (JV)

- MEIL Maytas KBL (JV)

- MEIL Maytas WIPL (JV)

- MEIL Maytas AAG (JV)

- MEIL-SEW-Maytas-BHEL(JV)

- L&T UBL Maytas (JV)

- Maytas - Rithwik (JV)

- Maytas Sushee (JV)

- Maytas Gayatri (JV)

- IL&FS Engg - Kalindee (JV)

- DIPL-IL&FS Engg (JV)

The Company''s share in assets, liabilities, income and expenditure are duly accounted for in the accounts of the Company in accordance with such division of work as per the work sharing arrangements and therefore does not require separate disclo- sures. However, joint venture partners are jointly and severally liable to clients for any claims in these projects.

In March 2005, the Institute of Chartered Accountants of India has issued a Guidance Note on "Accounting for Employees Share Based Payments" applicable to employee based share plan the grant date in respect of which falls on or after April 1, 2005. The said Guidance Note requires the Proforma disclosures of the impact of the fair value method of accounting of employee stock compensation accounting in the Financial Statements. Applying the fair value based method defined in the said Guidance Note, the impact on the reported net profit and earnings per share would be as follows as the Company has used intrinsic value method for accounting of employee share based payments:

Finance lease: The present value of minimum lease rentals is capitalized as fixed assets with corresponding amount shown as lease liability. The principal component in the lease rentals is adjusted against the lease obligation and the finance charges are charged to statement of profit and loss as they arise. Finance lease is in the nature of office improvements and furniture for leasehold office premises. The lease agreement provides for escalation of lease rents over the period of lease term with a waiver of escalation for the current year and previous year. Lease term is for a period of ten years renewable for a further year of ten years at mutual consent. There are no restrictions imposed by lease arrangements. There are no subleases.

15. Scheme of arrangement:

The Company had undertaken a Scheme of Arrangement ("the Scheme") under Sections 391 to 394 of the Companies Act, 1956 ("the Act") read with Sections 78, 100 to 104 of the Act. The same was sanctioned by the Hon''ble High Court of Andhra Pradesh ("the Court") vide its order dated October 17, 2012, which was further modified on October 19, 2012 and on November 7, 2012 respectively. The said orders of the Court were registered with the Registrar of Companies on November 21, 2012. Pursuant to the Scheme, the securities premium account of the Company of Rs. 612.24 has been adjusted against the gross debit balance of Rs. 728.38 in the Profit and loss account of the Company for the financial years 2008-09 and 2009-10. The unadjusted debit balance of Rs. 116.14 has been adjusted against the gross credit balance of the Profit and loss account of Rs. 295.96 being balance in the Profit and loss account as on March 31, 2008 and Profit for the year 2010-11 of the Company leaving Rs. 179.82 in the statement of profit and loss of the Company as on the appointed date. Salient features/conditions of the scheme are as under:

- The Company shall within four weeks of this order, furnish an unconditional Bank Guarantee for Rs.70.02 and deposit the guarantee with the Registrar (Judicial), Hon''ble High Court of Andhra Pradesh, to be retained to the credit of, and till the final outcome of Company Petition No.199 of 2010, or any directions passed therein. The debt due to the other two unsecured creditors, who voted against the scheme, of Rs.0.08 shall be repaid to them within four weeks from the date of the order, and proof of payment shall be filed by way of an application, supported by an affidavit, in the Company Petition.

- The Company shall add to its name, as its last words "and reduced" for the period up to and until the end of the financial year 2012-13; and in the balance sheet, the profit and loss account, and the annexure thereto for the period.

The balance in the statement of profit and loss arising pursuant to the Scheme can be used for payment of dividend to preference shareholders and/or adjustment against losses, if any, in the normal course of business operations from April 2011 onwards or for redemption of preference shares, but not for payment of dividend to equity shareholders.

The Company has complied with the conditions imposed by the order and has given effect of the same in the financial statement. The Company has presented the impact of the scheme in the Statement of profit and loss, since such presentation is relevant to the understanding of the effect of the Scheme on the financial position and/or performance.

16. In the earlier year, pursuant to the Debt Restructuring Program, the Company had settled an irrevocable trust, namely, Maytas Investment Trust (Trust). The objective of the Trust was to dispose certain underlying investments held and settle the liability towards the Pass Through Certificate (PTC). As per the arrangement, the Company is liable for short fall, if any, that may arise in eventual settlement of the Pass Through Certificates issued by Trust. Based on internal assessment and fair valuation of the underlying investments held by the Trust, the Company does not currently envisage any shortfall on this account. The aforesaid trust portfolio includes an investment wherein the investee company has gas based power plant, which is facing concerns on account of lower supplies/availability of natural gas. However, based on evaluation of few alternates including representations/ discussions with various government authorities to secure the gas linkage/supplies, management is of the view that the con- cerns in the industry are temporary in nature and will not have any significant impact on the valuation of the investment.

17. Post induction of IL&FS Group [Consisting of Infrastructure Leasing & Financial Services Limited ("IL&FS"), IL&FS Financial Services Limited ("IFIN") and IL&FS Engineering & Construction Company Limited ("IECCL'')] in the Maytas Properties Limited ("MPL''), IL&FS Group has extended loans amounting to Rs. 321.98 to MPL through the Company and the same is outstanding as on September 30, 2012. Such facilities rank as priority debt and will have priority in repayment over other liabilities of MPL. In addition, towards security for the same, the Company has entered into an "Articles of Agreement" with MPL wherein IL&FS Group has been given an option for adjusting the loans, along with accrued interest, against all the unsold villas and apartments of Hill County Phase I project of MPL.

As per the terms of the said agreement, an option vests with the IL&FS Group to exercise the right to instruct MPL to execute the conveyance over the villas and apartments, either in its favour or in joint names or in the name of any such person / entity nominated by IL&FS Group, in lieu of repayment of the loans along with all outstanding interest, cost and other amounts due thereon at the time of exercising such option.

The underlying land over which the villas and apartments are under construction has income tax attachment. In view of the ongoing proposal of debt restructuring with the lenders, MPL is yet to obtain No Objection Certificate from the existing lenders, whose security includes first charge on inventories of MPL. Pending release of attachment from the Income tax department and approval from existing lenders, management is of the view that the security offered is presently not enforceable and accordingly, the aforesaid loan has been disclosed as unsecured loans.

18. All amounts less than Rs. 0.01 Crore have been disclosed as Rs. 0.00 Crore. The Company has extended its Financial Year 2011-12 by six months and accordingly, has prepared its financial statements for 18 months from April 1, 2011 and ending on September 30, 2012. Hence, current year''s figures being for 18 months are not comparable with the previous year''s figures for 12 months.


Mar 31, 2011

(1) Changes in Estimates:

Change in Useful life of Fixed Assets:

In the current year, based on technical estimates, the Company has re-estimated the useful lives for Plant and Machinery - construction equipment (otherthan earth moving equipments, shuttering/scaffolding material and equipments given on hire) and depreciated the written down value as on April 01,2010 over the revised estimated balance life. The Management believes that such change will give a systematic basis of depreciation charge more representative of the time pattern in which the economic benefits will be derived from the use of such asset. The useful life has been re-estimated from 11 years to 15 years.

Had the Company continued to use the earlier basis of providing depreciation, the depreciation for the current year would have been higher by Rs. 6.65, profit aftertax would have been lower by Rs. 6.65 and net block for the current year would have been lower by Rs. 6.65.

In the previous year, based on technical estimates, the Company had re-estimated the useful lives of certain category of Fixed Assets (given on hire) with effect from April 01,2009. Had the Company continued to use the earlier basis of providing depreciation, the depreciation and loss for the previous year would have been lower by Rs. 6.48 and net block for the previous year would have been higher by Rs. 6.48.

2) Capital Commitments:

Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. 1.72 (March 31,2010: Rs.0.95).

Notes annexed to and forming part of the accounts as at and for the year ended March 31,2011 (All amounts in Rs. Crore except for share data or as otherwise stated)

(6) Contingent Liabilities not provided for:



(a) Claims against the Company not acknowledged as debts 2.92 8.41

(b) Outstanding bank guarantees (excluding performance obligations) 311.55 243.20

(c) Guarantees issued by bankers, financial institutions on behalf of the

Company towards performance obligations 618.12 616.56

(d) Corporate Guarantees towards performance obligations of the Company 58.03

(e) Direct and indirect taxes under dispute 43.29 60.04

(f) Liquidated Damages 43.85 84.62

(g) Preference Dividend (including dividend tax) Refer Note 31 (b) below

(h) The Company has Guaranteed to the lenders to make good the shortfall, if any, on redemption of Pass Through Certificates issued by Maytas Investment Trust as per the CDR terms (refer note 7(d) below). (i) Consequent to announcement by erstwhile chairman of Satyam Computers Services Limited on January 7,2009, Serious

Fraud Investigation office (SFIO) has initiated investigations on various matters pertaining to the Company which are on going. The SFIO has submitted its reports relating to various findings and has issued notices for prosecution for seven alleged violations against the Company and others. While the Company has not accepted these violations, in order to settle these issues, the Company is in the process of filing compounding applications for these alleged violations. It is not practicable to estimate the time frame by which the aforesaid disputes would be settled. Based on the internal assessment and /or legal opinion, the Management is confident that for the above mentioned contingent liabilities, no provision is required to be made as at March 31,2011.

(m) Going Concern:

The Company has recorded a net profit of Rs. 2.91 for the year and has accumulated losses of Rs. 432.42 as at March 31, 2011. During the year, the Company has got contracts for new projects and has bid for many other projects. The Management is confidentthatthe Company will be able to generate profits in future years and meet its financial obligation as they arise. The accompanying Financial Statements have been prepared on a going concern basis based on cumulative impact of following mitigating factors:

(a) The Company has an order book of Rs. 7,100 approximately (includes its share in Joint Venture) as at March 31,2011.

(b) The Management and the Government nominee directors on the board have taken significant steps for revival and restoration of operations of the Company.

(c) The promoters, Infrastructure Leasing and Financial Services Limited (IL&FS), have provided liquidity support of Rs. 55 (repayment schedule not specified) to the Company in terms of the Company Law Board order and also have arranged Rs. 85.11 by way of loan and Rs. 5 towards non-fund based limits.

(d) The Company had obtained an approval for the Debt Restructuring from the CDR Empowered Group in July 2009. Upon induction of IL&FS as the new promoter in the previous year, the scheme had been modified and approval of Lenders was obtained at its meeting held on March 30,2010. The Company has obtained formal Letter of Approval dated June 26,2010 from the CDR Empowered

Group incorporating attendant terms and conditions and based on an independent opinion the impact of the CDR scheme had been given in the financial statements of the previous year. The Master Restructuring Agreement (MRA) was executed on September 27,2010. '

The salient features of MRA are as follows:

- Repayment of Term Loan has been restructured over a period of 6 years, commencing September 30, 2010. Accordingly the Company has made 32% repayment of Term Loan on September 28, 2010. Balance loan repayments would commence from financial year 2013- 14.

- Fund based working capital facility has been carved out based on the drawing power of the Company.

- Restructuring of Interest rates, payable monthly @ 7% p.a. for the financial year 2010-11 and stepped up over the period of loan with varying rates thereafter.

- ConversionofdebtofRs.250into6%OptionallyConvertible Cumulative Redeemable Preference Shares.

- Conversion of accrued interest upto March 2010, into a Funded Interest Term Loan (FITL) and issuance of Preference (carrying 6% coupon rate) / Equity Capital to discharge the FITL obligation.

- In the previous year, pursuant to the Debt Restructuring Programme, the Company had settled an irrevocable trust, namely, Maytas Investment Trust (Trust). The Company had transferred its investments aggregating to Rs. 310 in diverse BOT Projects at fair value aggregating to Rs. 575 to the Trust. During the financial year, the Trust has fully redeemed the Pass Through Certificates issued to the lenders under the CDR scheme along with the accumulated yield till the date of redemption by way of selling certain investments for an amount of Rs. 220 and by issuing fresh Pass Through Certificates of Rs. 400, of which Rs. 150 were purchased by the Company. The Company is liable for short fall, if any, that may arise in eventual settlement of the PTCs through an orderly disposal of BOT investments. The Company does not currently envisage any shortfall on this account.

- Fresh Term Loans of Rs. 300 and additional non fund based limits of Rs. 200 were sanctioned during the year.

(e) The Company has entered into One Time Settlements (as discussed in detail in note 9 below) with five more banks during the financial year which were not part of CDR Scheme.

(f) During the year, the Company has allotted 15,459,133 Equity shares of Rs. 10 each at a premium of Rs. 185.30 per share against receipt of an amount of Rs. 301.93 from SBG Projects Investments Limited (SBGPIL) on July 30, 2010. The Company Law Board has approved induction of four nominee Directors of SBGPIL on the Board of the Company. Pursuant to this Investment, SBGPILand IL&FS have announced an Open Offer to acquire further 20% of

the Equity Shares of the Company as per SEBI (Substantial Acquisition of Shares and Takeover) Regulations, 1997. The Open Offer commenced on March 30,2011 and closed on April 18,2011. SBGPIL and IL&FS acquired 14,563,755 equity shares of the Company in the Open Offer.

(8) During the year, the Company has invested Rs. 0.10 in equity shares of Maytas Properties Limited (MPL) constituting 40% of the post issue paid up share capital of MPL pursuant to the order passed by the Honorable Company Law Board on January 13,2011 allowing IL&FS group (consisting of IL&FS, IL&FS Financial Services Limited and the Company) to be the new promoters of MPL. Further, the Company has acquired 100% stake in Angeerasa Greenfields Private Limited, Ekadanta Greenfields Private Limited and Saptaswara Agro-farms Private Limited.

(9) One Time Settlements fOTS) with Lenders:

The Company had made OTS proposal to certain banks, which were not part of CDR scheme. The cutoff date considered was December 31,2008. During the year, the Company has entered into One Time Settlement with five more banks and the resultant gain on settlement has been accounted for as an exceptional item amounting to Rs. 110.21 (March 31, 2010: Rs. 121.63). With these One Time Settlements, the Company has completed settlements with all banks which were outside the purview of CDR Package.

(11) Status of Cancelled Projects:

As at March 31,2011, balances against cancelled projects of Rs. 12.68 (March 31,2010: Rs. 63.70) is recoverable against current and fixed assets.

The Management has evaluated the recoverability of the aforesaid current assets and fixed assets deployed on these projects as on March 31,2011. Based on such evaluation / reconciliation / amicable settlement, provision / write-offs aggregating to Rs. 50.78 (including Rs. 13.45 for provision for performance bank guarantee invoked) [March 31,2010: Rs. 85.21 (including Rs. 54.69 for provision for performance bank guarantee invoked)] have been made in the accounts.

(12) Inter Corporate Deposits:

Priorto April 01,2009 the erstwhile promoters had given Inter Corporate Deposits aggregating to Rs. 391.64 to various companies. As at March 31, 2011, the outstanding balance of Inter Corporate Deposits to various companies aggregated to Rs. 415.63 [including Rs. 71.85 to Maytas Properties Ltd (MPL)]. Of the foregoing, documentary evidences had been established that, foran amount of Rs. 323.78, Satyam Computer Services Limited (SCSL) is the ultimate beneficiary and for which a claim together with interest receivable had been lodged by the Company. SCSL had accounted certain liability in its Audited Consolidated Statement of Assets and Liabilities as at March 31,2011 as "Amounts Pending Investigation Suspense Account (Net) Rs. 1,230.40". Management is of the opinion that the claim made by the Company on SCSL is included in the amount disclosed by them in their Audited Accounts. The Company is confident of recovering the Inter Corporate Deposits together with interest due thereon.

During the year, the Company has accrued gross interest income of Rs. 23.59 (including Rs. 14.80 of earlier years) on Inter Corporate Deposit given to MPL

(13) Bank Guarantees Invoked:

During the current year, Bank Guarantee aggregating to Rs. 14.50 provided as security against performance guarantee given to a customer has been invoked. The bank has adjusted an amount of Rs. 0.74 against margin money deposit lying with it and the balance amount was paid by the Company.

In the previous year, Bank Guarantee aggregating to Rs. 172.36 provided as security against loans availed, mobilization advance received from customers, performance guarantees given to customers and guarantee given to suppliers had been invoked. Pursuant to the CDR scheme (as referred in para 7(d) above) the amount under Bank Guarantee Devolved Account had been transferred to term loan and working capital loan account.

(14) Hyderabad Metro Rail Project:

During the earlier years, Government of Andhra Pradesh had cancelled the Hyderabad Metro Rail Project entered into by Maytas Metro Limited, a Subsidiary of the Company

(by virtue of its current shareholding) and had invoked bank guarantees of Rs. 60 given as bid security and forfeited Rs. 11 given as part of the bid offer in the form of additional concession fee.

The Company had filed a writ petition challenging the termination of the contract. The Honorable High Court of Andhra Pradesh has ordered a status quo. Pending decision of the High Court, the Company as a matter of prudence had written off Rs. 60 towards bid security invoked and Rs. 11 towards additional concession fees paid by the Company on behalf of Maytas Metro Limited during the Financial Year 2009-10.

(15) Deferred Tax:

The Company has no deferred tax liability as at March 31, 2011. Deferred tax assets on timing differences have not been recognised as at March 31, 2011 in the absence of virtual certainty of future taxable profits.

In the previous year, the Company had deferred tax liability of Rs. 2.31. Deferred tax assets on timing differences on the basis of virtual certainty had been restricted to the extent of deferred tax liability and no net deferred tax asset had been recognised.

(17) Provision for Liquidated Damages:

Liquidated damages are levied as per the terms of the contract for delayed execution of works or delayed achievement of agreed milestones. For all projects in progress, Management has estimated the probability of levy of liquidated damages, if any, based on completion date as per the contract, extension of time granted by the customer, etc,. Accordingly provision made for liquidated damages is as under:

(18) Share Capital:

(a) Initial Public Offer:

The Company had issued 8,850,000 equity shares pursuant to its Initial Public Offer (IPO) in October 2007 and allotted shares on October 17,2007 after filing prospectus dated October 11,2007 with Registrar of Companies. These shares were listed on BSE and NSE w.e.f October 25,2007.

The projected utilization as per the prospectus has been varied by revising / re-scheduling to the extent of Rs. 105.40 in view of the competitive and dynamic nature of business and considered as fully utilized in the previous year, which is ratified by the share holders in the Annual General Meeting held on November 09,2009.

(19) Retirement Benefits:

(a) Disclosures related to Defined Contribution Plan:

Provident fund contribution and ESI contribution recognized as expense in the Profit and Loss Account Rs. 2.51 (March 31, 2010: Rs. 2.61)

(b) Disclosures related to Defined Benefit Plan:

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days last drawn salary for each completed year of service. The scheme is unfunded.

The following tables summarize the components of net benefit expense recognised in the Profit and Loss Account and amounts recognised in the Balance Sheetforthe respective plans.

(26) (I) Related party transactions (not disclosed elsewhere in these financial statements): (a) Names of related parties and relationship with the Company:

- Subsidiaries

1. Maytas Mineral Resources Limited*

2. Maytas Infra Assets Limited

3. Maytas VasishtaVaradhi Limited

4. Maytas Metro Limited

5. Angeerasa Greenfields Private limited

6. Saptaswara Agro - Farms Private Limited

7. Ekadanta Greenfields Private Limited

* Closed Operations on March 30,2011

- Step down Subsidiaries of Maytas Infra Assets Limited

1. Dardu Power Private Limited*

2. Par Power (Arunachal Pradesh) Private Limited*

* Closed Operations on March 29,2011

- Investing party in respect of which the reporting enterprise is an associate 1. Infrastructure Leasing & Financial Services Limited

- Joint Ventures

1. Maytas-SNC(JV)

2. NCC- Maytas (JV) U 1

3. Himachal (JV)

4. NEC-NCC-Maytas (JV)

5. Maytas-NCC (JV) Irrigation

6. NCC-Maytas (JV)

7. Maytas-CTR(JV)

8. Bangalore Elevated Tollway Limited*

9. WesternUPTollwayLimited*

10. Hyderabad Expressways Limited*

11. Machilipatnam Port Limited*

12. Pondicherry Tindivanam Tollway Limited*

13. NCC-Maytas-ZVS(JV)

14. GulbargaAirport Developers Private Limited

15. Shimoga Airport Developers Private Limited

* Sold to Maytas Investment Trust in pursuant to the CDR Scheme (as referred in para 7 (d) above).

* Investment in the entity disposed off during the previous year.

- Associates

1. Himachal Sorang Power Limited

(formerly known as Himachal Sorang Power Private Limited)*

2. Cyberabad Expressways Limited*

3. Maytas Properties Limited

* Sold to Maytas Investment Trust in pursuant to the CDR Scheme (as referred in para 7(d) above)

- Key Management Personnel

1. Mr.VimalKishoreKaushik*

2. Mr.TejaRaju$

* Joined wef January 08,2010

$ Ceased to be director in the Company w e f September 29,2009

(29) Segmental Reporting:

The Company's operations fall into a single business segment "Construction and Infrastructure Development" and single geo- graphical segment; hence the financial statements of the enterprise represent single Segmental Reporting.

(v) Previous yearfigures have been disclosed in italics.

(vi) The above joint ventures have contingent liabilities amounting to Rs. Nil (March 31, 2010: Rs. Nil) and capital commitments outstanding as at March 31,2011 amounting to Rs. Nil (March 31,2010: Rs. Nil).

(vii) All the aforesaid entities are incorporated in India.

(b) The Company has the following joint ventures, which are in the nature of jointly controlled operations:

- Maytas KBL (JV)

- Maytas KCCPL Flow more (JV)

- Maytas MEIL KBL (JV)

- Maytas MEIL ABB AAG (JV)

- MEIL Maytas ABB AAG (JV)

- MEIL Maytas KBL (JV)

- MEIL Maytas WIPL (JV)

- MEIL Maytas AAG (JV)

- MEIL -SEW- Maytas - BHEL (JV)

- L&TUBL Maytas (JV)

- Maytas-Rithwik(JV)

- Maytas Sushee(JV)

- Maytas Gayatri Consortium

The Company's share in assets, liabilities, income and expenditure are duly accounted for in the accounts of the Company in accordance with such division of work as per the work sharing arrangements and therefore does not require separate disclosures. However, joint venture partners are jointly and severally liable to clients for any claims in these projects.

(34) Since the materials meant for execution of the construction projects are of different nature and specifications, it is not practicable to disclose the quantitative information in respect thereof.

(38) Previous year's figures have been regrouped / rearranged to conform to those of the current year.

(39) All amounts less than Rs. 0.01 have been disclosed as Rs.0.00.

 
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