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Notes to Accounts of Jaiprakash Associates Ltd.

Mar 31, 2023

“2.1” Addition in Plant & Equipment includes '' Nil Lakhs [Previous year '' Nil Lakhs] on account of exchange difference during the year.

“2.2” Building includes '' 750/- [Previous year '' 750/-] for cost of shares in Co-operative Societies.

“2.3” Property, Plant & Equipment to the extent of ''11,08,881 Lakhs (Gross Value including CWIP) (Previous Year ''11,29,998 Lakhs) and '' 5,67,829 Lakhs (Net Value) (Previous Year '' 5,99,444 Lakhs) are given as security for availing financial assistance from lenders. Details of exclusive security may be referred from Note No.13.

“2.4” For Disclosure of contractual commitments for the acquisition of Property, Plant & Equipment refer Note No.33.

“2.5” Adjustable receipts against Contracts includes advances received against hypothecation of certain plant and equipments having gross value of '' 13067 Lakhs (Previous Year '' 9951 Lakhs) and Net Value of '' 10736 Lakhs (Previous Year '' 8161 Lakhs).

“2.6” Leasehold Land represents land taken under finance lease/perpetual lease. Property, Plant & Equipment other than lease hold land does not includes any assets taken or given on finance lease.

“2.7” Borrowing cost capitalised during the year is Nil [Previous year Nil]

“2.8” For Disclosure of lease assets refer Note No.61

“2.9” The title deeds of all the immovable properties (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee), are held in the name of the Company, except some immovable assets in the name of amalgamated/merged entities are disclosed below: _

“3.1” The Trusts at Sl.No.[IV] are holding shares of 18,93,16,882 Equity Shares [Previous Year 18,93,16,882] of '' 2/- of Jaiprakash Associates Limited, the sole beneficiary of which is the Company. The Market Value of Shares held in Trusts is '' 13158 Lakhs [Previous Year ''15713 Lakhs]

“3.2” As at 31st March 2023, management has considered that the losses suffered by Jaypee Agra Vikas Limited, subsidiary company and the erosion of its net worth indicate an impairment in the carrying value of the investment. Accordingly, the management has carried out an impairment assessment and has estimated a provision of ''1451 lakhs in subsidiary company as a diminution in the carrying value of its investment

As at 31st March 2022, management has considered that the losses suffered by Jaypee Agra Vikas Limited, subsidiary company and RPJ Minerals Limited, associates company and the erosion of its net worth indicate an impairment in the carrying value of the investment. Accordingly, the management has carried out an impairment assessment and has estimated a provision of ''1278 lakhs in subsidiary company and ''309 lakhs in associates company as a diminution in the carrying value of its investment.

The carrying value of exposure in group companies are determined by the Company on evaluation of their financial statements. The Company uses judgment to select from variety of methods and make assumptions which are mainly based on conditions existing at the end of each reporting period.

“3.3” Hon''ble Supreme Court vide its Order date 24.03.2021 exercising its powers under Article 142 of the Constitution of India directed IRP of Jaypee Infratech Limited to complete the CIRP in accordance with the Code and allowed IRP to invite modified/ fresh resolution plans from Suraksha Realty and NBCC respectively. Principal Bench, NCLT vide its Order dated 07.03.2023 has approved the plan of M/s Suraksha Realty alongwith Lakshdeep Investments and Finance Private Limited. YEIDA, Income Tax, Shri Manoj Gaur [in capacity of personal guarantor for loan obtained by Jaypee Infratech Limited] and JAL has appealed against the Order of Principal Bench, NCLT dated 07.03.2023. The matter is still pending adjudication. Details may be referred in Note No. 44.

“3.4” Yes Bank Limited has invoked pledge/ non disposal undertaking of 28,09,66,000 Equity shares of BJCL held by the Company and assigned in favour of Assets Care & Reconstruction Enterprise Limited (ACRE) vide Assignment Agreement dated 26th September, 2018. Details may be referred in Note No. 40.

“3.5” Yes Bank Limited vide Deed of Assignment dated 27th December, 2017 has invoked pledge of 50,000 Equity shares of YETL held by the Company and assigned in favour of Suraksha Asset Reconstruction Private Ltd (SARPL). Details may be referred in Note No. 41.

“3.6” The Company has complied with the requirements of the number of layers prescribed under clause (87) of section 2 of the Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017.

“3.7” On 27th May 2022, 43,50,000 equity shares of '' 10/- each of Jaypee Fertilizers & Industries Limited [JFIL] have been allotted to the Company in consideration of conversion of 43,50,000 10% compulsory convertible preference shares into equity shares. The converted equity shares rank pari-passu with the existing equity shares of JFIL.

“3.8” 25,00,000 11% Cumulative Redeemable Preference shares of ''100/- each aggregating to '' 2500 lakhs allotted by

Himalyan Expressway Limited on 05.12.2012, redeemable on expiry of ten years from the date of allotment, as consented by the Company vide letter dated 12.11.2022, has been extended for 2 years i.e. upto 04.12.2024 on 18.11.2022 on the same terms and conditions.

“3.9” 1,02,12,000 12% Non Cumulative Redeemable Preference shares of '' 100/- each aggregating to '' 10212 lakhs allotted by

Jaypee Agra Vikas Limited on 28.03.2013, redeemable on expiry of ten years from the date of allotment, in terms of Board Resolution dated 12.11.2022 of the Company, has been extended for 5 years i.e. upto 27.03.2028 on the same terms and conditions

“3.10” 15,00,000 12% Non Cumulative Redeemable Preference shares of '' 100/- each aggregating to '' 1500 lakhs allotted by Himalyaputra Aviation Limited on 23.03.2013, redeemable on expiry of ten years from the date of allotment, in terms of Board Resolution dated 12.11.2022 of the Company, has been extended for 5 years i.e. upto 22.03.2028 on the same terms and conditions.

“3.11” 2,93,64,000 12% Non Cumulative Redeemable Preference shares of '' 100/- each aggregating to '' 29364 lakhs allotted by Jaypee Ganga Infrastructure Corporation Limited on 25.03.2013, redeemable on expiry of ten years from the date of allotment, as consented by the Company vide letter dated 15.02.2023, has been extended for 5 years i.e. upto 24.03.2028 on 10.03.2023 on the same terms and conditions.

“3.12” Market value of quoted investment in equity shares of Jaypee Infratech Limited has been considered '' Nil as the trading in equity shares of Jaypee Infratech Limited have been suspended w.e.f. 08 March 2023, pursuant to approval of the resolution plan by Hon''ble NCLT Principal Bench New Delhi.

“3.13” Madhya Pradesh State Mining Corporation Ltd. (MPSMCL), the holding company of MP Jaypee Coal Fields Limited [MPJCFL] informed that Madhya Pradesh State Mining Department has given approval to initiate process for voluntary winding up of MPJCFL. MPJCFL in the EGM held on 06.02.2023 has appointed Liquidator for voluntary winding up of the MPJCFL, associate Company.

“5.1” The Company has provided interest free unsecured loan during F.Y 2011-12 of ''17800 lakhs (''11331 lakhs as on 31st March, 2023 valued at amortised cost) as sub ordinated debt in compliance of loan agreement between ICICI Bank Ltd. and wholly owned subsidiary company, Himalyan Expressway Ltd. (HEL). The loan given to HEL is repayable to the company after the repayment of loan facility provided by bank to HEL.

“5.2” Loan to subsidiary company''s maximum balance during the year is '' 11331 lakhs [Previous Year ''10117 lakhs].

“5.3” There are no loans or advances in the nature of loans granted to Promoters, Directors, KMPs and their related parties (as defined under Companies Act, 2013), either severally or jointly with any other person, that are:

(a) repayable on demand; or ; (b) without specifying any terms or period of repayment

“6.1” Term Deposits with Banks with Maturity more than twelve months [non current] includes '' 9929 Lakhs [Previous Year '' 7242 Lakhs] pledged as Guarantees / Margin Money / under lien with Banks, Government Departments and Others.

“6.2” Unbilled Revenue represents revenue recognised based on input method over and above the amount due from the customers as per the agreed payment schedule.

“6.3” Non-Current Security deposit include security deposit of '' 60 lakhs [Previous Year '' 60 lakhs] given to private limited company in which director of the Company is also a director.

[b] Outstanding Term Loans and Non Convertible Secured Debentures as stated in Note No 13.2[a], 13.3 [a] 1, 13.3 [a] 2 and

13.3 [a] 8 above excluding Core Area Project Loan together with all interest, liquidated damages, premia on pre-payment or on redemption, costs, expenses and other monies, stipulated in the Master Restructuring Agreement (MRA) are secured by way of First Charge ranking pari-passu over movable and immovable fixed assets pertaining to Cement Division (excluding Jaypee Super Cement Plant, Mandla (North) coal block), Power division, Hotel Division (consisting of 5 Five Star Hotels) and Engineering & Construction Division, except assets specifically charged to Lenders/Project authorities [both present and future] of the Company.

In addition to the above, the outstanding Term Loans specified as Shahabad Project Loan and are included in Note no.

13.3 [a] 1 above are further secured by first charge ranking pari-passu among Shahabad Project Lenders over movable and immovable fixed assets of Shahabad cement plant [both present and future] situated at Shahabad & Bankur Village, Gulbarga District, Karnataka of Jaypee Cement Corporation Limited, a wholly owned subsidiary of the Company.

[c] Outstanding Term Loans specified as term loans (existing), Funded Interest Term Loan & Working Capital Term Loans (excluding loan specified as Shahabad Project Loan and Core area project loan) included in Note no. 13.3 [a] 1, 13.3 [a] 2 and 13.3 [a] 8 above together with all interest, liquidated damages, premia on pre-payment or on redemption, costs, expenses and other monies, stipulated in the Master Restructuring Agreement (MRA) are also secured by way of Second Charge ranking pari-passu over movable and immovable fixed assets of Shahabad cement plant [both present and future] situated at Shahabad & Bankur Village, Gulbarga District, Karnataka of Jaypee Cement Corporation Limited, a wholly owned subsidiary of the Company.

[d] Outstanding Term Loans specified as Hold Back Loans stated at Note no. 13.3 [a] 9 above & 13.5 [c] below together with all interest, liquidated damages, premia on pre-payment or on redemption, costs, expenses and other monies, stipulated in the Master Restructuring Agreement (MRA) are secured by First Charge ranking pari-passu over movable and immovable fixed assets of Jaypee Super Cement Plant of the company [both present and future] situated at Uttar Pradesh. The Loan was to be repaid on redemption of “Series A Redeemable Preference Shares” aggregating '' 1000 Crores post transfer of Jaypee Super Plant to Ultratech Cement Limited (UTCL), the transfer of which was subject to the satisfaction of conditions precedent as mentioned in the sanctioned scheme between the company and UTCL for transfer of identified Cement Plants. However, UTCL''s failed to redeem “Series A Redeemable Preference Shares” within the permissible time that expired on 28th June 2022. In event of conditions precedent could not be complied with, Hold Back Loans is repayable over the next 15 years through equal quarterly instalments, commencing from 30th September 2022.

[e] Outstanding Term Loans specified as Core Area project loan included at Note no. 13.3 [a] 1 above along with BG facility (devolved) of '' 10000 Lakhs by Punjab & Sind Bank at Note No.13.15 below together with all interest, liquidated damages, premia on pre-payment or on redemption, costs, expenses and other monies, stipulated in the Master Restructuring Agreement (MRA) are secured by way of First Charge ranking pari-passu on all immovable and movable fixed assets pertaining to the core area sports infrastructure project [both present and future] and second pari-passu charge on all the current assets including receivables pertaining to the aforesaid sports infrastructure project.

[f] Loans given by Lenders are further secured by exclusive security given to specific Lenders. Details of exclusive security as per Master Restructuring Agreement/ Specific agreement is given below:

(i) State Bank of India

(1) First Charge over 3.78 acres of Commercial Land situated at Sector - 128, Noida, (carrying value '' 3,341 lakhs)

(2) First charge ranking Pari passu over 37.763 hectare Land Situated in Chindwara, M.P, and assets related to

Mandla (North) Coal Mine (carrying value '' 2,433 lakhs) for term loan and Bank Guarantee Facility given for Mandla (North) Coal Block by State Bank of India.

(ii) ICICI Bank Limited

(1) First charge on all immovable properties admeasuring 100 acres of Land of Jaypee Infratech Ltd., situated at Village - Tappal, Tehsil - Khair, Distt. - Aligarh, Uttar Pradesh together with all buildings and structures thereto and all Plant & Machinery attached to the earth or permanently fastened to anything attached to the earth, both present and future.

(2) pledge of 18,93,16,882 equity shares of the Company held in various Trusts, Company being the sole beneficiary of the trusts.

(3) pledge of 7,50,000 11% Cumulative Preference Shares of Himalyan Expressway Limited held by the Company.

(4) pledge of 1,02,12,000 12% Cumulative Preference Shares of Jaypee Agra Vikas Limited held by the Company.

(iii) Standard Chartered Bank

(1) First charge ranking pari passu by way of equitable mortgage by deposit of title deed over the land admeasuring 355.84 acres at Jaypee Greens Golf Course, Greater Noida, Uttar Pradesh (carrying value '' 25,141 lakhs).

(2) First charge ranking pari passu by way of equitable mortgage over commercial land admeasuring 17.6892 acres situated at village Sultanpur, Noida, Uttar Pradesh and Village Wazidpur, Noida, Uttar Pradesh (carrying value '' 39,844 lakhs). The Company has entered into an “Agreement to Sell” with Jaypee Infratech Limited on 15.12.2009 for purchase of 17.6892 acres of commercial land and entire sale consideration has been paid.

(3) Pledge of 9,41,25,000 Equity Share of Jaypee Cement Corporation Limited, held by the Company.

(4) First charge over 30.33 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh (carrying value '' 19,805 lakhs).

(iv) Asset Care & Reconstruction Enterprise Limited (assigned by Yes Bank Limited)

(1) First charge over 2.5 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh (carrying value '' 7,601 lakhs).

(v) The Karur Vysya Bank Limited

(1) First charge over 2.53 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh (carrying value '' 1,652 lakhs).

(vi) The South Indian Bank Limited

(1) First charge over 6.19 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh (carrying value '' 4,042 lakhs).

[g] Term Loan sanctioned by HDFC Limited stated at Note No.13.3 [a] 3 above is secured against first & exclusive charge by way of Registered Mortgage over (a) Leasehold property admeasuring project land of 14.20 acres at Jaypee Greens which is part and parcel of 452.26 acres of the integrated Township Jaypee Greens Greater Noida, U.P alongwith construction thereon both present and future (carrying value '' 578 lakhs) (b) Leasehold property admeasuring 38.20 acres at Noida, U.P designated for the construction of Kalyspo Court 1-10 (B-1), Kalyspo Court 11,12,14,15,16 (B-3), Imperial Court 1-3 (B-2) Pelican (PD-1 & PD-2) in the integrated Township in the name and style of Wish Town, Noida, U.P (carrying value '' 3,043 lakhs). The said land is registered in the name of Jaypee Infratech Limited and entire sale consideration has been paid by the Company to Jaypee Infratech Limited, (c) First Charge on Project Land/FAR of 97,530 Sq. feet of Town Centre Residential in Jaypee Greens, Greater Noida with construction thereon, present and future (carrying value '' 1 lakh) and (d) charge on entire sale proceeds / receivables accruing from sold and unsold area of projects referred in (a), (b) ,(c) .

Pursuant to enforcement action and subsequent realisation from sale of the part of the Secured Asset(s), the Lender has revised the terms of repayment of the balance Loan. Interest on residuary amount shall be payable at the rate of 11% per annum linked to CPLR.

[h] Term Loans sanctioned by SREI Equipment Finance Limited together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements stated at Note no

13.3 [a] 6 above is secured by Subservient Charge on current assets of the company excluding Real Estate Division. Term Loans sanctioned by SREI Equipment Finance Limited stated at Note no 13.3 [a] 7 above together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements secured by way of exclusive charge over certain Equipments of the Company.

[i] Loans stated at Note No.13.3 [a] 10 above includes loans to be transferred to Jaypee Infrastructure Development Limited (JIDL) as per the scheme of arrangement between the company and JIDL filed with Hon''ble National Company Law Tribunal, Allahabad and sanction of the scheme is awaited. It also includes loans which has been considered to be settled against the identified real estate inventory of the company.

[j] Outstanding amount of Term Loans included in Note No. 13.3 [a] 10 above (excluding loans to be settled against the identified inventory of the Company), non convertible debentures at Note No.13.2 [a] and 13.5 [b] below which are proposed to be transferred as part of SDZ Real Estate undertaking are to be secured by way of 1st pari-passu charge on identified land of Non-Core Area and Project Assets situated at Jaypee Sports City near F-1 Stadium, Special Development Zone [SDZ], Sector-25, Gautam Budh Nagar, Uttar Pradesh being part of SDZ Real Estate undertaking to be transferred as specified in the Scheme of Arrangement between JAL and JIDL filed with Hon''ble National Company Law Tribunal, Allahabad (sanction of Scheme is awaited from Hon''ble NCLT), save and except exclusive security over certain assets created in favour of specific lenders are given below:

(i) Canara Bank

(1) First charge over 25.007 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh (carrying value '' 16,330 lakhs).

(ii) State Bank of India

(1) First charge over 22.2078 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh (carrying value '' 14,502 lakhs).

(2) First charge over 57.13 acres of Residential Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh (carrying value '' 37,306 lakhs).

(iii) IFCI Limited

(1) First charge over 5.48 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh (carrying value '' 3,578 lakhs).

(iv) United Bank of India (merged with Punjab National Bank)

(1) First charge over 13.00 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh (carrying value '' 8,489 lakhs).

(v) Allahabad Bank (merged with Indian Bank)

(1) First charge over 8.70 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh (carrying value '' 5,681 lakhs).

[k] Land admeasuring 588.42 acres of the Company (forming part of Non-Core Area ) at Jaypee Sports City near F-1 Stadium, Special Development Zone [SDZ], Sector-25, Gautam Budh Nagar, Uttar Pradesh (carrying value '' 384,238 lakhs) and all assets of the company being part of SDZ real estate undertaking proposed to be transferred to JIDL as per Scheme of arrangement between the Company and JIDL. The charge on this land shall be vacated and new charge in JIDL shall be created in accordance with the Note No.13.3(j) above.

[l] (i) Interest rate applicable on loans stated at Note No.13.3 [a] 1, 13.3 [a] 2, 13.3 [a] 8 and 13.3 [a] 9 is sanctioned at

9.50% per annum with annual reset clause linked with 1 year MCLR of the respective lenders.

(ii) Interest rate applicable on loans stated at Note No.13.3 [a] 3 is 11% per annum as per revised terms sanctioned and is linked with corporate prime lending rate (CPLR) of the lender.

(iii) Interest rate applicable on loans stated at Note No.13.3 [a] 4 & 13.3 [a] 5 is 9.50% per annum.

(iv) Interest rate applicable on loans stated at Note No.13.3 [a] 6 and 13.3 [a] 7 is 13% per annum, linked with benchmark rate of the lender.

(v) Interest rate applicable on loans stated at Note No.13.3 [a] 10 is simple 9.50% per annum.

[m] Security includes security created / yet to be created / to be modified in accordance with the scheme of Restructuring/ Reorganization/Realignment of debt and other agreement with the Lenders.

[n] Outstanding amount of long term debts from Banks, Financial Institutions and Non Banking Financial Institutions included in current maturities of long term debts as at 31.03.2023 includes principal overdues amounting to '' 1,02,661 Lakhs. Interest accrued and due on borrowings amounting to '' 179,105 Lakhs as at 31.03.2023, both principal and interest overdues pertain to the F.Y 2018-19, FY 2019-20, FY 2020-21, FY 2021-22 & FY 2022-23.

[o] Loan outstanding as on Balance sheet date are after considering loans which are partly / fully paid before their respective due dates.

“13.4” Details of Foreign Currency Convertible Bonds (Unsecured) at Note No.13[II]A are given as under :

[a] The Company has issued Foreign Currency Convertible Bonds [FCCB-2017] comprising of 110400, 5.75% Series A Convertible Bonds due September 2021 of USD 350 each aggregating to USD 38.640 Million and 110400, 4.76% Series B Non Convertible Bonds due September 2020 of USD 740 each aggregating to 81.696 Million at par on 28.11.2017. These Bonds were issued in exchange of outstanding existing Bonds. Series A Bonds [FCCB-2017] are convertible into equity shares of '' 2/- each fully paid at the conversion price of '' 27 per share, subject to the terms of issue, with a fixed rate of exchange of '' 64 equal to USD 1.00 at any time on or after 28.11.2018 and prior to the close of business on 23.09.2021. Unless converted, the Series A Bonds are repayable in 4 equal quarterly instalments commencing from 31.12.2020 till 30.09.2021. Series B Bonds are repayable in structured quarterly instalments from 31.03.2018 till 30.09.2020.

As at 31.03.2023, 83715 Series A Bonds aggregating to USD 29.30 Million and 110400 Series B Bonds aggregating to USD 46.040 Million are outstanding [Previous year, 83715 Series A Bonds aggregating to USD 29.30 Million and 110400 Series B Bonds aggregating to USD 46.040 Million are outstanding].

During the previous Financial year, FCCBs aggregating to USD 4.370 Million were converted into 1,03,57,925 Equity Shares of '' 2/- each at a conversion price of '' 27 per share.

[b] Outstanding amount of Foreign Currency Convertible Bonds included in current maturities of long term debts as at 31.03.2023 includes principal overdues amounting to USD 75.340 Million [equivalent to '' 62,209 Lakhs]. Interest amounting to INR 7314 Lakhs for the current year has not been provided on outstanding Foreign Currency Convertible Bonds (FCCBs). Further, interest provided on FCCBs till 31.03.2022 aggregating '' 17533 Lakhs has been written back as Exceptional item during current year. The above is in view of the ongoing discussions with the Bondholders for settlement/ conversion of the outstanding FCCBs into equity and waiver of interest. On conclusion of the negotiations, interest, if any, payable would be treated as expenses in the subsequent periods. Principal overdues pertain to the FY 2018-19, FY 2019-20, FY 2020-21, FY 2021-22 & FY 2022-23.

“13.6” The Company accepted Fixed Deposit till 31.03.2014 under Fixed Deposits Scheme from Public which are repayable in one year, two years and three years. The Company has repaid all its outstanding Fixed Deposits and interest thereon in terms of the acceptance thereof, within the extension of time granted by the Hon''ble National Company Law Tribunal, Allahabad regularizing all such payments vide its Order dated 23.10.2017 except for only 2 FDs aggregating approx. '' 2 lacs (including interest) which could not be repaid due to various reasons including Prohibitory Orders from various Government Agencies, unavailability of particulars of depositor/their complete addresses, etc. The amount payable on such FDs has been deposited in a separate Bank Account and the same shall also be repaid in due course in terms of the aforesaid Order of Hon''ble National Company Law Tribunal.

Certain cheques/ warrants etc. issued by the company towards repayment of deposit to the depositors, are yet not presented in Bank by the Depositors.

“13.7” Deferred payment of Land is the amount payable to Yamuna Expressway Industrial Development Authority [YEIDA] by way of half yearly instalments for the land admeasuring 1085.3327 hectares [Inclusive of 99.9320 hectares for Village Development and Abadi Extension] allotted to the Company. Lease Deeds in respect of 965.7390 hectares have been executed and lease deeds for the balance 19.6617 hectares are yet to be executed, whereas land about 14.5993 hectares remains to be allotted. Current maturities of long term debts includes principal overdue '' 55,333 Lakhs payable to authority pertains to FY 2018-19, FY 2019-20, FY 2020-21, FY 2021-22 and FY 2022-23. Interest accrued and due on borrowings includes interest overdues '' 21,204 Lakhs payable to the Authority pertains to FY 2020-21, FY 2021-22 & FY 2022-23.

Yamuna Expressway Industrial Development Authority (YEIDA) vide its communication dated 12th February 2020 has conveyed its action relating to cancellation of the Land admeasuring 1085 Hectare (Core/Non-core area) located at Special Development Zone (SDZ), Sector -25, Sports City, Greater Noida allotted to the Company interalia, on account of alleged non-payment of dues for which an agreement for deferment of instalments had already been arrived at between the parties.

The Company challenged the above order before Hon''ble Allahabad High Court. Hon''ble Allahabad High Court granted status quo & instructed company to deposit '' 100 Crores in its order dated 25th Feb 2020. The company complied with the order inspite of the pandemic related hardships.

Hon''ble High Court vide its Order dated 29.09.2022 directed Company to further deposit ''100 crores within a month with YEIDA as upfront money for YEIDA considering the proposal of the Company. The Company has complied with the direction of Hon''ble High Court. Further, Hon''ble High Court vide its Order dated 09.11.2022 directed YEIDA to consider the proposal / revised proposal (if any) made by the Company. YEIDA has since filed compliance affidavit communicating the decison of its Board on the Company''s proposal. The Company had filed its response to the proposal as filed by YEIDA. As on date, the matter is pending for adjudication.

In view of the petition filed by the Company and/or settlement of pending dues by offering proportionate Land, the carrying value of the Land and other Assets i.e. Race Track, Buildings etc is continued to be shown as an Asset of the Company and balance amount payable as liability.

“13.8” Rupee Term Loan sanctioned amounting '' 88907 Lakhs from State Bank of India outstanding of which is included in Note No 13.3 [a] 1 and interest accrued thereon along with interest accrued on ECB (now converted in to Rupee Term Loan) from State Bank of India Overseas Branch has been secured by way of Corporate Guarantee of Jaiprakash Power Ventures Ltd. [JPVL], an Associate Company.

“13.10” Lenders have assigned outstanding loan along with underlying securities as per the following:

1. Yes Bank Limited & Karnataka Bank Limited has assigned outstanding loan to Asset Care & Reconstruction Enterprise Limited

2. L& T Infrastructure Finance Company limited has assigned outstanding loan to Asset Reconstruction Company India Ltd.

“13.11” The outstanding amount of Non-Convertible Debentures (NCDs) including interest accrued thereon is secured to the extent of 57 percent on the basis of the existing security created on the certain Assets of the company by way of equitable mortgage, registered mortgage & hypothecation. However, as per the CRRP duly approved by the lenders including Debenture holders, the outstanding NCDs forming part of Bucket 2b loans referred in Note No.38 to be converted into RTL, are to be transferred to SPV and the outstanding amount of subject NCDs to the extent of principal amount is fully

secured based on the value of stipulated certain assets of the SPV to be charged on pari-passu basis in accordance with the Scheme of Arrangement for transfer of Bucket 2[b] loans along with identified assets was duly approved by the Stock Exchanges, Shareholders, Creditors and other Regulators, currently pending sanction by Hon''ble NCLT.

[B] CURRENT BORROWINGS “13.12” Secured Term Loans from Banks:

Short Term Loan given by Standard Chartered Bank is secured by way of first charge ranking pari passu by way of registered mortgage over land admeasuring 17.6892 acres situated at Village Wazidpur, Noida, Uttar Pradesh as mentioned in Note No.13.3 [f] (iii) (2) above and charge on land parcel admeasuring 11.610 acres situated at Jaypee Sports City near F1 stadium , SDZ , Sector 25, Gautam Budh Nagar being part of land referred to in Note No.13.3 [f] (iii) (4) above .

“13.13” Working Capital Loans:

The Working Capital facilities [Fund based - '' 15000 Lakhs and Non Fund based - '' 358000 Lakhs] sanctioned/ assessed as per Restructuring plan by the Consortium of 15 member Banks with ICICI Bank Limited, as Lead, are secured by way of first charge ranking pari passu on Current Assets of the Company except Real Estate Division and Sports Division i.e. Hypothecation of Stocks of Raw Materials, Work-in-Progress, Stock-in-Process, Finished Goods, Stores & Spares and Book Debts and second Charge ranking pari-pasu over movable and immovable fixed assets pertaining to Cement Division (excluding Jaypee Super Cement Plant, Mandla (North) coal block), Power division, Hotel Division (consisting of 5 Five Star Hotels) and Engineering & Construction Division, except assets specifically charged to Lenders/Project Authorities [both present and future] of the Company. Bank Guarantee Limit of State Bank of India amounting to '' 8550 Lakhs is additionally secured by mortgage over Land property bearing Pocket No. B-12 admeasuring 10500 Sq Mtr of total covered area of all proposed building (FAR) and total area of all building admeasuring 2421.662 Sq mtr situated at Jaypee Greens, Gr Noida.

Interest rate applicable on working capital loans is sanctioned at 9.50% per annum linked with 1 year MCLR of the respective lenders.

“13.14” There are reconciliation items in cash credit accounts with banks aggregating '' 20,155 lakhs. These are mainly on account of interest rate charged by some working capital lenders which is not in accordance with rate agreed as per restructuring scheme sanctioned by lenders and other reasons.

“13.15” Bank Guarantee Devolvement

Yamuna Expressway Industrial Development Authority [YEIDA] has invoked Bank Guarantee (BG) of ''10000 Lakhs, issued by Punjab & Sind Bank during the financial year 19-20 . The BG Facility was secured alongwith Loan facillity specified at Note No.13.3 [e] above. Amount outstanding as at 31.03.2022 is '' 10000 Lakhs. The same is over due since FY 19-20 and interest overdue is '' 6638 Lakhs pertaining to FY 2019-20, FY 2020-21, FY 2021-22 & FY 2022-23.

“20.1” Details of assets and liabilities of disposal group classified as held for sale are on account of the following:

“20.1.1” The Company has executed definitive agreements with Dalmia Cement (Bharat) Limited for divestment of the

Cement, Clinker and Power Plants. The consummation of the transaction is subject to certain conditions precedent, receipt of the requisite statutory approvals and necessary compliances including the approvals from the lenders/ JV partner of Company and regulatory authorities. Details may be referred in Note No. 54.

“20.1.2” The Scheme of Arrangement for transfer of its cement business comprising identified cement plants has been consummated on 29th June 2017 and with effect from the appointed date the business in its entirety is transferred to and vested in or be deemed to have been transferred to and vested in the transferee company on a going concern basis except Jaypee Super Plant located at Dalla, Distt. Sonebhadra U.P, the vesting of which was subject to the

conditions precedent. The matter is currently under Arbitration. Detail may be referred in Note No. 53.

“20.1.3” The Lenders of the Company in their Joint Lenders forum (JLF) meeting held on 22nd June, 2017 have approved restructuring/ realignment/ reorganisation of debt of the Company. As a part of restructuring/ reorganisation / realignment of the debt of the Company, the Scheme of Demerger of the Undertaking (SDZ -RE) comprising identified moveable and immoveable assets and liabilities to be transferred to and vested in the wholly owned subsidiary of the Company, namely, Jaypee Infrastructure Development Limited (JIDL) as a going concern, on a slump exchange basis is pending for sanction with NCLT Allahabad. Detail may be referred in Note No. 54.

Nature, timing of satisfaction of performance obligations and significant payment terms Cement Sales

Performance obligation is satisfied at a point in time when the control of the goods is transferred to the customer, generally on delivery of the goods. The amounts receivable from customers become due after expiry of credit period / as per agreement terms.

Real Estate Revenue

The performance obligation in case of sale of undeveloped plots is satisfied once possession is handed over and all significant risks and rewards are vested in the customer. The customer makes the payment for contracted price as per the agreements terms.

The performance obligation in case of sale of developed plots is satisfied as per agreed terms in each agreement to sell/ sub lease and offer of possession and all significant risks and rewards are vested in the customer. The customer makes the payment for contracted price as per the agreements terms.

The performance obligation in case of constructed properties is satisfied upon providing "Offer for possession" or execution of sub lease deed / sale deed and all significant risks and rewards are vested in the customer. The customer makes the payment for contracted price as per the agreements terms.

Power Revenue

The performance obligation is satisfied once the electricity has been delivered to the customer. The amounts are billed on a monthly basis and are payable within contractually agreed credit period.

Construction Contract Revenue

The Company recognises revenue from construction contracts over time, using an input method to measure progress towards complete satisfaction of the service, as the customer simultaneously receives and consumes the benefits provided by the Company. The customer makes the payment for contracted price as per the agreement terms.

Hotel and Hospitality Revenue

The performance obligation is satisfied when the services are rendered i.e. on room stay / sale of food and beverage / provision of banquet services etc.. It also includes membership fee received.

Manpower Supply

The performance obligation is satisfied over time by delivering the promised services as per contractual agreed terms as the customers simultaneously receive and consume the benefits provided by the Company. The amounts are billed on a monthly basis and are payable within contractually agreed credit period

The contract assets include unbilled revenue and unbilled work in progress that is the gross unbilled amount expected to be collected from customers for contract work performed till date.

The contract liabilities include the adjustable receipts against contracts received from customers for construction and interest payable thereon if any, amount received in excess of progress billings over the revenue recognised for the contract work performed till date, advances received from customers, adjustable maintenance security deposits received from real estate customers and advance membership fees as deferred income.

Unsatisfied performance obligations

Aggregate amount of the estimated transaction price allocated to the performance obligations that are unsatisfied / partially unsatisfied as of 31 March, 2023 are '' 680402 Lakhs and '' 218348 Lakhs for construction contracts and real estate services respectively. Management expects that about 43% [approx.] of the transaction price allocated to the unsatisfied performance obligations of construction contracts and 38% [approx.] of transaction price allocated to the unsatisfied performance obligation of real estate services will be recognised as revenue during the next reporting period. The remaining unsatisfied performance obligation will be recognised within next 2 to 5 years. The Company is applying practical expedient for unsatisfied performance obligation having original expected duration of one year or less.

Assets recognised from Costs incurred to obtain a contract with customer

The Company recognises incremental costs of obtaining a contract with a customer as an asset except in case where the amortisation period of the asset is one year or less. The Company amortises the same in consonance with the concept of matching cost and revenue.

“31.1” Exceptional Item for the financial year includes:

(i) Outstanding Written back interest provided till 31.03.2022 on foreign currency convertible bonds aggregating '' 17533 Lakhs.

(ii) Write off of ''18815 Lakhs receivables from Andhra Cement Limited (Associate company) due to implementation of resolution plan approved by Hon''ble NCLT, Amravati.

(iii) Provision of receivables of '' 6467 lakhs from MP Jaypee Coal Limited (MPJCL) (Associate company) has been provided for based on amount of compensation sanctioned by nominated authority to MPJCL pertaining to coal block cancelled during F.Y 2014-15.

(iv) Provision for diminution in value of non-current investements '' 1451 Lakhs.

(v) Provision on receivables amounting to '' 12304 Lakhs relating to Mandla North Coal Block reallotted by Ministry of Coal during FY 2022-23 post Order by Hon''ble High Court at Allahabad.

“31.2” Exceptional Item for the previous financial year includes:

Provision for diminution in value of non-current investements '' 1587 Lakhs and receivables '' 219 Lakhs.

'' Lakhs

As at

As at

31st March, 2023

31st March, 2022

NOTE No.”32” Contingent Liability not provided for in respect of:

[a]

Claims against the Company / Disputed Liability [excluding Income Tax] not acknowledged as debts

225,236

221,052

The above includes VAT/Sales Tax matter under Appeal to the extent of ''29042 Lakhs [Previous Year '' 29684 Lakhs], Excise Tax matter under Appeal to the extent of '' 27377 Lakhs [Previous Year '' 27338 Lakhs], Entry Tax matter under Appeal to the extent of '' 39407 Lakhs [Previous Year ''33920 Lakhs], Service Tax matter under Appeal to the extent of ''974 Lakhs [Previous Year '' 1861 Lakhs], Custom Duty matter under appeal to the extent of '' 8094 Lakhs [Previous Year '' 9290 Lakhs], U.P Entertainment Tax matter under appeal to the extent of '' 4573 Lakhs [Previous Year '' 4423 Lakhs], Stamp Duty matter under appeal to the extent of '' 5888 Lakhs [Previous Year '' 8729 Lakhs], Rural Infrastructure Tax matter under appeal to the extent of ''4950 Lakhs [Previous Year '' 4872 Lakhs], Electricity Duty /Cess/others matter under appeal to the extent of '' 31919 Lakhs [Previous Year '' 31109 Lakhs], Tax on Himachal Pradesh Taxation (On certain Goods Carried by Road) Act, 1999 matter under appeal to the extent of '' 25277 Lakhs [Previous Year '' 25277 Lakhs] and GST matter under appeal to the extent of '' 13879 Lakhs [Previous Year ''1419 Lakhs].. Amount deposited under Protest / under lien

81,991

81,662

Bank Guarantee deposited under Protest [included in (b) below]

20,012

20,712

[b]

Outstanding amount of Bank Guarantees

203,524

222,226

Margin Money deposited against the above

9,425

9,552

The Company has got issued bank guarantees amounting '' 12937 lakhs [Previous Year ''13341 Lakhs] by foreign banks in foreign currency on the basis of counter bank guarantee issued by Indian banks in favour of respective foreign banks.

Bank Guarantee includes Guarantee amounting to '' 8845 Lakhs [Previous Year '' 10251 Lakhs] given to Banks and Others on behalf of Subsidiaries/Joint Ventures/Associates.

[c]

Income Tax Matters under Appeal

[i] The Income Tax Assessments of the Company have been completed

24,491

17,290

upto Assessment Year 2018-19 for which the department has raised certain demands. Based on the decision of the Appellate authorities and the interpretation of relevant tax provisions, the Company understand that the additions/ demands made in the assessments are likely to be deleted or substantially reduced.

[ii] Demand towards TDS liability under Income Tax Act, 1961

3

3

[d]

[i] The Competition Commission of India (CCI) vide its Order dated

132,360

132,360

31st August, 2016 held various cement manufacturers liable for alleged contravention of certain provisions of the Competition Act, 2002 during F.Y 2009-10 & 2010-11 and interalia imposed a penalty of ''132360 lakhs on the Company. The Company had filed an Appeal against the said Order which was heard on various dates by Hon''ble National Company Law Appellate Tribunal (NCLAT). NCLAT vide its Order dated 25th July 2018 has rejected the appeals of all the cement manufacturers including that of the Company without interfering in the penalty, though, if calculated on the basis of profits earned by the Cement business, the same would have been '' 23770 lakhs only as against the penalty of ''132360 lakhs calculated on the profits for all business segments of the Company. The Company & other affected cement manufacturers filed appeal against the Order of NCLAT before Hon''ble Supreme Court which has since been admitted with the directions that the interim Order passed earlier by NCLAT in the matter will continue in the meantime. The Company''s request for rectification of Demand Notice was declined by CCI and the Company has filed a review application before Hon''ble NCLAT against the said rejection by CCI which matter is still pending.

'' Lakhs

As at

As at

31st March, 2023

31st March, 2022

Amount deposited under Protest / under lien for granting stay

2,880

2,714

[ii] The Competition Commission of India vide its other order dated

3,802

3,802

19th January, 2017 held various cement manufacturers liable for alleged contravention of certain provisions of the Competition Act, 2002 in the State of Haryana during F.Y 2012-13 to FY 2014-15 and interalia imposed a penalty of '' 3802 lakhs on the Company based on criteria of average turnover of the Company as a whole as against the ‘relevant turnover'' of ‘Cement Division''. The Company had filed an appeal against the said Order before NCLAT which has stayed the operation of impugned order and matter is pending..

[e]

The Competition Commission of India vide its other order dated 9th August, 2019 held the Company liable for alleged contravention of certain provisions of the Competition Act, 2002 with regard to its Real Estate Business in the State of Uttar Pradesh during FY 2009-10 to FY 2011-12 and imposed a penalty of '' 1382 lakhs on the Company based on the criteria of the relevant turnover of the Company. The Company has gone in appeal against the said Order before NCLAT which has stayed the operation of impugned Order subject to deposit of 10% of the penalty amount. The matter is pending.

1,382

1,382

Amount deposited for granting stay

138

138

[f]

The Hon''ble High Court of Himachal Pradesh, vide order dated 04.05.2012, imposed damages of '' 10000 Lakhs holding certain contraventions of the Water (Prevention & Control of Pollution) Act, 1974, Air (Prevention & Control of Pollution) Act, 1981 & Environment Impact Assessment Notification in respect of the Company''s Cement plant at Bagheri, Himachal Pradesh. The Company has filed Special Leave Petition before the Hon''ble Supreme Court against the said Order which is pending for disposal. As per directions of the Hon''ble Supreme Court an amount of '' 10000 lakhs has been deposited with the State Government which will remain with them and not to be disbursed during the pendency of the appeal.

10,000

10,000

Amount deposited for granting stay

10,000

10,000

[g]

As per the terms of the Agreement with the home/plot buyers rebate on account of delay in offer of possession is given at the time of offer of possession of built up property / plots. There is uncertainty in respect of estimation of liability on account of rebate to customer net of interest etc. for likely delay in possession of Built up Units under construction / plots.

The Company is accordingly accounting for said rebate on the basis of rebate allowed to the buyers at the time of offer of possession.

[h]

Certain home buyers have filed cases with National Consumer Redressal Commission, Real Estate Regulation Authority etc. for claiming delayed compensation, interest, other expenses etc. Liability may arise depending upon the outcome of the cases, however the same is currently not ascertainable.

[i]

The Company and Dalmia Cement (East) Ltd. were under dispute in relation to an agreement entered between the parties for supply of clinker by the Company to Dalmia Cement (East) Ltd. Arbitration Tribunal has awarded an award (by majority) in favour of Dalmia Cement (East) Limited. The Company has challenged the order of Arbitral Tribunal before the High Court of Delhi. The matter is pending. Refer Note No. 54 [I] (a) (i).

42,985

[j]

Liability may arise along with interest & penalty as may be applicable [currently unascertainable] on contingent liability as stated in [a] to [i] above.

NOTE No.”33” Commitments:

[a]

Estimated amount of Contracts remaining to be executed on capital account and not provided for (net of advances)

1,063

4,607

NOTE No.’

’34”

[a]

Disclosure pursuant to section 186 of the Companies Act 2013;

'' Lakhs

S.

Nature of transaction (loan given/

Purpose for which the loan/

Amount Outstanding

No.

investments made/ guarantee given/security provided)

guarantee/ security is proposed to be utilised by the recipient

As at

31st March, 2023

As at

31st March, 2022

A

Loans given:

[i]

Himalyan Expressway Limited

Funding of original project cost. Refer Note No. 5

11,331

10,117

B

Corporate Guarantees given:

[i]

MP Jaypee Coal Limited *

Corporate Guarantees given for financial Assistance granted by Lenders

3,050

2,713

[ii]

Jaypee Cement Corporation Limited*

Corporate Guarantees given for financial Assistance granted by Lenders

46,019

43,308

[iii]

Jaypee Infratech Limited**

Corporate Guarantees given for financial Assistance granted by Lenders

34,362

32,137

* Corporate Guarantee given has since been invoked, however the same has not been considered as liability in the books.

** Refer Note No. 44

The Company has entered into an development agreement with Jaypee Infra Ventures Private Limited in FY 07-08. The Company has made a provision for cost of development of Land of '' 76334 lakhs for built up area to be transferred to Jaypee Infra Ventures Private Limited in terms of the agreement.

NOTE No. “38”

The Comprehensive Re-organization and Restructuring Plan (CRRP) for the Company and Jaypee Cement Corporation Limited was duly approved by the Joint Lenders'' Forum on 22nd June, 2017, based on the recommendations of the Independent Evaluation Committee (IEC) appointed by the

Reserve Bank of India envisaging bifurcation of the entire debt of the Company into two parts - ‘Sustainable Debt'' and ‘Other Debt''. The entire outstanding debt has been put in three buckets making provisions for settlement/ continuation of each category of debt as under:

[i] Bucket 1 Debt of ''1168900 lakhs which is part of the ‘other debt'' was to be discharged against the sale of identified Cement Plants of the Company and its Wholly owned Subsidiary to UltraTech Cement Limited. The transaction of the said sale stands consummated and Bucket 1 Debt stands settled in July, 2017.

[ii] Bucket 2a Debt of '' 636700 lakhs, being ‘sustainable debt'' will continue as debt of the Company for which Master Restructuring Agreement (MRA) dated 31st October, 2017 has been executed by the concerned 32 Lenders. The terms of the MRA are being complied including creation of security in favour of Lenders.

[iii] Bucket 2b Debt of '' 1183355 lakhs ('' 1359000 lakhs original amount as reduced by '' 254355 lakhs settled through direct Debt Assets Swap), which is part of ‘Other Debt'' is to be transferred to a Special Purpose Vehicle (SPV) namely Jaypee Infrastructure Development Limited (wholly owned subsidiary of the company) alongwith identified land of the Company. The Scheme of Demerger of the Undertaking (SDZ -RE) comprising identified moveable and immoveable assets and liabilities to be transferred to and vested in the wholly owned subsidiary of the Company, namely, Jaypee Infrastructure Development Limited (JIDL) as a going concern, on a slump exchange basis is pending for sanction with NCLT Allahabad. The Scheme is duly approved by the Stock Exchanges, Shareholders, Creditors, other Regulators.

Thus, the CRRP has not only been duly finalized and agreed upon with the Lenders but also implemented, as aforesaid, well within the time recommended by the Independent Advisory Committee as per Press Release dated 13th June, 2017.

The Company has reworked the finance cost in accordance with the Lenders approved debt restructuring /realignment/ reorganisation scheme in FY 2017-18 and thereafter providing interest accordingly. The Company has provided interest expenses on the debt portion that will remain with the company in accordance with the restructuring Scheme approved and Master Re-structuring Agreement (MRA) etc. signed with the Lenders. Interest aggregating to '' 106307 lakhs for the FY 202223 ('' 616200 lakhs till 31.03.23) on debt portion which will be transferred to Real Estate SPV namely ‘Jaypee Infrastructure Development Limited (JIDL) on Order by Hon''ble National Company Law Tribunal (NCLT), Allahabad with appointed date of 01st July, 2017 has been added to the carrying cost of the Inventory/ Projects under Development in respect of SDZ Real Estate Undertaking [SDZ-RE], since the same has to be serviced from the assets/ development of Assets of SDZ-RE.

NOTE No. “39”

[a] ICICI Bank Limited on the directions of the RBI has filed a petition with Hon''ble NCLT, Allahaba


Mar 31, 2018

NOTE No. “1”

CORPORATE INFORMATION

Jaiprakash Associates Limited is a Public Limited Company domiciled in India with its registered office located at Sector-128, Noida-201304 (U.P). The shares of the Company are listed on the National Stock Exchange and the Bombay Stock Exchange. The company is mainly engaged in the business of Engineering & Construction, Manufacturing of Cement, Real Estate development, Hotel, Sports etc. The Company’s financial statements are approved for issue in accordance with a resolution of the Directors on 19th May, 2018.

“2.1” Current Investments: 6,81,03,256 Equity Shares of Jaypee Infratech Limited are held with State Bank of India [Lender] as at 31st March, 2018 on invocation of shares pledged. The same are being classified as Current Investments.

“3.1” Term Deposits with Banks with Maturity more than twelve months [non current] includes Rs.2474 Lakhs [31st March, 2017 Rs.1698 Lakhs] pledged as Guarantees / Margin Money with Banks and Others.

“3.2” Unbilled Revenue represents revenue recognised based on percentage of completion method over and above the amount due from the customers as per the agreed payment plans.

“4.1” Term Deposits with Original Maturity less than three months includes Rs.2568 Lakhs [31st March, 2017 Rs.2429 Lakhs] pledged as Guarantees / Margin Money with Banks and Others.

“4.2” Balances with Banks in Current Account in Foreign Currency includes Iraqi Dinars 27,377 Million equivalent to Rs.10 Lakhs which are not available for use by the Company.

“5.1” Term Deposits with Maturity less than twelve months includes Rs.3047 Lakhs [31st March, 2017 Rs.2752 Lakhs] pledged as Guarantees / Margin Money pledged with Banks and Others.

“5.2” Term Deposits with Maturity less than twelve months includes ‘ Nil [31st March, 2017 Nil] earmarked for repayment of Public Deposits.

“5.3” Term Deposits excludes deposits with original maturity of less than three months.

6.1 Issued, Subscribed and Paid-up Share Capital in number comprises of

Shares for consideration in cash 2,02,19,850 Equity Shares allotted under “Jaypee Employees Stock Purchase Scheme 2002”;

1.25.00.000 Equity Shares allotted under “Jaypee Employees Stock Purchase Scheme 2009”; 20,16,23,717 Equity Shares allotted for cash on conversion of Foreign Currency Convertible Bonds;

1.00.00.000 Equity Shares allotted for cash to Promoters on Preferential Basis;

6,42,04,810 Equity Shares allotted through Qualified Institutional Placement as on 06.02.2013 and 21,33,73,416 Equity Shares allotted through Qualified Institutional Placement as on 08.07.2014.

Shares for consideration other than cash

86,08,65,055 Equity Shares allotted in terms of the Scheme of Amalgamation effective from 11.03.2004; 12,43,78,825 Equity Shares allotted in terms of Scheme of Amalgamation effective from 22.08.2006; 21,80,10,985 Equity Shares allotted pursuant to Scheme of Amalgamation effective from 27.05.2009 and 70,72,80,317 Equity Shares allotted as Bonus Shares effective from 19.12.2009.

6.2 Terms / Rights

The Company has issued only one class of equity shares having a par value of Rs.2/- per share. Each holder of equity share is entitled to one vote per share. Each share is entitled to equal dividend declared by the Company and approved by the Share holders of the Company.

In the event of liquidation, each share carries equal rights and will be entitled to receive equal amount per share out of the remaining amount available with the Company after making preferential payments.

“3.1” Nature and purpose of Reserves

Equity component of compound financial instruments

This is the equity portion of the issued foreign currency convertible bonds. The liability component is reflected in financial liabilities.

Capital Reserve:

During amalgamation, the excess of net assets taken, over the cost of consideration paid is treated as capital reserve. It also include capital profits on foreign currency convertible bonds buyback, on demerger and on forfeiture of advance amount of share warrants.

General Reserve:

The Company has transferred a portion of the net profit of the Company before declaring dividend to general reserve pursuant to the earlier provisions of Companies Act 1956. Mandatory transfer to general reserve is not required under the Companies Act 2013. Also General Reserve includes reserve transfer on amalgamation/ demerger scheme in accordance with the Scheme sanctioned by Hon’ble High Courts/National Company Law Tribunal.

Securities Premium Reserve:

The amount received in excess of face value of the equity shares is recognised in Securities Premium Reserve.

Capital Redemption Reserve:

The Company has recognised Capital Redemption Reserve on buyback of equity shares from its retained earnings. The amount in Capital Redemption Reserve is equal to nominal amount of the equity shares bought back.

Debenture Redemption Reserve:

The Company has recognised Debenture Redemption Reserve [DRR] as per the provisions of the Companies Act 1956/Companies Act, 2013. As per the provision, the Company shall credit adequate amount to DRR from its profits every year until such debentures are redeemed. The amount credited to DRR shall not be utilised by the Company except for the redemption of debentures.

Share Forfeited Account

Share forfeited account represents the amount of shares forfeited due to cancellation of partly paid shares. The forfeited share can be re-issued at discount or at premium.

Retained Earnings:

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

[A] NON CURRENT BORROWINGS

“4.1” The Lenders in the Joint Lender Forum has approved the Scheme of Restructuring/Reorganization/Realignment of Debt in accordance of the RBI guidelines during FY 2017-18. The Lenders has revised the terms of repayment and interest through the scheme besides other things mentioned in the scheme of restructuring of debt. The specific terms of interest and repayment and security created / yet to be created as per scheme are given in the following Notes.

Total Value of Debentures as at 31.03.2017 includes Rs.2368 lakhs as prepaid financing charges.

[b] Non Convertible Secured Debentures mentioned in Note 14.2[a] above are redeemable at value equal to the Face Value. Interest accrued on Non Convertible Secured Debentures is at the simple rate of 9.5% per annum.

[c] As per the Scheme of Restructuring/ Reorganisation/ Reallignment of debt, the outstanding value of debentures are considered to be transferred to Jaypee Infrastructure Development Ltd (JIDL) on sanction of the scheme of arrangement between the company and JIDL by Hon’ble National Company Law Tribunal, Allahabad.

[d] Security :Non-Convertible Debentures [NCDs] mentioned at Sl No.14.2[a] above, together with interest, liquidated damages, remuneration payable to Trustees, and other monies due in respect thereof are secured as under :

Further security to be created against Non-Convertible Debentures may be reffered at Note No 14.3 [k] below. The above security shall get released on transfer of outstanding amounts to Jaypee Infrastructure Development Limited on sanction of Scheme by the NCLT, Allahabad.

*Total amount outstanding as at 31.03.2018 includes Rs.6 lakhs (Previous year Rs.19174 lakhs) as prepaid financing charges.

[b] Outstanding Term Loans as stated in Note no 14.3 [a] (i) 1 and 14.3 [a] (i) 9 above excluding Core Area Project Loan together with all interest, liquidated damages, premia on pre-payment or on redemption, costs, expenses and other monies, stipulated in the Master Restructuring Agreement (MRA) are secured by way of First Charge ranking pari-pasu over movable and immovable fixed assets pertaining to Cement Division (excluding Jaypee Super Cement Plant, Mandla (North) coal block), Power division, Hotel Division (consisting of 5 Five Star Hotels) and Engineering & Construction Division [both present and future] of the Company and on land admeasuring 166.96 acres situated at village Tappal, Kansera & Jahengarh, Aligarh, Uttar Pradesh and land admeasuring 167.23 acres situated at village Chagan and Chhalesar, Agra, Uttar Pradesh both land belonging to Jaypee Infratech Limited (JIL), a subsidiary of the Company.

In addition to the above, the outstanding Term Loans specified as Shahabad Project Loan and are included in Note no. 14.3 [a] (i) 1 above are further secured by first charge ranking pari-passu among Shahabad Project Lenders over movable and immovable fixed assets of Shahabad cement plant [both present and future] situated at Shahabad & Bankur Village, Gulbarga District, Karnataka of Jaypee Cement Corporation Limited, a wholly owned subsidiary of the Company.

[c] Outstanding Term Loans specified as term loans (existing), Funded Interest Term Loan & Working Capital Term Loans (excluding loan specified as Shahabad Project Loan and Core area project loan) included in Note no.

4.2 [a] (i) 1 and 14.3 [a] (i) 9 above together with all interest, liquidated damages, premia on pre-payment or on redemption, costs, expenses and other monies, stipulated in the Master Restructuring Agreement (MRA) are also secured by way of Second Charge ranking pari-passu over movable and immovable fixed assets of Shahabad cement plant [both present and future] situated at Shahabad & Bankur Village, Gulbarga District, Karnataka of Jaypee Cement Corporation Limited, a wholly owned subsidiary of the Company.

[d] Outstanding Term Loans specified as Hold Back Loans stated at Note no. 14.3 [a] (i)10 above together with all interest, liquidated damages, premia on pre-payment or on redemption, costs, expenses and other monies, stipulated in the Master Restructuring Agreement (MRA) are secured by First Charge ranking pari-pasu over movable and immovable fixed assets of Jaypee Super Cement Plant of the company [both present and future] situated at Uttar Pradesh. The Loan shall be repaid post transfer of Jaypee Super Plant to UltraTech Cement Limited (UTCL), the transfer of which is subject to the satisfaction of conditions precedent as mentioned in the sanctioned scheme between the company and UTCL for transfer of identified Cement Plants. In event of conditions precedent could not be complied with within stipulated period or not waiver of conditions by UTCL then the loan shall be repaid over the next 15 years through equal quarterly instalments.

[e] Outstanding Term Loans specified as Core Area project loan included at Note no. 14.3 [a] (i) 1 above along with BG facility of Rs.100 Crs. sanctioned by Punjab & Sind Bank together with all interest, liquidated damages, premia on pre-payment or on redemption, costs, expenses and other monies, stipulated in the Master Restructuring Agreement (MRA) are secured by way of First Charge ranking pari-pasu on all immovable and movable fixed assets pertaining to the core area sports infrastructure project [both present and future] and second pari-passu charge on all the current assets including receivables pertaining to the aforesaid sports infrastructure project.

[f] Loans given by Lenders are further secured by exclusive security given to specific Lenders. Details of exclusive security as per Master Restructuring Agreement/ Specific agreement is as per the following:

(i) State Bank of India

(1) Pledge of 6,81,03,256 Equity Shares of Jaypee Infratech Limited held by the Company (since been invoked)

(2) First charge on 90 acres of land situated at Agra belonging to Jaypee Infratech Limited subsidiary of the Company.

(3) First Charge on 2.56 acres of Hotel & Commercial Land in Village - Wazidpur, Sector -129, Noida and First Charge over 3.78 acres of Commercial Land situated at Sector - 128, Noida, The Company has entered into an “Agreement to Sell” with Jaypee Infratech Limited and entire sale consideration for the said land has been paid.

(4) pari passu charge over 37.763 hectare Land Situated in Chindwara, M.P., and assets related to Mandla (North) Coal Mine.

(ii) ICICI Bank Limited

(1) First charge on all immovable properties admeasuring 100 acres of Land of Jaypee Infratech Ltd., situated at Village - Tappal, Tehsil - Khair, Distt. - Aligarh, Uttar Pradesh together with all buildings and structures thereto and all Plant & Machinery attached to the earth or permanently fastened to anything attached to the earth, both present and future.

(2) First charge over land admeasuring 9.8077 acres situated at Village Aurangpur, U.P., 148.3662 acres situated at Village Jaganpur, Afjalpur, UP, 151.006 acres situated at village Jirkpur, Tehsil Khair Dist. Aligarh, UP, all belonging to Jaypee Infratech Limited.

(3) pledge of 18,93,16,882 equity shares of the Company held in various Trusts, Company being the sole beneficiary of the trusts.

(4) pledge of 7,50,000 11% Cumulative Preference Shares of Himalyan Expressway Limited held by the Company.

(5) pledge of 1,02,12,000 12% Cumulative Preference Shares of Jaypee Agra Vikas Limited held by the Company.

(iii) Standard Chartered Bank

(1) First charge ranking pari passu by way of equitable mortgage by deposit of title deed over the land admeasuring 355.84 acres at Jaypee Greens Golf Course, Greater Noida, Uttar Pradesh.

(2) First charge ranking pari passu by way of equitable mortgage over land of Jaypee Infratech Ltd. admeasuring 42.6932 acres (residential 25.0040 acres and commercial 17.6892 acres) situated at village Sultanpur, Noida, Uttar Pradesh and Village Wazidpur, Noida, Uttar Pradesh. Out of the said 42.6932 acres of land, the Company has entered into an “Agreement to Sell” with Jaypee Infratech Limited on 15.12.2009 for purchase of 17.6892 acres of commercial land and entire sale consideration has been paid.

(3) Pledge of 9,41,25,000 Equity Share of Jaypee Cement Corporation Limited, held by the Company.

(4) First charge over 30.33 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh.

(iv) Yes Bank Limited

(1) First charge over 9.13 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh.

(v) The Karur Vysya Bank Limited

(1) First charge over 2.53 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh.

(vi) The South Indian Bank Limited

(1) First charge over 6.19 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh.

[g] Term Loan sanctioned by HDFC Limited stated at sl no 14.3 [a] (i) 2 above is secured against first & exclusive charge by way of Registered Mortgage over (a) Leasehold property admeasuring project land of 14.20 acres at Jaypee Greens which is part and parcel of 452.26 acres of the integrated Township Jaypee Greens Greater Noida, U.P. alongwith construction thereon both present and future (b) Leasehold property admeasuring 38.20 acres at Noida, U.P. designated for the construction of Kalyspo Court 1-10 (B-1), Kalyspo Court 11,12,14,15,16 (B-3), imperial Court 1-3 (B-2) Pelican (PD-1 & PD-2) in the integrated Township in the name and style of Wish Town, Noida, U.P. The said land is registered in the name of Jaypee Infratech Limited and entire sale consideration has been paid by the Company to Jaypee Infratech Limited. and (c) First Charge on Project Land/ FSI of 11,01,954 Sq. feet of B 10, Suncourt A & Town Centre Residential in Jaypee Greens, Greater Noida with construction thereon, present and future.

[h] Term Loans sanctioned by SREI Equipment Finance Limited together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements stated at Note no 14.3 [a] (i) 5 above is secured by Subservient Charge on current assets of the company excluding Real Estate Division, extension of pledge of 5.51 Cr Equity shares of Jaiprakash Agri Initiatives Company Limited held by Jaypee Cement Coproration Limited. Term Loans sanctioned by SREI Equipment Finance Limited & TATA Motors Finance Ltd. stated at Note no 14.3 [a] (i) 6 to 8 above together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements secured by way of exclusive charge over certain Equipments of the Company.

[i] Outstanding Loan of AKA Export Finance Bank stated at Sl.No. 14.3[a] [i] 4 above was secured on specific assets transferred to UTCL. In replacement of this security, certain land of the Company has been offered to secure the said outstanding facility.

[j] Loans stated at sl no 14.3 [a] (i) 11 above includes loans to be transferred to Jaypee Infrastructure Development Limited (JIDL) as per the scheme of arrangement between the company and JIDL filed with Hon’ble National Company Law Tribunal, Allahabad and sanction of the scheme is awaited. It also includes loans which has been considered to be settled against the identified real estate inventory of the company.

[k] Outstanding amount of Term Loans included in Note No. 14.3 [a] (i) 11 above and non convertible debentures at sl no 14.2 [i] (a) which are proposed to be transferred as part of SDZ Real Estate undertaking are to be secured by way of 1st pari-passu charge on identified land of Non-Core Area and Project Assets situated at Jaypee Sports City near F-1 Stadium, Special Development Zone [SDZ], Sector-25, Gautam Budh Nagar, Uttar Pradesh being part of SDZ Real Estate undertaking to be transferred as specified in Scheme of Arrangement between JAL and JIDL filed with Hon’ble National Company Law Tribunal, Allahabad and sanction of scheme is awaited save and except exclusive security over certain assets created in favour of specific lenders as given below:

(i) Canara Bank

(1) First charge over 25.007 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh.

(ii) State Bank of India

(1) First charge over 22.2078 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh.

(2) First charge over 57.13 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh.

(iii) IFCI Limited

(1) First charge over 5.48 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh.

(iv) United Bank of India

(1) First charge over 13.00 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh.

(v) Allahabad Bank

(1) First charge over 8.70 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh.

[l] Land admeasuring 588.42 acres of the Company (forming part of Non-Core Area ) at Jaypee Sports City near F-1 Stadium, Special Development Zone [SDZ], Sector-25, Gautam Budh Nagar, Uttar Pradesh and all assets of the company being part of SDZ real estate undertaking proposed to be transferred to JIDL as per scheme of arrangement between the company and JIDL. The charge on this land shall be vacated and new charge in JIDL shall be created in accordance with the Note no (j) above.

[m] Security includes security created / yet to be created and to be modified in accordance with the scheme of Restructuring/Reorganization/Realignment of debt and other agreement with the Lenders as at 31.03.2018.

[n] Outstanding amount of long term debts from Banks and Financial Institutions included in current maturities of long term debts [Refer Note No 15 - Other Current Financial Liabilities] as at 31.03.2018 includes principal overdues amounting to Rs.1250 Lakhs and interest accrued and due on borrowings amounting to Rs.3309 Lakhs, both principal and interest overdues pertain to the F.Y 2017-18.

[o] Loan outstanding as on Balance sheet date are after considering loans which are partly / fully paid before their respective due dates.

“4.3” Loans from State Government:

[a] I nterest Free Loans granted by U.P.Financial Corporation (UPFC) under Audyogik Nivesh Protshahan Yojna Scheme at Grinding Unit in Tanda (U.P.) are secured by way of First Charge on the Fixed Assets of the above said Unit of the Company and partly against bank guarantee. The same is repayable on or before completion of 10 years from the day on which it is received. Period of repayment has commenced from F.Y. 2016-17.

[b] I nterest Free Loans granted by Pradeshiya Industrial & Investment Corporation Limited at Grinding Unit in Sikandrabad (U.P.) is secured against Bank Guarantee. The same is repayable on or before completion of 10 years from the day on which it is received. Repayment will commence from F.Y. 2022-23.

Post transfer of cement plants, the above loans were fully repaid by the company.

“4.4” Details of Foreign Currency Convertible Bonds (Unsecured) at Note No.14[II]A are given as under :

[a] The Company has issued Foreign Currency Convertible Bonds [FCCB-2017] comprising of 110400, 5.75% Series A Convertible Bonds due September 2021 of USD 350 each aggregating to USD 38.640 Million and 110400, 4.76% Series B Non Convertible Bonds due September 2020 of USD 740 each aggregating to 81.696 Million at par on 28.11.2017. These Bonds were issued in exchange of outstanding existing Bonds. Series A Bonds [FCCB-2017] are convertible into equity shares of Rs.2/- each fully paid at the conversion price of Rs.27 per share, subject to the terms of issue, with a fixed rate of exchange o Rs.64 equal to USD 1.00 at any time on or after 28.11.2018 and prior to the close of business on 23.09.2021. As at 31.03.2018, 110400 Series A Bonds aggregating to USD 38.64 Million and 110400 Series B Bonds aggregating to USD 54.096 Million are outstanding.

No conversion has taken place during F.Y. 2017-18. Unless previously converted, the Series A Bonds are redeemable at maturity on 30.09.2021.

[b] The Company had issued 1,50,000, 5.75% Foreign Currency Convertible Bonds [FCCB-2012] due September 2017 of USD 1,000 each aggregating to USD 150 Million at par on 07.09.2012. Outstanding Bonds aggregating to US$ 110.40 Million along with certain interest accrued were exchanged with Foreign Currency Convertible Bonds [FCCB -2017] Series A & Series B Bonds aggregating to USD 120.336 Million.

* is part of overall scheme of Restructuring/ Reorganisation/ Realignment of debt and shall be dealt in accordance with the scheme. Rs.2,064 Lakhs is proposed to be transferred to JIDL.

“4.5” The Company accepted Fixed Deposit till 31.03.2014 under Fixed Deposits Scheme from Public which are repayable in one year, two years and three years. The Company has repaid all its outstanding Fixed Deposits and interest thereon in terms of the acceptance thereof, within the extension of time granted by the Hon’ble National Company Law Tribunal regularizing all such payments vide its Order dated 23.10.2017 except for only 33 FDs aggregating approx. Rs.21 lacs (including interest) which could not be repaid due to various reasons including Prohibitory Orders from various Government Agencies, unavailability of particulars of depositor/their complete addresses, etc. The amount payable on such FDs has been deposited in a separate Bank Account and the same shall also be repaid in due course in terms of the aforesaid Order of Hon’ble National Company Law Tribunal.

“4.6” Deferred payment of Land is the amount payable to Yamuna Expressway Industrial Development Authority [YEIDA] by way of half yearly instalments for the land admeasuring 1085.3327 hectares [Inclusive of 99.9320 hectares for Village Development and Abadi Extension] allotted to the Company. Lease Deeds in respect of 965.7390 hectares have been executed and lease Deeds for the balance 19.6617 hectares are yet to be executed, whereas land about 14.5993 hectares remains to be allotted. Current maturities of long term debts includes principal overdue Rs.32832 Lakhs and interest accrued and due on borrowings includes interest overdues Rs.18520 Lakhs payable to the Authority.

“4.7” Rupee Term Loan sanctioned amounting Rs.889.07 Crores from State Bank of India included in Note No 14.3 [a] (i)1 has been secured by way of Corporate Guarantee by Jaiprakash Power Ventures Ltd. [JPVL], an Associate Company.

“4.8” Term Loans and Other Loans guaranteed by Directors of the Company in personal capacity are given as under:

[B] CURRENT BORROWINGS

“4.9”Secured Term Loans from Banks:

Short Term Loan by Standard Chartered Bank is secured by way of first charge ranking pari passu by way of secured by first charge ranking pari passu by way of registered mortgage over land admeasuring 17.6892 acres situated at Village Wazidpur, Noida, Uttar Pradesh as mentioned in note no 14.3 [f] (iii) (2) above and charge on land parcel admeasuring 11.610 acres situated at Jaypee Sports City near F1 stadium, SDZ, Sector 25, Gautam Budh Nagar being part of land referred to in Note no. 14.3[f] (iii) (4) above.

“4.10”Working Capital Loans:

[a] The Working Capital facilities [Fund based -Rs.150 Crores. and Non Fund based - Rs.3580 Crores] sanctioned by the Consortium of 15 member Banks with ICICI Bank Limited, as Lead, are secured by way of first charge ranking pari passu on Current Assets of the Company except Real Estate Division i.e. Hypothecation of Stocks of Raw Materials, Work-in-Progress, Stock-in-Process, Finished Goods, Stores & Spares and Book Debts and second Charge ranking pari-pasu over movable and immovable fixed assets pertaining to Cement Division (excluding Jaypee Super Cement Plant, Mandla (North) coal block), Power division, Hotel Division (consisting of 5 Five Star Hotels) and Engineering & Construction Division [both present and future] of the Company.

Liabilities directly associated with assets in disposal group classified as held for sale as at 31.03.2017 do not include long term borrowings that will get transferred as part of the Scheme of Arrangement.

[p] Outstanding amount of current borrowings as at 31.03.2018 includes overdues amounting to Rs.3751 Lakhs (including bill discounting overdues - Rs.932 lakhs).

“5.1” Liabilities as at 31.03.2017 directly associated with assets in disposal group classified as held for sale do not include long term borrowings that will get transferred as part of the Scheme of Arrangement.

NOTE No.”6”

The Scheme of Arrangement between the Company and Jaypee Cement Corporation Limited (JCCL, 100% subsidiary of the Company) and UltraTech Cement Limited (Transferee company) and their respective shareholders and creditors as sanctioned by the Hon’ble National Company Law Tribunal, Allahabad Bench and Hon’ble National Company Law Tribunal, Mumbai Bench for transfer of its cement business, comprising identified cement plants with an aggregate capacity of 17.20 MTPA spread over the states of Uttar Pradesh, Madhya Pradesh, Himachal Pradesh, Uttarakhand and Andhra Pradesh and 4 MTPA Bara grinding unit (under commissioning), a unit of Prayagraj Power Generation Company Limited, an associate company at a total Enterprise Value of Rs.16,189 Crores including Enterprise value of Rs.13,189 Crores for the Company has been consumated on 29th June 2017, being the effective date for the purpose of the Scheme.

With effect from the appointed date the business in its entiriety is transferred to and vested in or be deemed to have been transferred to and vested in the transferee company on a going concern basis.

The Consideration for the above has been discharged by the transferee company by way of issue of 13200 Non- Convertible redeemable debentures having a face value of Rs.10,00,000 each, 1,00,000 non-convertible Series A Redeemable Preference Shares having a face value of Rs.1,00,000 each and 50,000 non- convertible Series B Reedemable Preference Shares having a face value of Rs.1,00,000 each.

Non- Convertible redeemable debentures and Non- convertible Series B Reedemable Preference Shares had been redeemed. Series A Redeemable Preference Shares are deposited in the escrow account and maturity is subject to the satisfaction of the conditions precedent relating to the Jaypee Super Plant.

Since the vesting of the Jaypee Super Plant is subject to the conditions precedent, the Assets of Plant are continued to be shown as Non-Currents assets classified as held for sale and Series A Redeemable preference shares issued by UTCL in escrow account as a Contingent Assets.

The Accounting has been done in accordance with the treatment as given in the Scheme. Assets and Liabilities of the Demerged Undertakings transferred are as per the following:

The Company’s significant leasing arrangements are in respect of operating leases for land, building and plant machinery with lease terms between 3 years to 30 years. The Company has option under some of the lease arrangements to lease the assets for additional terms of 30 years.

The Company has provided Rs.2736 lakhs (Previous Year Rs.3523 lakhs) in Profit & Loss Account during the year towards minimum lease payments.

[d] Finance Lease commitments - as a Lessee

The company has finance leases for land. The Company’s obligation under finance leases are secured by the lessor’s title to the leasehold land. Future minimum lease payments under finance leases and the present value of the net minimum lease payments are as under:

[i] 1,45,43,29,855 Equity Shares of Rs.10/- each fully paid-up [Previous Year 1,45,43,29,855 Equity Shares] of Jaiprakash Power Ventures Limited [JPVL] are pledged as collateral security and has given Non disposal undertaking of 10,21,88,566 Equity Shares of Rs.10/- each [Previous Year 10,21,88,566 Equity Shares] for the financial assistance granted by Lenders to JPVL for specific projects.

[ii] The Company has pledged 70,83,56,087 Equity Shares of Rs.10/- each fully paid-up [Previous Year 70,83,56,087 Equity Shares] of Jaypee Infratech Limited (JIL) with IDBI Trusteeship Services Limited (ITSL) (Trustee) held by the Company in favour of ITSL as collateral security for the financial assistance to JIL. The Company has also given Promoter support undertaking to IDBI led consortium loan. Outstanding amount of loan as at 31.12.2017 is Rs.1036136 Lakhs [Previous Year Rs.8,10,274 Lakhs].

[iii] 3,54,27,000 Equity Shares of Rs.10/- each fully paid-up [Previous Year 3,54,27,000 Equity Shares] of Himalyan Expressway Limited [HEL] held by the Company are pledged as collateral security for financial assistance granted by the Lenders to HEL. The Company has also given support undertaking to ICICI Bank. Outstanding amount of loan as at 31.03.2018 is Rs.24562 Lakhs [Previous Year Rs.23668 Lakhs].

[iv] 1,83,67,347 Equity Shares of Rs.10/- each fully paid-up [Previous Year 1,83,67,347 Equity Shares] of Madhya Pradesh Jaypee Minerals Limited [MPJPML] pledged as collateral security for financial assistance granted by the lenders to MPJPML. The loans have been paid by MPJPML, security yet to be released.

[v] The Company has given Letter of Comfort to Banks for financial assistance taken by Jaiprakash Power Ventures Limited. Outstanding amount of loan as at 31.03.2018 is Rs.98705 Lakhs [Previous Year Rs.98705 Lakhs].

[vi] The Company has given shortfall undertaking to Banks & Financial Institutions for Term Loan & Non Fund based Limit provided to Kanpur Fertilizers & Cement Limited. Outstanding amount of loan as at 31.03.2018 is Rs.21609 Lakhs [Previous Year Rs.31543 Lakhs] and outstanding amount of Working Capital and Non Fund based limit utilized as at 31.03.2018 is Rs.51518 Lakhs [Previous Year Rs.56448 Lakhs].

[vii] The Company has given shortfall undertaking to Banks for providing Non Fund based limit to Jaypee Cement Corporation Limited. Outstanding amount of Working Capital as at 31.03.2018 is Rs.35 Lakhs [Previous Year Rs.2010 Lakhs] and Outstanding amount of Non Fund based limit as at 31.03.2018 is Rs.13996 Lakhs [Previous Year Rs.7268 Lakhs].

[viii] 11,39,05,440 Equity Shares of Bhilai Jaypee Cement Limited (BJCL) of Rs.10/- each fully paid-up are pledged (since been invoked) as collateral security and Non Disposal undertaking for 16,70,61,312 Equity share of BJCL of Rs.10/each fully paid-up held by the Company has been given for financial assistance granted by Yes Bank to Jaypee Cement Corporation Limited. Outstanding amount of loan in JCCL is Rs.441.41 Crores. The pledge and NDU has also been extended for financial assistance including overdraft facility granted by Yes Bank to Kanpur Fertilizer & Cement Limited (KFCL). Outstanding amount of loan in KFCL is Rs.13600 lakhs.

[ix] 15,000 Equity Shares of Yamuna Expressway Tolling Limited (YETL) of Rs.10/- each fully paid-up held by the company are pledged as security for Term loan granted by Yes Bank to YETL (assigned to Suraksha Asset Reconstruction Company Limited). Further Non Disposal undertaking of 35,000 Equity share of YETL held by the Company has been given in favour of lenders. Outstanding amount of loan as at 31.03.2018 is Rs.600 Crores.

The Company has accounted for deferred tax assets on temporary differences, including those on unabsorbed depreciation and business losses, to the extent of deferred tax liability recognized at the balance sheet date, for which it is reasonably certain that future taxable income would be generated by reversal of such deferred tax liability.

NOTE No.”7”

[i] State Bank of India has invoked the pledge of 10,00,00,000 Equity Shares of Jaypee Infratech Limited (JIL) held by the Company and had sold 3,18,96,744 Equity Shares in the open market during the quarter ended March 31, 2018. The impact of the above said sale of shares has been taken in the Financial Statements. Balance shares aggregating to 6,81,03,256 are held with the trusteeship as at 31.03.2018. Pending disposal of balance shares by the Lender, the balance shares continue to be shown as part of Current Investments at cost.

[ii] IndusInd Bank has invoked the pledge of 6,00,00,000 Equity Shares of Jaypee Infratech Limited (JIL) held by the Company. IndusInd Bank through its trusteeship services had sold 4,80,00,000 Equity shares in the open market during the quarter ended March 31, 2018. The proceeds from the sale of shares has been adjusted against the Borrowing outstanding of Himalayaputra Aviation Limited (100% subsidiary of the Company). The impact of the above said sale of shares has been taken in the Statement of Profit and Loss. Balance shares aggregating to 1,20,00,000 are transferred back to Company . Thus effective invocation being for 4,80,00,000 Equity Shares of JIL.

[iii] Yes Bank Limited has invoked the pledge of 113905440 Equity Shares of Rs.10-/ each of Bhilai Jaypee Cement Limited held by the Company. Pending settlement with the Lender against its dues, the Company continues to be beneficiary owner of the shares as at 31st March, 2018. Hence, the same has been included as part of investments of the Company in the financial statements.

NOTE No.”8”

Non Current Trade receivables include Rs.2645.45 Crore, outstanding as at 31st March 2018 (Rs.2983.52 Crore, outstanding as at 31st March 2017) which represents various claims raised on the Clients based on the terms and conditions implicit in the Engineering & Construction Contracts in respect of closed / suspended/under construction projects. These claims are mainly in respect of cost over run arising due to suspension of works, client caused delays, changes in the scope of work, deviation in design and other factors for which Company is at various stages of negotiation/ discussion with the clients or under Arbitration/ litigation. On the basis of the contractual tenability, progress of negotiations/ discussions/ arbitration/ litigations, the management considers these receivables are fully recoverable.

NOTE No.”9”

The Company has made an investments of Rs.340 Crores (34 crores Equity Shares of Rs.10/- each, fully paid up ) in Prayagraj Power Generation Company Limited [PPGCL], an associate company. Lenders of PPGCL has invoked the entire pledged shares of PPGCL held by Jaiprakash Power Ventures Limited [JPVL] [holding company of PPGCL ] on 18th December 2017 due to default in payment of interest to Banks/ Financial Institutions . Keeping in view the above facts , the impact on the carrying value of the Equity shares of PPGCL held by the Company is currently unascertainable and considered at Book Value.

NOTE No.”10”

IDBI Bank Limited had filed Petition with Hon’ble National Company Law Tribunal [NCLT], Allahabad Bench [the Bench] U/s 7 of Insolvency & Bankrupty Code, 2016 in respect of Jaypee Infratech Limited [JIL] [Subsidiary of the Company] which was admitted vide Order dated 9th August, 2017 and Interim Resolution Professional (IRP) was appointed to carry the functions as mentioned under the Code.

While admitting the Petitions / Interventions filed by certain home buyers of Jaypee Infratech Limited, Hon’ble Supreme Court vide its various Orders gave directions to Jaiprakash Associates Limited to deposit a sum of Rs.2000 Crores with the Court on 11th September, 2017, which was modified vide its order(s) dated 22nd November,2017 and 21st March,2018 to deposit in instalment an amount of Rs.750 Crores by 10th May, 2018. The Company has deposited Rs.750 Crores (including Rs.550 Crores till 31st March 2018) with the Hon’ble Supreme Court till date.

In view of the ongoing IRP/ legal proceedings with Hon’ble National Company Law Tribunal (NCLT), Allahabad Bench and Hon’ble Supreme Court, the impact on the carrying value of the Investments in JIL amounting Rs.849.26 Crores (84,70,00,000 Equity Shares of Rs.10/- each excluding shares invoked by State Bank of India) , Current Receivables amounting Rs.341.75 Crores, Corporate Guarantee given to Lenders of JIL amounting Rs.232.17 Crores and deposit of Rs.550 Crores [till 31st March, 2018] with the Registrar, Supreme Court is currently unascertainable. Hence no provision is considered necessary in the Financial Statements for the year ended on 31st March 2018 by the Management.

NOTE No.”11”

The Company has received Termination Notice for the Mandla North Coal Mine allotted by Nominated Authority, Ministry of Coal on account of not meeting eligibility criteria mentioned in the Coal Mines Development and Production Agreement along with instructions for invocation of the Bank Guarantee submitted by the Company, in the form of Performance Security. The Hon’ble High Court has granted a stay against the Termination Notice and invocation of Performance Guarantee. Since, the matter is now being sub-judice in High Court, the recoverability of the amount invested aggregating to Rs.293.01 Crores as on 31.03.2018 in the development of the Coal Block and impact of the invocation of the Performance Guarantee is uncertain, no provision has been considered necessary to be made in the Financial statements.

NOTE No.”12”

Confirmations/ Reconciliation of balances of certain secured & unsecured loans, balances with banks, trade receivables, trade and other payables (including capital creditors) and loans and advances are pending. The management is confident that on confirmation / reconciliation there will not be any material impact on the financial statements.

NOTE No.”13”

During the year, the Company has made payment to its Managerial Personnel in terms of their respective appointments and within the limits prescribed under the Companies Act, 2013. However, in view of default in repayment of principal and / or interest to Banks and Financial Institutions during the year ended 31-3-2015, the Central Government has vide its letter dated 27-12-2017 directed the Company to recover the remuneration paid to its Managing and Whole-time Directors. The Management has been advised to approach the Central Government for reconsideration/ waiver of said recovery. In case the same is not approved by the Central Government, the Company intends to seek approval of the Banks / Public Financial Institutions / Secured Creditors and the shareholders for such waiver, in terms of Section 197 of the Companies Act, 2013, as amended in due course. The Company’s Nomination and Remuneration Committee & the Board of Directors have already consented for such course of action.

NOTE No.”14”

There are certain Entry tax matters under Appeals aggregating to Rs.510.59 Crores (excluding interest, currently unascertainable) pertaining to the State of Uttar Pradesh, Madhya Pradesh and Himachal Pradesh. The Company has challenged these on account of Constitutional Validity etc in Hon’ble High Courts/ Supreme Court. No provision has been made of the above in the financial statements and management is of the opinion that the Company will succeed in the appeal. The Company has already deposited Rs.299.93 Crores and also furnished Bank Guarantee of Rs.202.66 Crores against the above. These are also included in Note No.31(a) above.

NOTE No.”15”

[i] The Lenders of the Company in their Joint Lenders forum (JLF) meeting held on 22nd June, 2017 have approved restructuring/ realignment/ reorganisation of debt of the Company & its wholly owned subsidiary, JCCL. The Company has reworked the finance cost pertaining to Financial Year 2016-17 in accordance with the Lenders approved debt restructuring /realignment/ reorganisation scheme.

[ii] For the FY 2017-18, the Company has provided interest expenses on the debt portion that will remain with the company in accordance with the restructuring Scheme approved and Master Re-structuring Agreement (MRA) signed with the Lenders. Interest aggregating to Rs.796.39 Crores on debt portion of Rs.11091.27 Crores which will be transferred to Real Estate SPV namely ‘Jaypee Infrastructure Development Limited (JIDL) on Order by Hon’ble National Company Law Tribunal (NCLT), Allahabad with appointed date of 01st July, 2017 has been added to the carrying cost of the Inventory/ Projects under Development in respect of SDZ Real Estate Undertaking [SDZ-RE],since the same has to be serviced from the assets/development of Assets of SDZ-RE and as such no further impact in this respect on the Financial results is envisaged.

[iii] As a part of restructuring / reorganisation / realignment of the debt of the Company, the Scheme of Demerger of the Undertaking (SDZ -RE) comprising identified moveable and immoveable assets and liabilities to be transferred to and vested in the wholly owned subsidiary of the Company, namely, Jaypee Infrastructure Development Limited (JIDL) as a going concern, on a slump exchange basis is pending for sanction with NCLT Allahabad.

NOTE No.”16”

[i] The following were classified as Disposal Group held for sale:

(a) Identified Cement Plants transferred to UltraTech Cement Limited (Refer note No 31).The Scheme of Arrangement has been consummated w.e.f. 29th June, 2017.

(b) 74% stake in Bhilai Jaypee Cement Limited for sale of which the Company has entered definitive agreement with Orient Cement Limited (OCL).The transaction is subject to regulatory and other approvals.

(c) SDZ-RE undertaking to be transferred and vested in the wholly owned subsidiary of the Company, namely, Jaypee Infrastructure Development Limited (JIDL) as a part of restructuring / reorganisation / realignment of the debt of the Company through the Scheme of Demerger. The scheme is subject to sanction by National Company Law Tribunal, Allahabad.

[d] Other Related Companies where transaction have taken place:

1 Jaypee Development Corporation Limited

2 Andhra Cements Limited

3 JIL Information Technology Limited

4 Gaur & Nagi Limited

5 Jaypee International Logistics Company Private Limited

6 Tiger Hills Holiday Resort Private Limited

7 Indesign Enterprises Private Limited

8 Jaypee Hotels Limited

9 Yamuna Expressway Tolling Private Limited [formerly known as Jaypee Mining Venture Pvt. Ltd.] [Associate Company till 24.03.2017]

10 JC World Hospitality Pvt. Ltd.

11 Jaiprakash Kashmir Energy Limited

12 Kram Infracon Private Limited

[e] Key Management Personnel, where transactions have taken place:

1 Shri Manoj Gaur, Executive Chairman & C.E.O.

2 Shri Sunil Kumar Sharma, Executive Vice Chairman

3 Shri Sunny Gaur, Managing Director [Cement]

4 Shri Pankaj Gaur, Joint Managing Director [Construction]

5 Shri Ranvijay Singh, Whole time Director

6 Shri Rahul Kumar, Whole time Director & C.F.O. [till 31.07.2017]

7 Shri Naveen Kumar Singh [relative of key management personnel]

8 Shri Raj Kumar Singh [relative of key management personnel]

Note: Related party relationships are as identified by the Company and relied upon by the Auditors.

[a] Segments have been identified in accordance with Indian Accounting Standard on Operating Segment [IND AS-108] taking into account the organisation structure as well as differential risk and returns of these segments.

[b] Business segment has been disclosed as the primary segment.

[c] The Company has determined following reporting segment based on the information reviewed by the Company’s Chief Operating Decision Maker [CODM]:

[i] Construction Civil Engineering Construction/EPC Contracts/Expressway

[ii] Cement Manufacture and Sale of Cement and Clinker

[iii] Hotel/Hospitality Hotels, Golf Course, Resorts & Spa

[iv] Sports Events Sports related Events

[v] Real Estate Real Estate Development and Maintenance

[vi] Power Generation and Sale of Energy

[vii] Investments Investments in Subsidiaries, Associates and Others

[viii] Others Includes Coal Extraction, Waste Treatment Plant ,Heavy Engineering Works, Hitech Castings, Man Power Supply etc.

The above business segments have been identified considering - [i] the nature of product and services, [ii] differing risks and returns [iii] the internal organisation and management structure and [iv] the internal financial reporting system.

Non-Current Assets for this purpose consists of property, plant and equipment, Capital Work in Progress and intangible assets including under development.

Revenue from Major Customers

The Company is not reliant on revenue from transaction of the any single external customer and does not receive 10% or more of the revenue from transaction with any single external customers.

[d] Segment Revenues, Operating Results, Assets and Liabilities include the amounts identifiable to each segment and amounts allocated on a reasonable basis.

[e] Segment Assets exclude Deferred Tax Asset. Segment Liabilities exclude Deferred Tax Liability and Loans.

Level 1:

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Level 2:

Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.

Level 3:

The Company’s policy is to recognise transfers into and transfers out of fair value hierarchy levels as at the end of the reporting period.

There were no significant changes in the classification and no significant movements between the fair value hierarchy classifications of assets and liabilities during FY 2017-18.

(b) Valuation technique used to determine fair value (Level I)

Specific valuation technique used to value financial instruments include:

- the use of quoted market price or NAV declared

- the fair value of the remaining financial instruments is determined using the discounted cash flow analysis.

(c) Fair value measurements using significant unobservable inputs (Level 3)

The following table presents the changes in level 3 items for the period ended 31st March 2018 and 31st March 2017

(d) Fair value of financial assets and liabilities measured at amortised cost

The carrying amounts of trade receivables, trade payables, capital creditors and cash and cash equivalents, bank balances are considered to be the same as their fair values.

The fair value of non current borrowings are based on discounted cash flows using a weighted average cost of capital. They are classified as level 3 fair value in the fair value hierarchy due to the use of unobservable inputs, including own credit risk.

For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the fair values.

NOTE No.”17”

Financial Risk Management

The Company’s activities expose it to market risk, liquidity risk and credit risk. The Company’s focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance.

(a) Credit Risk

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The Company’s exposure to credit risk is influenced mainly by the individual characteristic of each customer and the concentration of risk from the top few customers.

Credit Risk Management

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. Trade receivables, Unbilled Revenue and Work in Progress, Loans and Other receivables are typically unsecured. Credit risk has always been managed by the Company through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. On account of the adoption of Ind AS 109, the Company uses ECL model to assess the impairment loss or gain. The Company uses a provision matrix to compute the ECL allowance for trade receivables and unbilled revenues. The provision matrix takes into account available external and internal credit risk factors such as credit ratings from credit rating agencies and the Company’s historical experience for customers.

Credit Risk Exposure

The allowance for life time ECL on trade receivables and other receivables for the year ended 31st March 2018 is Rs.575 Lakhs and for the year ended 31st March 2017 is Rs.1739 Lakhs.

Credit risk on cash and cash equivalents and bank balances is limited as the Company generally invest in deposits with bank. Investments primarily include investments in liquid mutual fund units, quoted and unquoted equity shares, preference shares and quoted bonds.

[b] Liquidity Risk

Liquidity risk is the risk that the Company will face in meeting its obligations associated with its financial liabilities. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due.

[i] Liquidity Risk Management

The Company’s objective is to maintain a balance between continuity of funding and flexibility through the use of bank overdrafts, bank loans, debentures, bonds and finance lease. The Company assessed the concentration of risk with respect to refinancing its debt and concluded it to be low. The Company has access to a sufficient variety of sources of funding and debt maturing within 12 months can be rolled over with existing lenders.

The Company regularly monitors the rolling forecasts to ensure it has sufficient cash on an on-going basis to meet operational needs. Any short term surplus cash generated , over and above the amount required for working capital management and other operational requirements, is retained as cash and cash equivalents (to the extent required) and any excess is invested in interest bearing term deposits and other highly marketable debt investments with appropriate maturities to optimise the cash returns on investments while ensuring sufficient liquidity to meet its liabilities.

[c] Market Risk

The risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: currency risk, interest rate risk and other price risk.

[i] Foreign Currency Risk

The risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The company is exposed to foreign exchange risk arising from foreign currency borrowings [ECB]. Foreign currency risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the Company’s functional currency (INR). The risk is managed through a forecast of highly probable foreign currency cash flows.

Foreign Currency Risk Management

The Company’s risk management committee is responsible to frame, implement and monitor the risk management plant of the Company. The committee carry out risk assessment with regard to foreign exchange variances and suggests risk minimization procedures and implement the same.

Sensitivity Analysis

The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency denominated financial instruments.

[ii] Interest Rate Risk

The Company’s main interest rate risk arises from long term borrowings with variable rates, which expose the Company to cash flow interest rate risk. The Company’s fixed rate borrowings are carried at amortised cost. They are therefore not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rate.

Interest Rate Risk Management

The Company’s risk management committee ensures all the current and future material risk exposures are identified, assessed, quantified, appropriately mitigated, minimised, managed and critical risks when impact the achievement of the Company’s objective or threatens its existence are periodically reviewed.

[iii] Price Risk

The price risk for the company is risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices.

Price Risk Management

To manage its price risk arising from investments, the Company diversifies its portfolios. Diversification of the portfolio is done in accordance with the limits set by the Company.

Price Risk Exposure

The Company’s exposure to price risk arises from investments held by the Company and classified in the balance sheet as fair value through profit or loss.

NOTE No.”18”

Capital Management

For the purpose of the Company’s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders. The objective of the company’s capital management is to safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits other stakeholders and maintain an optimal capital structure to reduce the cost of capital. The company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The company monitors capital structure using gearing ratio, which is net debt divided by total equity plus net debt. The company includes within net debt, interest bearing loans and borrowings, less cash and cash equivalents.

NOTE No.”19”

(a) Provident Fund - Defined Contribution Plan

Employer’s Contribution to Provident and Pension Fund benefits Rs.2131 Lakhs [31st March 2017 Rs.2720 Lakhs] is recognised as an expense for the year

(b) Gratuity and Leave encashment - Defined Benefit Plans - Provision made as per actuarial valuation. The Company has a Trust namely Jaiprakash Associates Employees Gratuity Fund Trust to manage funds towards Gratuity Liability of the Company. SBI Life Insurance Company Limited and ICICI Prudential Life Insurance Company Limited have been appointed for management of the Trust Fund for the benefit of the employees.

NOTE No.”20”

The Free-hold Land [Agricultural] purchased by the Company for Rs.3 Lakhs measuring 7 Bighas at Rangpuri, New Delhi had been notified for acquisition U/s 4 & 6 of the Land Acquisition Act. The Company’s claim for compensation is pending for settlement.

NOTE No.”21”

113905440 Equity Shares of Rs.10/- each of Bhilai Jaypee Cement Limited held by the Company are pledged as collateral security. These shares have since been invoked by the Lender. The Company continues to be beneficiary owner of the shares as at 31st March, 2018 and the sale proceeds of these shares to be transferred to the Lender for settlement of outstanding dues. Hence, the same has been included as part of Investments of the Company in the financial statements.

NOTE No.”22”

Jaiprakash Associates Limited (JAL) had awarded orders on Tecpro systems Limited (TSL) for various projects (Cement plant and Captive Power Plants) for supply, erection (only Churk Power Plant), Supervision of erection & commissioning, performance and testing of the Coal Handling Plants at Sidhi, chunar, Rewa, Churk, JP Super. However, TSL did not complete the entire work as per the terms & conditions of the contracts, and there were delays in design and engineering, Supply of Plant and Equipments for all these plants.

Due to these delays, an amount of Rs.12,03,33,844/- is recoverable from TSL on account of liquidated damages and other miscellaneous recoveries. The total credit available in respective of books is Rs.931 Lakhs and therefore a net amount of Rs.272 Lakhs is recoverable from TSL.

NOTE No.”23”

The Scheme of demerger of the SDZ -RE Undertaking comprising identified moveable and immovable assets and liabilities of the Company to be transferred to and vested in the wholly owned subsidiary of the Company, namely Jaypee Infrastructure Development Limited as a going concern, on a slump exchange basis, is pending sanction by National Company Law Tribunal [NCLT], Allahabad. Since the appointed date is 1st July, 2017, post sanction of the Scheme by Hon’ble NCLT, Allahabad, the figures of the current financial year will be reinstated.

NOTE No.”24”

The Results exclude the financial results for the identified Cement Plants transferred to M/s UltraTech Cement Limited by the Company on 29th June, 2017 and hence figures for the year ended 31st March, 2018 are not comparable with the previous corresponding period.

NOTE No.”25”

The previous year figures have been regrouped/recast/rearranged wherever considered necessary to conform to the current year’s classification.

NOTE No.”26”

All the figures have been rounded off to the nearest lakh Rs..


Mar 31, 2017

"1" The Trusts at Sl.No.[IV] are holding shares of 18,93,16,882 Equity Shares [31st March, 2016 18,93,16,882, 1st April, 2015 18,93,16,882] of Rs, 2/- of Jaiprakash Associates Limited, the sole beneficiary of which is the Company. The Market Value of Shares held in Trusts is Rs, 26,031 Lakhs [31st March, 2016 Rs, 14,577 Lakhs, 1st April, 2015 Rs, 46,951 Lakhs].

"2" Term Deposits with Original Maturity less than three months includes Rs, 2429 Lakhs [31st March, 2016 Rs, 8 Lakhs, 1st April, 2015 Rs, 7 Lakhs] pledged as Guarantees / Margin Money with Banks and Others.

"3" Balances with Banks in Current Account in Foreign Currency includes Iraqi Dinars 27,377 Million equivalent to Rs, 10 Lakhs which are not available for use by the Company.

"4" Term Deposits with Maturity less than twelve months includes Rs, 2752 Lakhs [31st March, 2016 Rs, 2034 Lakhs, 1st April, 2015 Rs, 14527 Lakhs] pledged as Guarantees / Margin Money pledged with Banks and Others

“5" Term Deposits with Maturity less than twelve months includes Rs, Nil [31st March, 2016 Nil, 1st April, 2015 Rs, 16000 Lakhs] earmarked for repayment of Public Deposits.

“6" Term Deposits excludes deposits with original maturity of less than three months.

"7" Issued, Subscribed and Paid-up Share Capital in number comprises of Shares for consideration in cash 2,02,19,850 Equity Shares allotted under "Jaypee Employees Stock Purchase Scheme 2002";

1.25.00.000 Equity Shares allotted under "Jaypee Employees Stock Purchase Scheme 2009"; 20,16,23,717 Equity Shares allotted for cash on conversion of Foreign Currency Convertible Bonds;

1.00.00.000 Equity Shares allotted for cash to Promoters on Preferential Basis;

6,42,04,810 Equity Shares allotted through Qualified Institutional Placement as on 06.02.2013 and 21,33,73,416 Equity Shares allotted through Qualified Institutional Placement as on 08.07.2014.

Shares for consideration other than cash

86,08,65,055 Equity Shares allotted in terms of the Scheme of Amalgamation effective from 11.03.2004; 12,43,78,825 Equity Shares allotted in terms of Scheme of Amalgamation effective from 22.08.2006; 21,80,10,985 Equity Shares allotted pursuant to Scheme of Amalgamation effective from 27.05.2009 and 70,72,80,317 Equity Shares allotted as Bonus Shares effective from 19.12.2009.

The Company has transferred a portion of the net profit of the Company before declaring dividend to general reserve pursuant to the earlier provisions of Companies Act 1956. Mandatory transfer to general reserve is not required under the Companies Act 2013.

Securities Premium Reserve:

The amount received in excess of face value of the equity shares is recognized in Securities Premium Reserve. Capital Redemption Reserve:

The Company has recognized Capital Redemption Reserve on buyback of equity shares from its retained earnings. The amount in Capital Redemption Reserve is equal to nominal amount of the equity shares bought back. Debenture Redemption Reserve:

The Company has recognized Debenture Redemption Reserve [DRR] as per the provisions of the Companies Act 1956. As per the provision, the Company shall credit adequate amount to DRR from its profits every year until such debentures are redeemed. The amount credited to DRR shall not be utilised by the Company except for the redemption of debentures.

Share Forfeited Account

Share forfeited account represents the amount of shares forfeited due to cancellation of shares. The forfeited share can be re-issued at discount or at premium.

Retained Earnings:

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

Non Convertible Debentures as stated in Note No.14.1[a] above are further secured by way of First Charge ranking pari passu with all the lenders specified at S. No.14.2 (b) save and except AKA Export Finance Bank [Amount Outstanding as at 31st March, 2017 - Rs, 2661 Lakhs] having prior charge on specific Fixed Assets, in favour of respective Debenture Trustees for the benefit of all Debenture Holders, on all the movable and immovable Fixed Assets of the company except Fixed assets pertaining to Real Estate Division and Fixed assets specifically charged to State Government /State Financial Institutions for availing interest free loans etc. under various schemes framed by the State Governments and any other assets specifically charged. Further, the NCDs stated above alongwith term loans specified in Sl. No.14.2(b) are also secured by way of First Pari-Passu charge over Land of the Company admeasuring 588.42 acres forming part of Non-Core Area at Jaypee Sports City near F-1 Stadium, Special Development Zone (SDZ), Sector-25, Gautam Budh Nagar, Uttar Pradesh & First Pari-Passu charge over Land admeasuring 166.96 Acres situated at Village Tappal, Kansera & Jahengarh, Aligarh, Uttar Pradesh & Land admeasuring 167.23 Acres situated at Village Chagan and Chhalesar, Agra, Uttar Pradesh, both land belonging to Jaypee Infratech Limited.

* including Rs, 19174 lakhs as prepaid financing charges as at 31st March, 2017

[b] Term Loans of Rs,1924050 Lakhs sanctioned [Amount outstanding Rs, 1404490 Lakhs] by Financial Institutions, Banks together with all interest, liquidated damages, premia on pre-payment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements are secured by First Charge ranking pari pasu with all the lenders save and except AKA Export Finance Bank [Amount outstanding as at 31.03.2017 - Rs, 2661 Lakhs having prior charge on Fixed Assets pertaining to Himachal Cement Plant] in favour of Axis Trustee Services Limited [Security Trustee], holding security for the benefit of all lenders on all the movable and immovable fixed assets of the Company except Fixed Assets pertaining to Real Estate Division, Fixed Assets specifically charged to State Government / State Financial Institutions for availing interest free loans etc., under various schemes framed by State Governments and any other assets specifically charged. Further, these Loans along with Debentures as mentioned in Sl No.14.1[c] are secured by way of First Pari-Passu charge over Land of the Company admeasuring 588.42 acres forming part of Non-Core Area at Jaypee Sports City near F-1 Stadium, Special Development Zone [SDZ], Sector-25, Gautam Budh Nagar, Uttar Pradesh & First Pari-Passu charge over Land admeasuring 166.96 Acres situated at Village Tappal, Kansera & Jahengarh, Aligarh, Uttar Pradesh & Land admeasuring 167.23 Acres situated at Village Chagan and Chhalesar, Agra, Uttar Pradesh both land belonging to Jaypee Infratech Limited. In addition to above

(1) Term Loan of Rs, 40000 Lakhs sanctioned by IFCI Ltd., [at Sl. No.44 above] is further secured by way of Exclusive Charge over 5.48 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh.

(2) Term Loan of Rs, 150000 Lakhs sanctioned by ICICI Bank Ltd. [at Sl.No.49 above] is further secured by way of (i) pari-passu charge on all immovable properties admeasuring 100 acres of Land of Jaypee Infratech Ltd., situated at Village - Tappal, Tehsil - Khair, Distt. - Aligarh, Uttar Pradesh together with all buildings and structures thereto and all Plant & Machinery attached to the earth or permanently fastened to anything attached to the earth, both present and future (ii) pledge of 18,93,16,882 equity shares of the Company held in various Trusts on pari passu charge on basis with Rupee Term Loan of Rs, 130000 Lakhs sanctioned by ICICI Bank Ltd. [at Sl.No.5 above].

(3) Term Loan of Rs, 75000 Lakhs [at Sl.No.33 above] sanctioned by State Bank of India is further secured by way of [i] exclusive charge over 22.2078 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh. [ii] pledge of 10 crores equity shares of Jaypee Infratech Ltd., held by Jaiprakash Associates Ltd. (iii) second pari passu charge on current assets of the Company.

(4) Term Loan of Rs, 50000 Lakhs sanctioned by Canara Bank (at Sl.No. 53 above) is further secured by way of pari passu Charge over 25.007 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ Sector-25, Gautam Budh Nagar, Uttar Pradesh.

(5) Term Loan of Rs, 120000 Lakhs sanctioned by ICICI Bank Ltd. (at Sl.No. 78 above) is further secured by way of First Charge over land admeasuring 9.8077 acres situated at Village Aurangpur, U.P., 148.3662 acres situated at Village Jaganpur, Afjalpur, UP, 151.006 acres situated at Village Jirkanpur, Tehsil Khair, Dist. Aligarh, U.P., all belonging to Jaypee Infratech Limited.

[c] Term Loans of Rs, 21300 Lakhs [Amount outstanding - Rs, 12780 Lakhs] sanctioned by Export Import Bank of India (at sl no 40 to 43 above) are secured by First Charge ranking pari passu with all the lenders save and except AKA Export Finance Bank [Amount Outstanding as at 31.03.2017 - Rs, 2661 Lakhs] having prior charge on specific Fixed Assets, in favour of Axis Trustee Services Limited [Security Trustee], holding security for the benefit of all lenders, on all the Movable Fixed Assets of the Company except movable Fixed Assets pertaining to Real Estate Division, Fixed Assets specifically charged to State Government / State Financial Institutions for availing interest free loans etc., under various schemes framed by State Governments and any other assets specifically charged.

[d] Term Loans sanctioned by ICICI Bank - Rs, 130000 Lakhs, Bank of Maharastra - Rs, 30000 Lakhs, Yes Bank Ltd. -Rs, 20000 Lakhs, Canara Bank - Rs, 50000 Lakhs, aggregating to Rs, 230000 Lakhs [Amount outstanding Rs, 152046 Lakhs] (at sl no 5, 28, 36 & 48 above) together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements are secured by way of Subservient charge on all the fixed Assets of the company except the fixed assets pertaining to Real Estate Division and Fixed assets specifically charged to State Government /State Financial Institutions for availing interest free loans etc. under various schemes framed by State Governments. In addition to above

(1) Term loan of Rs, 130000 Lakhs sanctioned by ICICI Bank (at sl no 5 above) is further secured by way of (i) pledge of 18,93,16,882 equity shares of the Company held in various Trusts on first pari passu charge basis with Rupee Term Loan of Rs, 150000 Lakhs sanctioned by ICICI Bank Ltd., (ii) pledge of 7,50,000 -11% Cumulative Preference Shares of Himalyan Expressway Limited and (iii) pledge of 1,02,12,000 12% Preference Shares of Jaypee Agra Vikas Ltd., owned by the Company.

(2) Term Loan of Rs, 50000 Lakhs sanctioned by Canara Bank (at sl no 48 above) is further secured by way of pari-passu charge over 25.007 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ Sector-25, Gautam Budh Nagar, Uttar Pradesh.

(3) Term Loan of Rs, 20000 Lakhs sanctioned by Yes Bank Ltd. (at sl no 36 above) is further secured by way of exclusive charge over 11.3095 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ Sector-25, Gautam Budh Nagar, Uttar Pradesh.

[e] Term Loans sanctioned by SREI Rs, 1000 Lakhs [Amount outstanding Rs, 169 Lakhs] (at sl no 45 above) & TATA Motors Finance Ltd. Rs, 342 Lakhs [Amount Outstanding Rs, 154 Lakhs](at sl no 63 & 64 above) together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements secured by way of exclusive charge over certain Equipments of the Company.

[f] Term Loans sanctioned by State Bank of India Rs, 15000 Lakhs [Amount outstanding Rs, 9375 Lakhs] (at sl. No 26 above) together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements secured by way of (i) First Charge on 2.56 acres of Hotel & Commercial Land purchased from Jaypee Infratech Ltd. in Village - Wazidpur, Sector -129, Noida. Entire Sale consideration has been paid by the Company to Jaypee Infratech Limited and (ii) First Charge over 3.78 acres of Commercial Land of Jaypee Infratech Ltd. situated at Sector - 128, Noida.

[g] Term Loans sanctioned by Standard Chartered Bank Rs, 40000 Lakhs, Rs, 45000 Lakhs and Rs, 62000 Lakhs [Amount outstanding Rs, 71283 Lakhs] (at sl. no 24,27 & 79 above) are secured against first charge ranking pari passu by way of equitable mortgage by deposit of title deed over the land admeasuring 355.84 acres at Jaypee Greens Golf Course, Greater Noida, Uttar Pradesh and collaterally secured by first charge ranking pari passu by way of equitable mortgage over land of Jaypee Infratech Ltd. admeasuring 39.5132 acres (residential 25.0040 acres and commercial 14.5092 acres) situated at village Sultanpur, Noida, Uttar Pradesh and Village Wazidpur, Noida, Uttar Pradesh. Out of the said 39.5132 acres of land, the Company has entered into an “Agreement to Sell" with Jaypee Infratech Limited on 15.12.2009 for purchase of 14.5092 acres of commercial land and entire sale consideration has been paid to Jaypee Infratech Limited. Term Loan of Rs, 62000 Lakhs sanctioned by Standard Chartered Bank in two tranche of Rs, 53816 Lakhs and Rs, 8184 Lakhs is further secured by way of pledge of 9,41,25,000 Equity Share of Jaypee Cement Corporation Limited. Second tranche of Rs, 8184 Lakhs is further secured by way of pari passu charge alongwith loan mentioned in Sl.No.[j] below over land admeasuring 26.3158 hectares approx (part of 40 hectares in Jaypee Sports City Near F stadium, SEZ Sector 25, Gautam Budh Nagar).

[h] Term Loan sanctioned by HDFC Limited Rs, 45000 Lakhs [Amount outstanding Rs, 29301 Lakhs] (at sl. no 38 above ) is secured against first & exclusive charge by way of Registered Mortgage over (a) Leasehold property admeasuring project land of 14.20 acres at Jaypee Greens which is part and parcel of 452.26 acres of the integrated Township Jaypee Greens Greater Noida, U.P. along with construction thereon both present and future (b) Leasehold property admeasuring 38.20 acres at Noida, U.P. designated for the construction of Kalyspo Court 1-10 (B-1), Kalyspo Court 11,12,14,15,16 (B-3), imperial Court 1-3 (B-2) Pelican (PD-1 & PD-2) in the integrated Township in the name and style of Wish Town, Noida, U.P. The said land is registered in the name of Jaypee Infratech Limited and entire sale consideration has been paid by the Company to Jaypee Infratech Limited. and (c) First Charge on Project Land/FSI of 11,01,954 Sq. feet of B 10, Suncourt A & Town Centre Residential in Jaypee Greens, Greater Noida with construction thereon, present and future.

[i] Term Loan sanctioned by Standard Chartered Bank - Rs, 35000 Lakhs, United Bank of India - Rs, 15000 Lakhs, Allahabad Bank - Rs, 10000 Lakhs, Karur Vysya Bank - Rs, 5000 Lakhs & The South Indian Bank - Rs, 10000 Lakhs aggregating to Rs, 75000 Lakhs [Amount Outstanding - Rs, 56206 Lakhs] (at sl no 31,32,34,35,37 above) are secured by way of exclusive First Charge on pari- passu basis over 65.0263 Acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ Sector-25, Gautam Budh Nagar, U.P.

[j] Term Loan sanctioned by Yes Bank Ltd. - Rs, 52500 Lakhs [Amount Outstanding - Rs, 34125 Lakhs] (at sl no 30 above) is secured by way of exclusive charge over 18.02 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ Sector-25, Gautam Budh Nagar, Uttar Pradesh.

[k] Term loans of Rs, 100000 Lakhs sanctioned [Outstanding Rs, 43147 Lakhs] (at sl no 65 to 73 above), SBLCs Rs, 33295 Lakhs [Outstanding Rs, 33295 Lakhs] and Bank Guarantee Rs, 10000 Lakhs (Outstanding Rs, 10000 Lakhs) sanctioned by Banks and IFCI Limited are secured by first charge ranking pari-passu on all immovable and movable fixed assets pertaining to the core area sports infrastructure project [both present and future] and second pari-passu charge on all current assets including receivables pertaining to the aforesaid sports infrastructure project, subject to first charge of the working capital lenders (exclusive of SBLCs Rs, 33295 Lakhs).

[l] Term loan of Rs, 15,000 Lakhs [Outstanding Rs, 4412 Lakhs] sanctioned by ICICI Bank (at sl no 74 above) Limited is secured by mortgage of non core area land admeasuring 25 Acres at Sector - 25, along Yamuna Expressway, Gautam Buddh Nagar, second charge on all immovable & movable assets of core area sports infrastructure project.

[m] Term loan of Rs, 5000 Lakhs [Outstanding Rs, 3900 Lakhs] sanctioned by The Karur Vysya Bank Ltd. at Sl. No. 84 above is secured by First Charge on identified real estate inventory.

[n] Term loan of Rs, 15000 Lakhs [Outstanding Rs, 12000 Lakhs] sanctioned by State Bank of India at Sl. No. 92 above is secured by pari passu charge over Current Assets of the Company and pari passu Charge over land 37.763 hect. Situated in Chindwara, M.P., pari passu charge over assets related to Mandla (North) Coal Mine.

[o] Security includes security created / yet to be created.

[p] Outstanding amount of long term debts from Banks and Financial Institutions included in current maturities of long term debts and unpaid debentures [Refer Note No 16 - Other Current Financial Liabilities] as at 31.03.2017 includes principal overdues amounting to Rs, 217612 Lakhs and interest accrued and due on borrowings & interest on unpaid matured debentures amounting to Rs, 279495 Lakhs, both principal and interest overdues pertain to the F.Y. 2015-16 and F.Y. 2016-17.

[q] Loan outstanding as on Balance sheet date are after considering loans which are partly / fully paid before their respective due dates.

"8" Loans from State Government:

[a] I nterest Free Loans granted by U.P.Financial Corporation (UPFC) under Audyogik Nivesh Protshahan Yojna Scheme at Grinding Unit in Tanda (U.P.) are secured by way of First Charge on the Fixed Assets of the above said Unit of the Company and partly against bank guarantee. The same is repayable on or before completion of 10 years from the day on which it is received. Period of repayment has commenced from F.Y. 2016-17.

[b] I nterest Free Loans granted by Pradeshiya Industrial & Investment Corporation Limited at Grinding Unit in Sikandrabad (U.P.) is secured against Bank Guarantee. The same is repayable on or before completion of 10 years from the day on which it is received. Repayment will commence from F.Y. 2022-23.

9" Details of Foreign Currency Convertible Bonds (Unsecured) at Note No.14[II]A are given as under :

The Company has issued 1,50,000, 5.75% Foreign Currency Convertible Bonds [FCCB-2012] of USD 1,000 each aggregating to USD 150 Million at par on 07.09.2012. These Bonds are convertible at the option of bond-holders into equity shares of Rs, 2/- each fully paid at the conversion price of Rs, 77.50 per share, subject to the terms of issue, with a fixed rate of exchange of Rs, 55.67 equal to USD 1.00 at any time on or after 18.10.2012 and prior to the close of business on 01.09.2017. As at 31.03.2017, 110400 Bonds aggregating to USD 110.40 Million are outstanding.

No conversion has taken place during F.Y. 2016-17 [Previous Year Nil]. Unless previously converted, the bonds are redeemable at maturity on 08.09.2017.

"10" Unsecured Loan taken from subsidiary at Note No.14[II]E is taken from Himalyaputra Aviation Limited [Amount Outstanding Rs, 6500 Lakhs] repayable in 20 structured quarterly instalments from 30.12.17 to 30.09.22

"11" The Company accepted Fixed Deposit till 31.03.2014 under Fixed Deposits Scheme from Public which are repayable in one year, two years and three years. In accordance with relevant provisions of Companies Act, 2013, the Company is repaying Fixed Deposits accepted from Public. HonRs,ble National Company Law Tribunal has allowed further time till 30th May 2017 to repay the Unpaid/ Unclaimed Matured Public Deposits

"12" Deferred payment of Land is the amount payable to Yamuna Expressway Industrial Development Authority [YEIDA] by way of half yearly installments for the land admeasuring 1085.3327 hectares [Inclusive of 99.9320 hectares for Village Development and Abadi Extension] allotted to the Company. Lease Deeds in respect of 965.7390 hectares have been executed and lease Deeds for the balance 19.6617 hectares are yet to be executed, whereas land about 14.5993 hectares remains to be allotted. Current maturities of long term debts includes principal overdue Rs, 33185 Lakhs and interest accrued and due on borrowings includes interest over dues Rs, 26847 Lakhs payable to the Authority.

"13" Rupee Term Loan from State Bank of India [at Sl. No 94 above] has been secured by way of Corporate Guarantee by Jaiprakash Power Ventures Ltd. [JPVL], a subsidiary Company.

[B] CURRENT BORROWINGS

"14.12" Secured Term Loans from Banks & Others:

[a] Short Term Loan of Rs, 100000 Lakhs [Amount Outstanding Rs, 100000 Lakhs] sanctioned by State Bank of India is secured by way of (i) exclusive charge over 57.13 acres of Land of the Company situated at Sector-25, SDZ, Jaypee Sports City on Yamuna Expressway, Village - Aurangpur & Gunpura, Tehsil-Sadar, Distt. - Gautam Budh Nagar, Uttar Pradesh (ii) Charge/Lien to the extent of 1.50 times of the Loan Amount on an Escrow Account with State Bank of India (iii) Subservient Charge on the Fixed Assets of the Company except assets specifically charged to Lenders (iii) STL further secured by way of Registered mortgaged over 90 acres of land situated at Agra of Jaypee Infratech Ltd.

[b] Short Term Loan of Rs, 54000 Lakhs [Amount Outstanding Rs, 54000 Lakhs] sanctioned by IndusInd Bank Ltd. is secured by way of (1) Subservient charge on entire movable fixed and current assets of the Company (excluding charge on assets of Bela & Sidhi Plants) (2) Cross collateralization of Jaypee Greens property i.e. 1.85329 acres situated in Block Surajpur Kasna Road at Sector No.19 and 25 in Greater Noida Industrial Development Area, Distt. Gautam Budh Nagar, Uttar Pradesh and 12,00,00,000 equity shares of Jaypee Infratech Limited (JIL) held by the Company as collateral for IBLRs,s facility in Jaypee Fertilizer and Industries Limited (JFIL). (3) commercial land of non- core area admeasuring 23.80 acres situated at Sector -25, SDZ, Jaypee Sports City, Yamuna Expressway (4) current assets of Sports Division and (5) Charge on the escrow account.

[c] Short Term Loan of Rs, 4250 Lakhs [Amount Outstanding Rs, 3000 Lakhs] sanctioned by SREI Equipment Finance Limited is secured by way of Hypothecation on certain equipment of the Company.

"14" Outstanding amount of long term debts from Banks and Financial Institutions included in current maturities of long term debts and unpaid debentures [Refer Note No 16 - Other Current Financial Liabilities] as at 31.03.2017 includes principal over dues amounting to Rs, 157553 Lakhs and interest accrued and due on borrowings & interest on unpaid matured debentures amounting to Rs, 24858 Lakhs, both principal and interest over dues.

"15" Working Capital Loans:

[a] The Working Capital facilities [Fund based - Rs, 500 Crores. and Non Fund based - Rs, 4265 Crores.] sanctioned by the Consortium of 19 member Banks with Canara Bank, as Lead, are secured by way of first charge ranking pari passu on Current Assets of the Company i.e. Hypothecation of Stocks of Raw Materials, Work-in-Progress, Stock-in-Process, Finished Goods, Stores & Spares and Book Debts and second charge ranking pari passu on the Fixed Assets of the Company [except Fixed Assets pertaining to Real Estate Division and Fixed assets specifically charged to State Government /State Financial Institutions for availing interest free loans etc.] and other assets specifically charged on specific loans. Further IDBI Bank Ltd. have converted their Non Fund Based Limits [within Consortium] into Fund Based Limits to the extent of Rs, 35000 Lakhs [Amount Outstanding Rs, 35000 Lakhs].

[b] Working Capital facility includes Pre Shipment Credit by Standard Chartered Bank which is secured by way of first charge ranking pari passu by way of equitable mortgage over the land admeasuring 355.84 acres at Jaypee Greens Golf Course, Greater Noida, Uttar Pradesh and collaterally secured by first charge ranking pari passu by way of equitable mortgage over land of Jaypee Infratech Ltd. admeasuring 39.5132 acres (residential land - 25.0040 acres and commercial land - 14.5092 acres) situated at village Sultanpur, Noida, Uttar Pradesh and Village Wazidpur, Noida, Uttar Pradesh. Out of the said 39.5132 acres of land, the Company has entered into an “Agreement to Sell" with Jaypee Infratech Limited on 15.12.2009 for purchase of 14.5092 acres of commercial land and entire sale consideration has been paid to Jaypee Infratech Limited) along with Long Term Loans sanctioned by Standard Chartered Bank Rs, 40000 Lakhs, Rs, 45000 Lakhs and Rs, 62000 Lakhs [Amount outstanding Rs, 71283 Lakhs].

[c] Working Capital facility also include Buyer''s Credit etc., to the extent of Rs, 2475 Lakhs availed from Working Capital consortium member Banks out of limit sanctioned to the Company and other Banks.

[d] Working Capital Demand Loan of Rs, 20000 Lakhs (Outstanding Rs, 16127 Lakhs) sanctioned by Axis Bank Ltd. is secured by subservient and subsequent charge on Current Assets of the Company.

"16" Bill Discounting of Rs, 17500 Lakhs [Outstanding Rs, 3603 Lakhs] from SIDBI is secured by way of residual charge on current assets of the Company.

"17" Short Term Unsecured Loan of Rs, 50000 Lakhs [Amount Outstanding Rs, 50000 Lakhs] sanctioned by Axis Bank Limited is secured by way of Corporate Guarantee of UltraTech Cement Ltd.

Short Term Inter Corporate Deposit (Unsecured) of Rs, 2000 Lakhs is taken from UltraTech Cement Limited

"18" Liabilities directly associated with assets in disposal group classified as held for sale do not include long term borrowings that will get transferred as part of the Scheme of Arrangement.

[b] Securities

[i] 1,45,43,29,855 Equity Shares of Rs, 10/- each fully paid-up [Previous Year 1,37,59,88,510 Equity Shares] of Jaiprakash Power Ventures Limited [JPVL] are pledged as collateral security and has given Non disposal undertaking of 10,21,88,566 Equity Shares of Rs, 10/- each [Previous Year 10,21,88,566 Equity Shares] for the financial assistance granted by Lenders to JPVL for specific projects.

[ii] The Company has pledged 70,83,56,087 Equity Shares of Rs, 10/- each fully paid-up [Previous Year 70,83,56,087 Equity Shares] of Jaypee Infratech Limited (JIL) with IDBI Trusteeship Services Limited (ITSL) (Trustee) held by the Company in favour of ITSL as collateral security for the financial assistance to JIL. The Company has also given Promoter support undertaking to IDBI led consortium loan. Outstanding amount as at 31.03.2017 is Rs, 8,10,274 Lakhs [Previous Year Rs, 8,10,710 Lakhs].

[iii] 3,54,27,000 Equity Shares of Rs, 10/- each fully paid-up [Previous Year 3,54,27,000 Equity Shares] of Himalyan Expressway Limited [HEL] held by the Company are pledged as collateral security for financial assistance granted by the Lenders to HEL. The Company has also given support undertaking to ICICI Bank. Outstanding amount as at 31.03.2017 is Rs, 23668 Lakhs [Previous Year Rs, 24425 Lakhs].

[iv] 1,83,67,347 Equity Shares of Rs, 10/- each fully paid-up Previous Year 1,83,67,347 Equity Shares] of Madhya Pradesh Jaypee Minerals Limited [MPJPML] pledged as collateral security for financial assistance granted by the lenders to MPJPML. The loans have been paid by MPJPML, security yet to be released.

[v] The Company has executed non disposal undertaking for 12,00,00,000 Equity Shares [Previous Year 12,00,00,000 Equity Shares] of Jaypee Infratech Limited held by the Company in favour of lenders as collateral security for the financial assistance to Jaypee Fertilizers & Industries Limited. Further, the Company has given first pari passu charge on 1.85329 acres Land [B-Type Building] at Jaypee Greens, Greater Noida alongwith Corporate Guarantee for financial assistance to Jaypee Fertilizers & Industries Limited.

[vi] The Company has given Letter of Comfort to Banks for financial assistance taken by Jaiprakash Power Ventures Limited. Outstanding amount as at 31.03.2017 is Rs, 98705 Lakhs [Previous Year Rs, 164500 Lakhs].

[viii] The Company has given shortfall undertaking to Banks & Financial Institutions for Term Loan & Non Fund based Limit provided to Kanpur Fertilizers & Cement Limited. Outstanding amount of loan as at 31.03.2017 is Rs, 31543 Lakhs [Previous Year Rs, 42770 Lakhs] and outstanding amount of Working Capital and Non Fund based limit utilized as at 31.03.2017 is Rs, 56448 Lakhs [Previous Year Rs, 62394 Lakhs].

[ix] The Company has given shortfall undertaking to Banks for providing financial assistance and Non Fund based limit to Jaypee Cement Corporation Limited. Outstanding amount of loan as at 31.03.2017 is Rs, 188867 Lakhs [Previous Year Rs, 10000 Lakhs]. Outstanding amount of Working Capital as at 31.03.2017 is Rs, 2010 Lakhs and Outstanding amount of Non Fund based limit as at 31.03.2017 is Rs, 7268 Lakhs.

The above information is based on information available with the Management

NOTE No."9" The following were classified as Disposal Group held for sale:

[i] The Company has approved the Definitive agreement with UltraTech Cement Limited [UTCL] for transfer of part of its cement business [including that of its 100% subsidiary Jaypee Cement Corporation Ltd. (JCCL)], comprising identified Cement Plants with an aggregate capacity of 17.20 MTPA [including Power Plant at Siddhi] spread over the states of Uttar Pradesh, Madhya Pradesh, Himachal Pradesh, Uttarakhand and Andhra Pradesh and 4 MTPA Bara Grinding Unit [under commissioning] a unit of Prayagraj Power Generation Company Limited, an associate Company at a total Enterprise Value of Rs, 16189 Crores. The Scheme of Arrangement has been sanctioned by National Company Law Tribunal vide its order dated 2nd March 2017. The scheme has already been approved by Competition Commission of India [CCI], Stock Exchanges, Shareholders, Secured Creditors and Unsecured Creditors of the Company, JCCL & UTCL in their respective meetings. The Scheme shall be made effective upon receipt of the remaining approvals as mentioned in the Scheme.

[ii] During the FY 2015-16 the company transferred its Grinding Unit in Panipat, Haryana and 49 MW capacity wind power plants.

NOTE No."10"

Related Parties disclosures, as required in terms of “ Indian Accounting Standard [Ind AS] 24" are given below: Relationships

[a] Subsidiary Companies [including their subsidiaries]:

1 Jaypee Infratech Limited [JIL]

2 Himalyan Expressway Limited

3 Jaypee Ganga Infrastructure Corporation Limited

4 Jaypee Agra Vikas Limited

5 Jaypee Cement Corporation Limited [JCCL]

6 Jaypee Fertilizers & Industries Limited

7 Himalyaputra Aviation Limited

8 Jaypee Assam Cement Limited

9 Jaypee Health Care Limited [subsidiary of JIL]

10 Jaypee Infrastructure Development Ltd [formerly known as Jaypee Cement Cricket (India) Ltd.]

11 Jaypee Cement Hockey (India) Limited

12 Jaiprakash Agri Initiatives Company Limited [Subsidiary of JCCL]

13 Himachal Baspa Power Company Limited [Subsidiary till 07.09.2015]

14 Yamuna Expressway Tolling Limited [Subsidiary w.e.f 25.03.2017]

15 Bhilai Jaypee Cement Limited

16 Gujarat Jaypee Cement & Infrastructure Limited

17 Jaiprakash Power Ventures Limited [JPVL]

18 Sangam Power Generation Company Limited [Subsidiary of JPVL]

19 Prayagraj Power Generation Company Limited [Subsidiary of JPVL]

20 Jaypee Meghalaya Power Limited [Subsidiary of JPVL]

21 Bina Power Supply Limited [Subsidiary of JPVL]

22 Jaypee Powergrid Limited [Subsidiary of JPVL]

23 Jaypee Arunachal Power Limited [Subsidiary of JPVL]

Companies mentioned at Sl.No.17 to 23 ceased to be Subsidiary of the Company w.e.f. 18.02.2017.

[b] Associate Companies:

1 Jaiprakash Power Ventures Limited [JPVL]

2 Jaypee Powergrid Limited [Subsidiary of JPVL]

3 Jaypee Arunachal Power Limited [Subsidiary of JPVL]

4 Sangam Power Generation Company Limited [Subsidiary of JPVL]

5 Prayagraj Power Generation Company Limited [Subsidiary of JPVL]

6 Jaypee Meghalaya Power Limited [Subsidiary of JPVL]

7 Bina Power Supply Limited [Subsidiary of JPVL]

8 Jaypee Infra Ventures [A Private Company with unlimited liability]

9 Jaypee Development Corporation Limited

10 JIL Information Technology Limited

11 Gaur & Nagi Limited

12 Indesign Enterprises Private Limited

13 Sonebhadra Minerals Private Limited

14 RPJ Minerals Private Limited

15 Tiger Hills Holiday Resort Private Limited

16 Sarveshwari Stone Products Private Limited

17 Rock Solid Cement Limited

18 Jaypee International Logistics Company Private Limited

19 Jaypee Hotels Limited

20 Yamuna Expressway Tolling Private Limited [formerly known as Jaypee Mining Venture Pvt. Ltd.] [associate till 24.03.2017]

21 Ceekay Estates Private Limited

22 Jaiprakash Exports Private Limited

23 Bhumi Estate Developers Private Limited

24 Jaypee Technical Consultants Private Limited

25 Jaypee Uttar Bharat Vikas Private Limited

26 Kanpur Fertilizers & Cement Limited

27 Madhya Pradesh Jaypee Minerals Limited

28 MP Jaypee Coal Limited

29 MP Jaypee Coal Fields Limited

30 Andhra Cements Limited

31 Jaypee Jan Sewa Sansthan [''Not for Profit'' Private Limited Company]

32 Think Different Enterprises Private Limited

33 JC World Hospitality Pvt. Ltd.

34 Ibonshourne Limited [w.e.f. 11.01.2016]

35 JC Wealth & Investment Private Limited

36 CK World & Hospitality Private Limited

37 Librans Venture Private Limited

38 Librans Real Estate Private Limited

39 Samvridhi Advisors LLP

40 Jaiprakash Kashmir Energy Limited

41 Anvi Hotels Private Limited

42 PAC Pharma Private Limited

43 Kram Infracon Private Limited

Companies mentioned at Sl.No.1 to 7 became an associate company in place of subsidiary w.e.f. 18.02.2017.

[c] Key Management Personnel, where transactions have taken place:

1 Shri Manoj Gaur, Executive Chairman & C.E.O.

2 Shri Sunil Kumar Sharma, Executive Vice Chairman

3 Shri Sarat Kumar Jain, Vice Chairman [till 06.06.2016]

4 Shri Sunny Gaur, Managing Director [Cement]

5 Shri Pankaj Gaur, Joint Managing Director [Construction]

6 Shri Ranvijay Singh, Whole time Director

7 Shri Rahul Kumar, Whole time Director & C.F.O.

8 Shri Shiva Dixit, Whole time Director [till 20.07.2015]

9 Shri Naveen Kumar Singh [relative of key management personnel]

Note: Related party relationships are as identified by the Company and relied upon by the Auditors.

Transactions carried out with related parties referred to above in ordinary course of business

[c] The Company has determined following reporting segment based on the information reviewed by the Company''s Chief Operating Decision Maker [CODM]:

[i] Construction Civil Engineering Construction/EPC Contracts/Expressway

[ii] Cement Manufacture and Sale of Cement and Clinker

[iii] Hotel/Hospitality Hotels, Golf Course, Resorts & Spa

[iv] Sports Events Sports related Events

[v] Real Estate Real Estate Development

[vi] Power Generation and Sale of Energy

[vii] Investments Investments in Subsidiaries and Joint Ventures for Cement, Power, Expressway, Sports etc.

[viii] Others Includes Coal Extraction, Waste Treatment Plant, Heavy Engineering Works,

Hitech Castings, Man Power Supply etc.

The above business segments have been identified considering - [i] the nature of product and services, [ii] the differing raises and returns, [iii] the internal organization and management structure and [iv] the internal financial reporting system.

Non-Current Assets for this purpose consists of property, plant and equipment, Capital Work in Progress and intangible assets including under development.

Revenue from Major Customers

The Company is not reliant on revenue from transaction of the any single external customer and does not receive 10% or more of the revenue from transaction with any single external customers.

[d] Segment Revenues, Operating Results, Assets and Liabilities include the amounts identifiable to each segment and amounts allocated on a reasonable basis.

[e] Segment Assets exclude Deferred Tax Asset. Segment Liabilities exclude Deferred Tax Liability.

Level 3:

If one or more of the significant inputs is not based on observable market data, the instrument is included in level

3. This is the case of unlisted equity shares and preference shares. The fair value of preference shares is determined using discounted cash flow analysis.

The Company''s policy is to recognize transfers into and transfers out of fair value hierarchy levels as at the end of the reporting period.

There were no significant changes in the classification and no significant movements between the fair value hierarchy classifications of assets and liabilities during FY 2016-17.

(b) Valuation technique used to determine fair value (Level I)

Specific valuation technique used to value financial instruments include:

- the use of quoted market price or NAV declared

- the fair value of the remaining financial instruments is determined using the discounted cash flow analysis.

(c) Fair value measurements using significant unobservable inputs (Level 3)

The following table presents the changes in level 3 items for the period ended 31st March 2017 and 31st March 2016

(d) Fair value of financial assets and liabilities measured at amortized cost

The carrying amounts of trade receivables, trade payables, capital creditors and cash and cash equivalents, bank balances are considered to be the same as their fair values.

The fair value for loans, security deposits are calculated based on cash flows discounted using weighted average cost of capital.

The fair value of noncurrent borrowings are based on discounted cash flows using a weighted average cost of capital. They are classified as level 3 fair value in the fair value hierarchy due to the use of unobservable inputs, including own credit risk.

For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the fair values.

Note No."43"

Financial Risk Management

The Company''s activities expose it to market risk, liquidity risk and credit risk. The Company''s focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance.

(a) Credit Risk

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The Company''s exposure to credit risk is influenced mainly by the individual characteristic of each customer and the concentration of risk from the top few customers.

(i) Credit risk management

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. Trade receivables, Loans and Other receivables are typically unsecured. Credit risk has always been managed by the Company through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. On account of the adoption of Ind AS 109, the Company uses ECL model to assess the impairment loss or gain. The Company uses a provision matrix to compute the ECL allowance for trade receivables and unbilled revenues. The provision matrix takes into account available external and internal credit risk factors such as credit ratings from credit rating agencies and the Company''s historical experience for customers.

Credit risk on cash and cash equivalents and bank balances is limited as the Company generally invest in deposits with bank. Investments primarily include investments in liquid mutual fund units, quoted and unquoted equity shares, preference shares and quoted bonds.

(b) Liquidity Risk

Liquidity risk is the risk that the Company will face in meeting its obligations associated with its financial liabilities. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due.

(i) Liquidity risk management

The Company''s objective is to maintain a balance between continuity of funding and flexibility through the use of bank overdrafts, bank loans, debentures, bonds and finance lease. The Company assessed the concentration of risk with respect to refinancing its debt and concluded it to be low. The Company has access to a sufficient variety of sources of funding and debt maturing within 12 months can be rolled over with existing lenders.

The Company regularly monitors the rolling forecasts to ensure it has sufficient cash on an on-going basis to meet operational needs. Any short term surplus cash generated, over and above the amount required for working capital management and other operational requirements, is retained as cash and cash equivalents (to the extent required) and any excess is invested in interest bearing term deposits and other highly marketable debt investments with appropriate maturities to optimize the cash returns on investments while ensuring sufficient liquidity to meet its liabilities.

(c) Market Risk

The risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: currency risk, interest rate risk and other price risk.

(i) Foreign Currency Risk

The risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The company is exposed to foreign exchange risk arising from foreign currency borrowings [ECB]. Foreign currency risk arises from future commercial transactions and recognized assets and liabilities denominated in a currency that is not the Company''s functional currency (INR). The risk is managed through a forecast of highly probable foreign currency cash flows.

Foreign Currency Risk Management

The Company''s risk management committee is responsible to frame, implement and monitor the risk management plant of the Company. The committee carry out risk assessment with regard to foreign exchange variances and suggests risk minimization procedures and implement the same.

Interest Rate Risk Management

The Company''s risk management committee ensures all the current and future material risk exposures are identified, assessed, quantified, appropriately mitigated, minimized, managed and critical risks when impact the achievement of the Company''s objective or threatens its existence are periodically reviewed.

(iii) Price Risk

The price risk for the company is risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices.

Price Risk Management

To manage its price risk arising from investments, the Company diversifies its portfolios. Diversification of the portfolio is done in accordance with the limits set by the Company.

Price risk exposure

The Company''s exposure to price risk arises from investments held by the Company and classified in the balance sheet as fair value through profit or loss.

Note No."44"

Capital management

For the purpose of the Company''s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders. The objective of the company''s capital management is to safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits other stakeholders and maintain an optimal capital structure to reduce the cost of capital. The company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The company monitors capital structure using gearing ratio, which is net debt divided by total equity plus net debt. The company includes within net debt, interest bearing loans and borrowings, trade and other payables, less cash and cash equivalents.

(a) Provident Fund - Defined Contribution Plan

Employer''s Contribution to Provident and Pension Fund benefits Rs, 2720 Lakhs [31st March 2016 Rs, 2885 Lakhs] is recognized as an expense for the year

(b) Gratuity and Leave encashment - Defined Benefit Plans - Provision made as per actuarial valuation. The Company has a Trust namely Jaiprakash Associates Employees Gratuity Fund Trust to manage funds towards Gratuity Liability of the Company. SBI Life Insurance Company Limited and ICICI Prudential Life Insurance Company Limited have been appointed for management of the Trust Fund for the benefit of the employees.

NOTE No."48"

The Free-hold Land [Agricultural] purchased by the Company for Rs, 3 Lakhs measuring 7 Bighas at Rangpuri, New Delhi had been notified for acquisition U/s 4 & 6 of the Land Acquisition Act. The Company''s claim for compensation is pending for settlement.

NOTE No."49"

First-time adoption of Ind AS

These financial statements, for the year ended 31st March 2017, are the first financial statements the company has prepared under Ind AS. For periods up to and including the year ended 31st March 2016, the Company prepared its financial statements in accordance with accounting standards notified under section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 (Indian GAAP).

Accordingly, the Company has prepared financial statements which comply with Ind AS applicable for periods ending on 31 March 2017, together with the comparative period data as at and for the year ended 31 March 2016, as described in the significant accounting policies. In preparing these financial statements, the Company''s opening balance sheet was prepared as at 1st April 2015, the Company''s date of transition to Ind AS. This note explains the principal adjustments made by the Company in restating its Indian GAAP financial statements, including the balance sheet as at 1st April 2015 and the financial statements as at and for the year ended 31st March 2016.

The figures for the previous period have been restated, regrouped and reclassified wherever required to comply with the requirement of Ind AS and Schedule III.

[a] Mandatory Exceptions from retrospective application

The company has applied the following exceptions to the retrospective application of Ind AS as mandatorily required under Ind AS 101.

[i] The estimates at 1st April 2015 and at 31st March 2016 are consistent with those made for the same dates in accordance with Indian GAAP. The estimates used by the Company to present these amounts in accordance with Ind AS reflect conditions at 1st April 2015, the date of transition to Ind AS and as at 31st March 2016.

[ii] Classification and measurement of financial assets

The classification of financial assets is made on the basis of the facts and circumstances that existed on the date of transition to Ind AS.

[iii] Government loans

The Company has elected to apply the requirement of Ind AS 109 and Ind AS 20 retrospectively as all the required information needed had been obtained at the time of initially accounting of the loan.

[b] Optional Exemptions from retrospective application

[i] Business Combination

The Company has applied the exemption as provided in Ind AS 101 and not applied Ind AS 103 “"Business Combinations" for acquisitions of subsidiaries, or of interest in associates and joint venture and transactions which are considered business combinations for Ind AS, that occurred prior to the date of transition i.e. 1st April 2015. The carrying amounts of assets & liabilities in accordance with previous GAAP are considered as their deemed cost.

[ii] Deemed Cost

The Company has elected to measure all of its property, plant and equipment and intangible assets at the previous GAAP carrying value as its deemed cost on the date of transition to Ind AS.

[iii] Long Term Foreign Currency Monetary Items

The Company has elected to continue the policy of capitalizing exchange differences arising from translation of long term foreign currency monetary items.

[iv] Investments in subsidiaries, joint ventures and associates

The Company has elected to measure its investments in subsidiaries, joint ventures and associates at previous GAAP carrying value as its deemed cost on the date of transition to Ind AS.

Government Grant

Under Indian GAAP, interest free loans and VAT deferment loans from Government [Govt.] were disclosed as liability. Under Ind AS, such Govt. loans are required to be fair valued and Govt. Grant to be recognized.

Accordingly, Interest free loan and VAT deferment loans have been recognized at fair value. The difference between carrying value and fair value has been recognized as income from Government Grant over the period in which the company recognizes as expenses the related costs for which the grants are intended to compensate.

Compound financial instruments

The Company has issued Foreign Currency Convertible Bonds [FCCBs]. The FCCBs are convertible into equity shares at predetermined price at the option of bond holder. Under Indian GAAP, the FCCBs were recognized as liability. Under Ind AS, FCCBs are separated into liability and equity components based on the terms of the contract. Interest on liability component is recognized using the effective interest method.

II Defined benefit liabilities

Both under Indian GAAP and Ind AS, the Company recognized costs related to its post-employment defined benefit plan on an actuarial basis. Under Indian GAAP, the entire cost, including actuarial gains and losses, were charged to profit & loss. Under Ind AS, remeasurements [comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets excluding amounts included in net interest on the net defined benefit liability] are recognized immediately in the balance sheet with a corresponding debit or credit to retained earnings through Other Comprehensive Income (OCI).

III Fair Valuation of Investments

Under Indian GAAP, the Company accounted for long term investments in unquoted and quoted equity shares as investment measured at cost less provision for diminution other than temporary in the value of investments.

Under Ind AS, the Group has designated investments (other than investment in subsidiaries, associates and joint ventures) as Fair Value through Profit & Loss (FVTPL) investments. Ind AS requires FVTPL investments to be measured at fair value. At the date of transition to Ind AS, difference between the instruments fair value and Indian GAAP carrying amount has been recognized in retained earnings and subsequently in the profit & loss for the year ended 31st March 2016.

Under Indian GAAP, the Company accounted for long term investments in preference shares of Group companies as investment measured at cost less provision for diminution other than temporary in the value of investments. Under Ind AS, the Company has designated those investments as FVTPL debt investments. Ind AS requires such debt instruments to be measured at fair value. At the date of transition to Ind AS, difference between the instruments fair value and the Indian GAAP carrying amount has been recognized in retained earnings.

Financial Guarantees

Under Indian GAAP, financial guarantees given for the assistances to group companies were disclosed as contingent liability. Under Ind AS, such financial guarantees are required to be recognized at fair value. Accordingly, the Company has fair valued these financial guarantees and recognized as deemed investment in subsidiaries, joint venture and associates. Corresponding liability has been created and recognized as Income over the period of guarantee as income from corporate guarantee.

IV Trade Receivables

Under Indian GAAP, the Company has created provision for impairment of receivables consists only in respect of specific amount for incurred losses. Under Ind AS, impairment allowance has been determined based on Expected Loss model (ECL).

Provisions

Under Indian GAAP, the Company has accounted for provisions, including long-term provision, at the undiscounted amount. In contrast, Ind AS 37 requires that where the effect of time value of money is material, the amount of provision should be the present value of the expenditures expected to be required to settle the obligation. The discount rate(s) should not reflect risks for which future cash flow estimates have been adjusted. Ind AS 37 also provides that where discounting is used, the carrying amount of a provision increases in each period to reflect the passage of time. This increase is recognized as borrowing cost.

Security Deposits

Under Indian GAAP, interest free security deposits that are refundable in cash on completion of the lease term are recorded at their transaction value. Under Ind AS, all financial assets are required to be recognized at fair value. Accordingly, the Company has fair valued these security deposits. Difference between the fair value and transaction value of the security deposits have been recognized as prepaid rent.

Property, Plant and Equipments

Lease arrangements were assessed and recognized as finance lease asset with corresponding finance lease obligation at the date of transition to Ind AS.

Prior Period Income and Expenses

Under Indian GAAP, prior period income / expenses were recognized in the current period as a result of errors or omissions in the preparation of financial statements of prior period. Under Ind AS, prior period income/ expenses shall be recognized in the relevant previous years and financial statements shall be restated for this purpose.

Sale of goods

Under Indian GAAP, sale of goods was presented as net of excise duty. However, under Ind AS, sale of goods includes excise duty. Excise duty on sale of goods is separately presented on the face of statement of profit and loss. Discount on sales has been adjusted from sales under IND AS.

V Deferred tax

Indian GAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period. Ind AS 12 requires entities to account for deferred taxes using the balance sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base. The application of Ind AS 12 approach has resulted in recognition of deferred tax on new temporary differences which was not required under Indian GAAP.

In addition, the various transitional adjustments lead to temporary differences. According to the accounting policies, the Company has to account for such differences. Deferred tax adjustments are recognized in correlation to the underlying transaction either in retained earnings or a separate component of equity.

NOTE No."11"

Jaiprakash Associates Limited (JAL) had awarded orders on Tecpro systems Limited (TSL) for various projects (Cement plant and Captive Power Plants) for supply, erection (only Churk Power Plant), Supervision of erection & commissioning, performance and testing of the Coal Handling Plants at Sidhi, chunar, Rewa, Churk, JP Super. However, TSL did not complete the entire work as per the terms & conditions of the contracts, and there were delays in design and engineering, Supply of Plant and Equipments for all these plants.

Due to these delays, an amount of Rs, 12,03,33,844/- is recoverable from TSL on account of liquidated damages and other miscellaneous recoveries. The total credit available in respective of books is Rs, 931 Lakhs and therefore a net amount of Rs,272 Lakhs is recoverable from TSL.

NOTE No."12"

The previous year figures have been regrouped/recast/rearranged wherever considered necessary to confirm to the current year''s classification.

NOTE No."13"

All the figures have been rounded off to the nearest lakh Rs,.


Mar 31, 2015

1. Issued, Subscribed and Paid-up Share Capital in number comprises of Shares for consideration in cash 2,02,19,850 Equity Shares [Previous Year 2,02,19,850] allotted under "Jaypee Employees Stock Purchase Scheme 2002"; 1,25,00,000 Equity Shares [Previous Year 1,25,00,000] allotted under "Jaypee Employees Stock Purchase Scheme 2009";

20,16,23,717 Equity Shares [Previous Year 20,16,23,717] allotted for cash on conversion of Foreign Currency Convertible Bonds;

1,00,00,000 Equity Shares [Previous Year 1,00,00,000] allotted for cash to Promoters on Preferential Basis;

6,42,04,810 Equity Shares [Previous Year 6,42,04,810] allotted through Qualified Institutional Placement as on 06.02.2013 and

21,33,73,416 Equity Shares allotted through Qualified Institutional Placement as on 08.07.2014.

Shares for consideration other than cash

86,08,65,055 Equity Shares [Previous Year 86,08,65,055] allotted in terms of the Scheme of Amalgamation effective from 11.03.2004;

12,43,78,825 Equity Shares [Previous Year 12,43,78,825] allotted in terms of Scheme of Amalgamation effective from 22.08.2006;

21,80,10,985 Equity Shares [Previous Year 21,80,10,985] allotted pursuant to Scheme of Amalgamation effective from 27.05.2009 and

70,72,80,317 Equity Shares [Previous Year 70,72,80,317] allotted as Bonus Shares .

2. Terms / Rights

The Company has issued only one class of equity shares having a par value of Rs, 2/- per share. Each holder of equity share is entitled to one vote per share. Each share is entitled to equal dividend declared by the Company and approved by the Share holders of the Company.

In the event of liquidation, each share carries equal rights and will be entitled to receive equal amount per share out of the remaining amount available with the Company after making preferential payments.

[b] Non Convertible Secured Debentures mentioned in Note 4.1[a] are redeemable at value equal to the Face Value.

Non Convertible Debentures as stated in Note No. 4.1[a] above are further secured by way of First Charge ranking pari passu with all the lenders save and except AKA Export Finance Bank [Amount Outstanding as at 31.03.2015 - Rs, 3198 Lakhs] having prior charge on specific Fixed Assets, in favour of respective Debenture Trustees for the benefit of all Debenture Holders, on all the movable and immovable Fixed Assets of the company except Fixed assets pertaining to Wind Power Division, Real Estate Division and Fixed assets specifically charged to State Government /State Financial Institutions for availing interest free loans etc. under various schemes framed by State Governments and any other assets specifically charged. Further, the NCDs stated above alongwith term loans specified in Sl. No.4.2(b) are also secured by way of First Pari-Passu charge over Land of the Company admeasuring 588.42 acres forming part of Non- Core Area at Jaypee Sports City near F-1 Stadium, Special Development Zone (SDZ), Sector-25, Gautam Budh Nagar, Uttar Pradesh & First Pari-Passu charge over Land admeasuring 166.96 Acres situated at Village Tappal, Kansera & Jahengarh, Aligarh, Uttar Pradesh & Land admeasuring 167.23 Acres situated at Village Chagan and Chhalesar, Agra, Uttar Pradesh, both land belonging to Jaypee Infratech Limited.

security for the benefit of all lenders on all the movable and immovable fixed assets of the Company except Fixed Assets pertaining to Wind Power Division, Real Estate Division, Fixed Assets specifically charged to State Government / State Financial Insitutions for availing interest free loans etc., under various schemes framed by State Governments and any other assets specifically charged. Further, these Loans along with Debentures as mentioned in Sl No 4.1[c] are secured by way of First Pari-Passu charge over Land of the Company admeasuring 588.42 acres forming part of Non- Core Area at Jaypee Sports City near F-1 Stadium, Special Development Zone [SDZ], Sector-25, Gautam Budh Nagar, Uttar Pradesh & First Pari-Passu charge over Land admeasuring 166.96 Acres situated at Village Tappal, Kansera & Jahengarh, Aligarh, Uttar Pradesh & Land admeasuring 167.23 Acres situated at Village Chagan and Chhalesar, Agra, Uttar Pradesh both land belonging to Jaypee Infratech Limited. In addition to above.

(1) Term Loan of Rs, 40000 Lakhs sanctioned by IFCI Ltd., [at Sl. No. 55 above] is further secured by way of Exclusive Charge over 5.48 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh.

(2) Term Loan of Rs, 150000 Lakhs sanctioned by ICICI Bank Ltd. [at Sl. No. 61 above] is further secured by way of (i) pari-passu charge on all immovable properties admeasuring 100 acres of Land of Jaypee Infratech Ltd., situated at Village - Tappal, Tehsil - Khair, Distt. - Aligarh, Uttar Pradesh together with all buildings and structures thereto and all Plant & Machinery attached to the earth or permanently fastened to anything attached to the earth, both present and future (ii) pledge of 18,93,16,882 equity shares of the Company held in various Trusts on pari passu charge on basis with Rupee Term Loan of Rs, 130000 Lakhs sanctioned by ICICI Bank Ltd. [at Sl. No. 8 above].

(3) Term Loan of Rs, 75000 Lakhs [at Sl.No.43 above] sanctioned by State Bank of India is further secured by way of [i] exclusive charge over 22.2078 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh. [ii] pledge of 10 crores equity shares of Jaypee Infratech Ltd., held by Jaiprakash Associates Ltd. (iii) second pari passu charge on current assets of the Company.

(4) Term Loan of Rs, 150000 Lakhs sanctioned by ICICI Bank Ltd.(at S.No. 63 & 64 above), is further secured by way of (i) pari-passu charge (alongwith term loan specified at Sl.No. 4.2 [b] (2)) on all immovable properties admeasuring 100 acres of Land of Jaypee Infratech Ltd., situated at Village - Tappal, Tehsil - Khair, Distt. - Aligarh, Uttar Pradesh (ii) Residual charge (subsequent to working lenders) by way of hypothecation of the Borrower''s receivables (iii) Exclusive charge on land admeasuring - 144.026 acres and 5.974 acres situated at Village Aurangpur, U.P., 283.345 acres situated at Village Jaganpur, Afjalpur, UP, 151.006 acres situated at Village Jirkanpur, Tehsil Khair, Dist. Aligarh, U.P., all belonging to Jaypee Infratech Limited.

(5) Term Loan of Rs, 50000 Lakhs sanctioned by Canara Bank (at S.No. 66 above) is further secured by way of pari passu Charge over 25.007 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ Sector-25, Gautam Budh Nagar, Uttar Pradesh.

[c] Term Loans of Rs, 21300 Lakhs [Amount outstanding - Rs, 18933 Lakhs] sanctioned by Export Import Bank of India are secured by First Charge ranking pari passu with all the lenders save and except AKA Export Finance Bank [Amount Outstanding as at 31.03.2015 - Rs, 3198 Lakhs] having prior charge on specific Fixed Assets, in favour of Axis Trustee Services Limited [Security Trustee], holding security for the benefit of all lenders, on all the Movable Fixed Assets of the Company except movable Fixed Assets pertaining to Wind Power Division, Real Estate Division, Fixed Assets specifically charged to State Government / State Financial Insitutions for availing interest free loans etc., under various schemes framed by State Governments and any other assets specifically charged.

[d] Term Loans sanctioned by ICICI Bank - Rs, 130000 Lakhs, Bank of Maharastra - Rs, 30000 Lakhs, Canara Bank - Rs, 50000 Lakhs, Yes Bank Ltd. - Rs, 20000 Lakhs, aggregating to Rs, 230000 Lakhs [Amount outstanding Rs, 189911 Lakhs] together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements are secured by way of Subservient charge on all the fixed Assets of the company except the fixed assets pertaining to Wind Power Division, Real Estate Division and Fixed assets specifically charged to State Government /State Financial Institutions for availing interest free loans etc. under various schemes framed by State Governments. In addition to above.

(1) Term loan of Rs, 130000 Lakhs sanctioned by ICICI Bank is further secured by way of (i) pledge of 18,93,16,882 equity shares of the Company held in various Trusts on first pari passu charge on basis with Rupee Term Loan of Rs, 150000 Lakhs sanctioned by ICICI Bank Ltd., (ii) pledge of 7,50,000 - 11% Cumulative Preference Shares of Himalyan Expressway Limited and (iii) pledge of 1,02,12,000 12% Preference Shares of Jaypee Agra Vikas Ltd., owned by the Company.

(2) Term Loan of Rs, 50000 Lakhs sanctioned by Canara Bank is further secured by way of pari-passu charge over 25.007 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ Sector-25, Gautam Budh Nagar, Uttar Pradesh.

(3) Term Loan of Rs, 20000 Lakhs sanctioned by Yes Bank Ltd. is further secured by way of exclusive charge over 11.3095 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ Sector-25, Gautam Budh Nagar, Uttar Pradesh.

[e] Term Loans sanctioned by SREI Rs, 1000 Lakhs [Amount outstanding Rs, 805 Lakhs] & TATA Motors Finance Ltd. Rs, 342 Lakhs [Amount Outstanding Rs, 303 Lakhs] together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements secured by way of exclusive charge over certain Equipments of the Company.

[f] Term Loans sanctioned by SREI - Rs, 9500 Lakhs [Amount outstanding Rs, 5498 Lakhs] together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements secured by way of exclusive charge on specific movable Fixed Assets at Amelia Coal Block.

[g] Term Loans sanctioned by Axis Bank Ltd. Rs, 35000 Lakhs, The South Indian Bank Rs, 10000 Lakhs and State Bank of Travancore Rs, 15000 Lakhs aggregating of Rs, 60000 Lakhs [Amount outstanding Rs, 52821 Lakhs] together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements secured by way of (i) First Charge ranking Pari Passu basis on 17.52 acres of Hotel & Commercial Land purchased from Jaypee Infratech Ltd. in Village - Wazidpur, Sector -129, Noida. Entire Sale consideration has been paid by the Company to Jaypee Infratech Limited and (ii) First Charge ranking Pari Passu over 10 acres of Commercial Land of Jaypee Infratech Ltd. situated at Sector - 128, Noida.

[h] External Commercial Borrowing of USD 27 Million and Yen 1030.27 Million availed [Amount outstanding USD 6.629 Million and Yen 284.551 Million equivalent to Rs, 5306 Lakhs] from ICICI Bank Ltd for setting up of Wind Power Project in Maharashtra & Gujarat together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements, is secured by equitable mortgage of immovable properties and Hypothecation of movable assets of Wind Power Project [present and future], save and except book debts subject to prior charge on specified movables created in favour of the Company''s Bankers for working Capital facilities.

[i] Term Loans sanctioned by Standard Chartered Bank Rs, 40000 Lakhs and Rs, 45000 Lakhs [Amount outstanding Rs, 57100 Lakhs] are secured against first charge ranking pari passu by way of equitable mortgage by deposit of title deed over the land admeasuring 355.84 acres at Jaypee Greens Golf Course, Greater Noida, Uttar Pradesh and collaterally secured by first charge ranking pari passu by way of Registered mortgage over land of Jaypee Infratech Ltd. admeasuring 40.1735 acres (residential 25.0040 acres and commercial 15.1695 acres) situated at village Sultanpur, Noida, Uttar Pradesh and Village Wazidpur, Noida, Uttar Pradesh. Out of the said 40.1735 acres of land, the Company has entered into an "Agreement to Sell" with Jaypee Infratech Limited on 15.12.2009 for purchase of 15.1695 acres of commercial land and entire sale consideration has been paid to Jaypee Infratech Limited.

[j] Term Loan sanctioned by HDFC Limited Rs, 45000 Lakhs [Amount outstanding Rs, 33089 Lakhs] is secured against first & exclusive charge by way of Registered Mortgage over (a) Leasehold property admeasuring project land of 14.20 acres at Jaypee Greens which is part and parcel of 452.26 acres of the integrated Township Jaypee Greens Greater Noida, U.P. alongwith construction thereon both present and future (b) Leasehold property admeasuring 38.20 acres at Noida, U.P. designated for the construction of Kalyspo Court 1-10 (B-1), Kalyspo Court 11,12,14,15,16 (B-3), imperial Court 1-3 (B-2) Pelican (PD-1 & PD-2) in the integrated Township in the name and style of Wish Town, Noida, U.P. The said land is registered in the name of Jaypee Infratech Limited and entire sale consideration has been paid by the Company to Jaypee Infratech Limited. and (c) First Charge on Project Land/FSI of 11,01,954 Sq. feet of B 10, Suncourt A & Town Centre Residential in Jaypee Greens, Greater Noida with construction thereon, present and future.

[k] Term Loan sanctioned by Standard Chartered Bank - Rs, 35000 Lakhs, Allahabad Bank - Rs, 10000 Lakhs, Karur Vysya Bank - Rs, 5000 Lakhs, The South Indian Bank - Rs, 10000 Lakhs and United Bank of India - Rs, 15000 Lakhs aggregating to Rs, 75000 Lakhs [Amount Outstanding - Rs, 71144 Lakhs] are secured by way of exclusive First Charge on pari- passu basis over 65.0263 Acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ Sector-25, Gautam Budh Nagar, U.P.

[l] Term Loan sanctioned by Yes Bank Ltd. - Rs, 52500 Lakhs [Amount Outstanding - Rs, 52500 Lakhs] is secured by way of exclusive charge over 18.02 acres of Commercial Land situated at Jaypee Sports City near F1 Stadium, SDZ Sector-25, Gautam Budh Nagar, Uttar Pradesh.

[m] Term loans of Rs, 89500 Lakhs sanctioned [Outstanding Rs, 59915 Lakhs] SBLCs Rs, 32597 Lakhs [Outstanding Rs, 32597 Lakhs] and Bank Guarantee Rs, 10000 Lakhs (Outstanding Rs, 10000 Lakhs) sanctioned by Banks and IFCI Limited are secured by first charge ranking pari-passu on all immovable and movable fixed assets pertaining to the core area sports infrastructure project [both present and future] and second pari-passu charge on all current assets including receivables pertaining to the aforesaid sports infrastructure project, subject to first charge of the working capital lenders (exclusive of SBLCs Rs, 32597 Lakhs).

[n] Term loan of Rs, 15,000 Lakhs [Outstanding Rs, 8,824 Lakhs] sanctioned by ICICI Bank Limited is secured by mortgage of non core area land admeasuring 25 Acres at Sector - 25, along Yamuna Expressway, Gautam Buddh Nagar, second charge on all immovable & movable assets of core area sports infrastructure project.

[o] Term loan of Rs, 25,000 Lakhs [Outstanding Rs, 23,437 Lakhs] sanctioned by IndusInd Bank Limited, is secured by mortgage of non core area land admeasuring 23.81 Acres at Sector - 25, along Yamuna Expressway, Gautam Buddh Nagar, first pari-passu charge on 1.8329 Acres Land [B-Type Building] at Jaypee Greens, Greater Noida and first charge on all book debts / receivables pertaining to Real Estate business of the Company on Land situated at Jaypee Sports City, SDZ, Sector 25, Gautam Budh Nagar, Uttar Pradesh.

[p] Security includes security created / yet to be created.

[q] Outstanding amount of loans from Banks and Financial Institutions included in current maturities of long term debts and unpaid debentures [Refer Note No 10 - OTHER CURRENT LIABILITIES] as at 31.03.2015 includes principal overdues amounting to Rs, 47175 Lakhs and interest accrued and due on borrowings & unpaid matured debentures includes interest overdues amounting to Rs, 53813 Lakhs, both principal and interest overdues pertain to the period January, 2015 to March, 2015.

[r] Loans at Sl. No. 5, 7, 10, 15, 25, 31, 32, 50, 55, & 60 in 4.2[a] above are partly / fully paid before their respective due dates.

3. Loans from State Government :

[i] Interest Free Loans granted by U. P. Financial Corporation (UPFC) under Audyogik Nivesh Protshahan Yojna Scheme at Grinding Unit in Tanda (U.P.) are secured by way of First Charge on the Fixed Assets of the above said Unit of the Company. The same is repayable on or before completion of 10 years from the day on which it is received. Repayment will commence from F.Y. 2016-17.

[ii] Interest free loan granted by Directorate of Industries, Panipat, Haryana at Grinding Unit in Panipat (Haryana) is secured against Bank Guarantee. The same is repayable on or before completion of 5 years from the day on which it is received. Repayment has commenced from F.Y. 2014-15.

[iii] Interest Free Loans granted by Pradeshiya Industrial & Investment Corporation Limited at Grinding Unit in Sikandrabad (U.P.) is secured against Bank Guarantee. The same is repayable on or before completion of 10 years from the day on which it is received. Repayment will commence from F.Y. 2022-23.

4. Advances from Clients includes loan granted by Client for purchase of Plant & Machinery for the Contract on Hypothecation of Construction Material and Plant & Equipment.

5. Details of Foreign Currency Convertible Bonds (Unsecured) at Note No.4[II]A are given as under :

The Company has issued 1,50,000, 5.75% Foreign Currency Convertible Bonds [FCCB-2012] of USD 1,000 each aggregating to USD 150 Million at par on 07.09.2012. These Bonds are convertible at the option of bond-holders into equity shares of Rs, 2/- each fully paid at the conversion price of Rs, 77.50 per share, subject to the terms of issue, with a fixed rate of exchange of Rs, 55.67 equal to USD 1.00 at any time on or after 18.10.2012 and prior to the close of business on 01.09.2017.

No conversion has taken place during F.Y. 2014-15 [Previous Year Nil]. Unless previously converted, the bonds are redeemable at maturity on 08.09.2017.

6. Jaypee Infratech Limited [subsidiary company] has provided a letter of Comfort to ICICI Bank UK Plc [at Sl. No 2 above] and ICICI Bank Canada [at Sl. No 3 above] for the financial assistance of GBP 34.84 Million [equivalent to USD 50 Million] and CAD 61.625 Million [equivalent to USD 50 Million] respectively.

7. External Commercial Borrowing from State Bank of India, Hongkong Branch [at Sl. No 4 above] has been secured by way of Corporate Guarantee by Jaiprakash Power Ventures Ltd. [JPVL], a subsidiary Company.

8. [i] Unsecured compulsorily convertible term loan of Rs, 25000 Lakhs [Outstanding Rs, 25000 Lakhs] sanctioned by ICICI

Bank Limited is repayable on 16.08.2020. Jaypee Infratech Limited, subsidiary company, has given an undertaking to ICICI Bank Limited to exercise the option to purchase the outstanding amount of the said facility after five years from the first drawdown date i.e. 17.08.2010 or on occurrence of the events as stipulated in the terms & conditions of the sanction.

[ii] Unsecured Loan taken from Banks at Note No.4[II]C is Loan taken from SIDBI in foreign currency [Amount Outstanding Rs, 13821 Lakhs (Previous Year Rs, 19932 Lakhs)] repayable in 14 equal half yearly installments from 30.06.12 to 30.12.18.

9. The Company accepted Fixed Deposit till 31.03.2014 under Fixed Deposits Scheme from Public which are repayable in one year, two years and three years. In accordance with relevant provisions of Companies Act, 2013, the Company is repaying Fixed Deposits accepted from Public.

10. Deferred payment of Land is the amount payable to Yamuna Expressway Industrial Development Authority [YEIDA] by way of half yearly instalments for the land admeasuring 1085.3327 hectares [Inclusive of 99.9320 hectares for Village Development and Abadi Extension] allotted to the Company. Lease Deeds in respect of 965.7390 hectares have been executed and lease Deeds for the balance 19.6617 hectares are yet to be executed, whereas land about 14.5993 hectares remains to be allotted. Current maturities of long term debts includes principal overdue Rs, 6637 Lakhs and interest accrued and due on borrowings includes interest overdues Rs, 4195 Lakhs payable to the Authority.

11. Secured Term Loans from Banks:

(i) Short Term Loan of Rs, 35000 Lakhs sanctioned by Axis Bank Limited [Amount Outstanding Rs, 35000 Lakhs] is secured by way of (i) exclusive charge over A-2 Building [5 Star Resort cum SPA] admeasuring 30813.0 Sq. Meters [7.603 Acres] land along with building constructed thereon and other assets such as furniture and fixtures, equipments, machinery - fixed and movable, structures and any other assets situated at Jaypee Greens, Greater Noida, (ii) subservient charge on all movable Fixed Assets and Current Assets of the Company.

(ii) Short Term Loan of Rs, 50000 Lakhs [Amount Outstanding Rs, 50000 Lakhs] sanctioned by Axis Bank Limited is secured by way of Corporate Guarantee of UltraTech Cement Ltd.

(iii) Short Term Loan of Rs, 100000 Lakhs [Amount Outstanding Rs, 100000 Lakhs] sanctioned by State Bank of India is secured by way of (i) exclusive charge over 57.13 acres of Land situated at Sector-25, SDZ, Jaypee Sports City on Yamuna Expressway, Village - Aurangpur & Gunpura, Tehsil-Sadar, Distt. - Gautam Budh Nagar, Uttar Pradesh (ii) Charge/Lien to the extent of 1.50 times of the Loan Amount on an Escrow Account with State Bank of India (iii) Subservient Charge on the Fixed Assets of the Company except assets specifically charged to Lenders.

12. Working Capital Loans:

(i) The Working Capital facilities [Fund based - Rs, 500 Crores. and Non Fund based - Rs, 4265 Crores.] sanctioned by the Consortium of 19 member Banks with Canara Bank, as Lead, are secured by way of first charge ranking pari passu on Current Assets of the Company i.e. Hypothecation of Stocks of Raw Materials, Work-in-Progress, Stock- in-Process, Finished Goods, Stores & Spares and Book Debts and second charge ranking pari passu on the Fixed Assets of the Company [except Fixed Assets pertaining to Wind Power Division, Real Estate Division and Fixed assets specifically charged to State Government /State Financial Institutions for availing interest free loans etc.] and other assets specifically charged on specific loans. Further IDBI Bank Ltd. have converted their Non Fund Based Limits [within Consortium] into Fund Based Limits to the extent of Rs, 38500 Lakhs [Amount Outstanding Rs, 32678 Lakhs].

(ii) Working Capital facility include Pre Shipment Credit by Standard Chartered Bank which is secured by way of first charge ranking pari passu by way of equitable mortgage over the land admeasuring 355.84 acres at Jaypee Greens Golf Course, Greater Noida, Uttar Pradesh along with Term Loans sanctioned by Standard Chartered Bank Rs, 40000 Lakhs and Rs, 45000 Lakhs [Amount outstanding Rs, 57100 Lakhs].

(iii) Working Capital facility also include Buyer''s Credit etc., to the extent of Rs, 20056 Lakhs availed from Working Captial consortium member Banks out of limit sanctioned to the Company and other Banks.

13. Bill Discounting from SIDBI is secured by way of residual charge on current assets of the Company.

NOTE No. 14.

The Trusts are holding 18,93,16,882 Equity Shares [Previous Year 18,93,16,882] of Rs, 2/- of Jaiprakash Associates Limited, the sole beneficiary of which is the Company. [The Market Value of Shares held in Trusts is Rs, 46,951 Lakhs (Previous Year Rs, 1,01,663 Lakhs)]

NOTE No. 15.

All Investments are Non-trade Investments.

NOTE No. 16.

Since the Market Rate of Saket Project Limited was not available in any of the Stock Exchanges, Market Value has been considered equivalent to Face Value.

17. Term Deposits with Maturity more than twelve months includes Rs, 440 Lakhs [Previous Year Rs, 197 Lakhs] pledged as Guarantees / Margin Money with Banks and Others.

18. Term Deposits with Original Maturity less than three months includes Rs, 7 Lakhs [Previous Year Rs, 94 Lakhs] pledged as Guarantees / Margin Money with Banks and Others.

19. Term Deposits with Maturity less than twelve months includes Rs, 14527 Lakhs [Previous Year Rs, 14387 Lakhs] pledged as Guarantees / Margin Money [including Rs, Nil Lakhs (Previous Year Rs, 345 Lakhs) pledged as margin money for Performance Guarantees] with Banks and Others.

20. Balances with Banks in Current Account in Foreign Currency includes Iraqi Dinars 27,377 Million equivalent to Rs, 10 Lakhs which are not available for use by the Company.

21. Term Deposits with Maturity less than twelve months includes Rs, 16000 Lakhs [Previous Year Rs, 16000 Lakhs] earmarked for repayment of Public Deposits.

NOTE No.22.

A Pursuant to the Scheme sanctioned by Hon''ble High Court of Judicature at Allahabad u/s Section 391/394 of the Companies Act,1956 on 14th September, 2015, Jaypee Sports International Limited (100% subsidiary of the Company, now Transferor Company) engaged in business of development of Special Development Zone with sports as core activity and development of Real Estate stand merged as going concern with the company (Transferee Company). Accordingly, all Assets and Liabilities of the above said Undertakings have been transferred w.e.f Appointed date i.e. April 1st, 2014 and the Scheme has come into effect from 16th October, 2015 on filing of the Scheme with the Registrar of Companies, Kanpur.

With effect from the Appointed date, all the business undertakings, assets, liabilities, rights and obligations of the Transferor Company stood transferred to and vested in the Transferee Company in lieu of shares so held by it in the Transferor Company. Upon the scheme becoming effective, all the shares, both preference and equity, beneficially held by the Transferee Company, stand cancelled.

As per the Scheme all the business and activities carried out are for the benefit of and in trust for the Transferee Company from the Appointed date. Thus, the profit or income accruing or arising to the Transferor Company or expenditure or losses arising or incurred by them from the Appointed date are treated as profit or income or expenditure or loss as the case may be of the Transferee Company. The Scheme has accordingly been given effect to in these accounts.

The Amalgamation has been accounted as per the "Purchase method" as prescribed by Accounting Standard [AS 14] - Accounting for Amalgamations issued by the Institute of Chartered Accountants of India and as notified by the Companies (Accounting Standards) Rules, 2006. Accordingly, the assets, liabilities and reserves of the Transferor Company have been taken over at their fair values in accordance with Para 36 to 39 of the said Accounting Standard and are detailed below:

The consideration is discharged in lieu of the shares so held by the Company in the Transferor Company. B Debenture redemption reserve Rs, 2500 Lakhs, being a statutory reserve has been transferred from Transferor Company, correspondingly debiting amalgamation adjustment account. The same has been reversed on payment of debentures during the year for which reserve was created by the Transferor Company.

Pursuant to sanction of the Scheme of Amalgamation:

Authorised Share Capital of the Company stands increased as under:

Equity Share Capital 16,094,000,000 Equity Shares of

Rs, 2/- each Preference Share Capital 28,120,000 Preference Shares of

Rs,100/- each In view of the aforesaid amalgamation effective from 01.04.2014, the figures for the current year are not comparable with those of the previous year.

[b] Securities:

[i] 1,67,59,88,510 Equity Shares of Rs, 10/- each fully paid-up [Previous Year 1,65,67,21,000 Equity Shares] of Jaiprakash Power Ventures Limited [JPVL] are pledged as collateral security and has given Non disposal undertaking of 10,21,89,000 Equity Shares of Rs, 10/- each [Previous Year 11,79,20,000 Equity Shares] for the financial assistance granted by Lenders to JPVL for specific projects.

[ii] The Company has pledged 70,83,56,087 Equity Shares of Rs, 10/- each fully paid-up [Previous Year 70,83,56,087 Equity Shares] of Jaypee Infratech Limited (JIL) with IDBI Trusteeship Services Limited (ITSL) (Trustee) held by the Company in favour of ITSL as collateral security for the financial assistance to JIL. The Company has also given Promoter support undertaking to IDBI led consortium loan. Outstanding amount as at 31.03.2015 is Rs, 6,55,000 Lakhs.

[iii] 3,54,27,000 Equity Shares of Rs, 10/- each fully paid-up [Previous Year 3,54,27,000 Equity Shares] of Himalyan Expressway Limited [HEL] held by the Company are pledged as collateral security for financial assistance granted by the Lenders to HEL.

[iv] Nil Equity Shares of Rs, 10/- each fully paid-up [Previous Year 15,20,00,000 Equity Shares] of Jaypee Sports International Limited [JPSI] pledged as collateral security for financial assistance granted to JPSI.

[v] 1,83,67,347 Equity Shares of Rs, 10/- each fully paid-up [Previous Year 1,83,67,347 Equity Shares] of Madhya Pradesh Jaypee Minerals Limited [MPJPML] pledged as collateral security for financial assistance granted by the lenders to MPJPML.

Letter of Credit includes Rs, Nil (Previous Year Rs, 3710 Lakhs) given on behalf of Subsidiaries/Joint Ventures/Associates.

[c] The Company has imported Capital Goods under Export Promotion Capital Goods Scheme [EPCG], where-under the Company is required to fulfill export obligation/deemed exports amounting to Rs, 24060 Lakhs [Previous Year Rs, 24100 Lakhs]. The Liability amounting to Rs, 4775 Lakhs [Previous Year Rs, 4780 Lakhs] on account of custom duty may arise alongwith interest @15% p.a., in the event of non-fulfillment of export obligation.

[vi] 30,00,000 Equity Shares of Rs, 10/- each fully paid-up [Previous Year 30,00,000 Equity Shares] of MP Jaypee Coal Limited [MPJCL] pledged as collateral security for financial assistance granted by the lenders to MPJCL.

[vii] 8,21,40,000 Equity Shares of Rs, 10/- each fully paid-up [Previous Year 8,21,40,000 Equity Shares] of Jaypee Agra Vikas Limited [JAVL] pledged as collateral security for financial assistance granted by the lenders to JAVL.

[viii] The Company has executed non disposal undertaking for 12,00,00,000 Equity Shares [Previous Year 12,00,00,000 Equity Shares] of Jaypee Infratech Limited held by the Company in favour of lenders as collateral security for the financial assistance to Jaypee Fertilizers & Industries Limited. Further, the Company has given first pari passu charge on 1.85329 acres Land [B-Type Building] at Jaypee Greens, Greater Noida for financial assistance to Jaypee Fertilizers & Industries Limited and Jaypee Sports International Limited amounting to Rs, 210 crores and Rs, Nil respectively [Previous Year Rs, 210 crores and Rs, 250 crores respectively] by IndusInd Bank.

[ix] The Company has given Letter of Comfort to ICICI Bank for Non Convertible Debentures issued by Jaiprakash Power Ventures Limited. Value of debentures yet to be redeemed as at 31.03.2015 is Rs, 24513 Lakhs [Previous Year Rs, 73685 Lakhs].

[x] The Company has given Letter of Comfort to Banks for financial assistance taken by Jaiprakash Power Ventures Limited. Outstanding amount as at 31.03.2015 is Rs, 161927 Lakhs.

[xi] The Company has given Letter of Comfort for Non Convertible Debentures issued by Jaypee Infratech Limited. Value of debentures yet to be redeemed as at 31.03.2015 is Rs, 50000 Lakhs [Previous Year Rs, 50000 Lakhs].

[xii] The Company has given Letter of Comfort to SREI Infrastructure Finance Limited for providing financial assistance to Himalyaputra Aviation Limited. Outstanding amount as at 31.03.2015 is Rs, 1564 Lakhs [Previous Year Rs, 1938 Lakhs].

[xiii] The Company has given shortfall undertaking to Banks for providing financial assistance to Bhilai Jaypee Cement Limited. Outstanding amount as at 31.03.2015 is Rs, 12,116 Lakhs [Previous Year Rs, 24000 Lakhs].

[xiv] The Company has given shortfall undertaking to Banks & Financial Institutions for Term Loan & Non Fund based Limit provided to Kanpur Fertilizers & Cement Limited. Outstanding amount of loan as at 31.03.2015 is Rs, 52100 Lakhs [Previous Year Rs, 33125 Lakhs] and outstanding amount of Non Fund based limit utilized as at 31.03.2015 is Rs, 34333 Lakhs [Previous Year Rs, 32353 Lakhs].

[xv] The Company has given shortfall undertaking to Banks for providing financial assistance to Jaypee Cement Corporation limited. Outstanding amount as at 31.03.2015 is Rs, 11140 Lakhs [Previous Year Rs, 15000 Lakhs].

NOTE No.23

The Company has pledged Nil Equity Shares [Previous Year 20,35,000 Equity Shares] held in Delhi Gurgaon Super Connectivity Limited to HUDCO as Security for Loans granted by Lenders to Delhi Gurgaon Super Connectivity Limited.

NOTE No.24.

Letter of Credit facility taken from Axis Bank Limited - Rs, Nil Lakhs [Previous Year Rs, 10000 Lakhs] is secured by way of Subservient charge on the Current Assets of the company.

NOTE No.25.

In the opinion of Board of Directors, Assets other than Fixed Assets and Non-Current Investments have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet.

[ii] Deferred Tax [Net Credit] amounting to Rs, 55325 Lakhs [Previous Year (Net Credit) Rs, 11846 Lakhs] has been recognised in the Statement of Profit & Loss for the year ended 31st March, 2015.

The above information is based on information available with the Management

NOTE No.26.

In compliance of Accounting Standard-2, the Company has provided liability of Excise Duty amounting to Rs, 1721 Lakhs [Previous Year Rs, 1173 Lakhs] on the stocks of Finished Goods lying at Works. However, there is no impact on the profit for the current year.

The Excise Duty of Rs, 123 Lakhs [Previous Year Debit Rs, 1182 Lakhs] related to difference between Closing and Opening Stock has been credited in the Statement of Profit & Loss.

* Retention Money [Outstanding] is after adjusting amounts released against furnishing of Bank Guarantees The above information is in respect of Contracts entered into on or after 01.04.2003.

NOTE No. 27.

The External Commercial Borrowings [ECBs] outstanding as on 31.03.2015 of USD 32.50 million, USD 6.629 million, JPY 284.551 million, GBP 5.801 million, CAD 10.261 million and USD 140 million are hedged in respect of coupon as well as repayment. JPY to USD leg for above said ECB of JPY 284.551 million is unhedged.

Foreign Currency Convertible Bonds [2012] outstanding USD 110.40 million, Long Term Borrowings from Banks / Financial Institutions outstanding Euro 20.20 million & USD 5.071 million and Short Term Borrowings from Banks / Financial Institutions outstanding USD 31.600 million & Euro 0.50 million are unhedged as at 31.03.2015.

NOTE No.28.

The Scheme of Arrangement between Jaypee Cement Corporation Limited, wholly owned subsidiary of the Company and Ultratech Cement Limited for sale of Gujarat Cement Plant comprising an integrated 2.4. MTPA Cement Plant at Kutch and 2.4 MTPA Cement Grinding Unit at Wanakbori has been completed on 12th June, 2014. In terms of the Scheme, 1,41,637 equity shares of Rs, 10/- each, fully paid up of Ultratech Cement Limited have been allotted to the Company as per the Scheme of Arrangement for the capital held by the Company in Jaypee Cement Corporation Limited.

NOTE No.29.

The Company has sold 74% stake (9,89,01,000 equity shares owned by it) in the paid-up equity share capital of Bokaro Jaypee Cement Limited (BoJCL) [a joint venture between the Company and Steel Authority of India Ltd.] to M/s. Shri Rangam Securities & Holdings Limited, an Associates / Affiliates of M/s Dalmia Cement (Bharat) Limited, for overall consideration of Rs, 66756 Lakhs. Profit on said transaction aggregating Rs, 48071 Lakhs has been included in Profit on sale of non-current investments.

NOTE No 30.

(i) The Board of Directors have approved Implementation Agreement and Scheme of Arrangement with UltraTech Cement Limited [UTCL] for transfer of two of its Cement Plants with an aggregate grinding capacity of 4.9 Mn TPA and 180 MW Captive Thermal Power Plants at Bela and Sidhi in Madhya Pradesh to UTCL.

The transaction is subject to the approval of Shareholders and Creditors, sanction of the Scheme of Arrangement by the High Courts, approval of the Competition Commission of India and all other Statutory approvals. The Scheme have been approved by Shareholders and Creditors in the Court convened meeting held on 16th May, 2015.

(ii) The Company has entered into a Business Transfer Agreement with M/s Shree Cement Limited for sale of Company''s 1.5 MTPA Cement Grinding Unit at Panipat, Haryana. The transaction has been consummated on 27th April, 2015.

(iii) The carrying amount of assets and liabilities of the discontinuing units [as mentioned in (i) to (ii) above] are Rs, 428365 Lakhs [Previous Year Rs, 452580 Lakhs] and Rs, 130593 Lakhs [Previous Year Rs, 168453 Lakhs] respectively. The following statement shows the revenue and expense of continuing and discontinuing operations:

NOTE No.31.

Related Parties disclosures, as required in terms of "Accounting Standard [AS] 18" are given below:

Relationships

[a] Subsidiary Companies [including their subsidiaries]:

[i] Jaiprakash Power Ventures Limited

[ii] Jaypee Infratech Limited

[iii] Himalyan Expressway Limited

[iv] Jaypee Ganga Infrastructure Corporation Limited

[v] Jaypee Sports International Limited *

[vi] Jaypee Agra Vikas Limited

[vii] Jaypee Cement Corporation Limited

[viii] Jaypee Fertilizers & Industries Limited

[ix] Himalyaputra Aviation Limited

[x] Jaypee Assam Cement Limited

[xi] Sangam Power Generation Company Limited [subsidiary of Jaiprakash Power Ventures Limited]

[xii] Prayagraj Power Generation Company Limited [subsidiary of Jaiprakash Power Ventures Limited]

[xiii] Jaypee Meghalaya Power Limited [subsidiary of Jaiprakash Power Ventures Limited]

[xiv] Jaypee Health Care Limited [subsidiary of Jaypee Infratech Limited]

[xv] Jaypee Cement Cricket (India) Limited [subsidiary of Jaypee Sports International Limited *]

[xvi] Jaypee Cement Hockey (India) Limited [subsidiary of Jaypee Sports International Limited *]

[xvii] Jaiprakash Agri Initiatives Company Limited [subsidiary of Jaypee Cement Corporation Limited]

[xviii] Himachal Baspa Power Company Limited [w.e.f. 14.03.2014] [subsidiary of Jaiprakash Power Ventures Limited]

[xix] Himachal Karcham Power Company Limited [w.e.f. 14.03.2014] [subsidiary of Jaiprakash Power Ventures Limited]

* merged with the Company appointed date being 01.04.2014

[b] Joint Venture Subsidiaries :

[i] Bhilai Jaypee Cement Limited

[ii] Bokaro Jaypee Cement Limited [till 28.11.2014]

[iii] Gujarat Jaypee Cement & Infrastructure Limited

[iv] Jaypee Powergrid Limited [Joint Venture Subsidiary Company of Jaiprakash Power Ventures Limited]

[v] Jaypee Arunachal Power Limited [Joint Venture Subsidiary Company of Jaiprakash Power Ventures Limited]

[c] Associate Companies:

[i] Jaypee Infra Ventures [A Private Company with unlimited liability]

[ii] Jaypee Development Corporation Limited

[iii] Jaiprakash Kashmir Energy Limited

[iv] JIL Information Technology Limited

[v] Gaur & Nagi Limited

[vi] Indesign Enterprises Private Limited

[vii] Sonebhadra Minerals Private Limited

[viii] RPJ Minerals Private Limited

[ix] Tiger Hills Holiday Resort Private Limited

[x] Anvi Hotels Private Limited

[xi] Sarveshwari Stone Products Private Limited

[xii] Rock Solid Cement Limited

[xiii] Jaypee International Logistics Company Private Limited

[xiv] Jaypee Hotels Limited

[xv] Jaypee Mining Venture Private Limited

[xvi] Ceekay Estates Private Limited

[xvii] Jaiprakash Exports Private Limited

[xviii] Bhumi Estate Developers Private Limited

[xix] PAC Pharma Drugs and Chemicals Private Limited

[xx] Jaypee Technical Consultants Private Limited

[xxi] Jaypee Uttar Bharat Vikas Private Limited [Joint Venture Associate]

[xxii] Kanpur Fertilizers & Cement Limited [Joint Venture Associate]

[xxiii] Madhya Pradesh Jaypee Minerals Limited [Joint Venture Associate]

[xxiv] MP Jaypee Coal Limited [Joint Venture Associate]

[xxv] MP Jaypee Coal Fields Limited [Joint Venture Associate]

[xxvi] Andhra Cements Limited

[xxvii] Milestone Home Finance Company Private Limited [till 12.03.2014]

[xxviii] Jaypee Jan Sewa Sansthan [''Not for Profit'' Private Limited Company]

[xxix] Think Different Enterprises Private Limited [w.e.f. 03.03.2015]

[xxx] Dixit Holdings Private Limited

[xxxi] iValue Advisors Private Limited

[xxxii] JC World Hospitality Pvt. Ltd.

[d] Key Management Personnel, where transactions have taken place:

[i] Shri Manoj Gaur, Executive Chairman & C.E.O.

[ii] Shri Sunil Kumar Sharma, Executive Vice Chairman

[iii] Shri Sarat Kumar Jain, Vice Chairman

[iv] Shri Sunny Gaur, Managing Director [Cement]

[v] Shri Pankaj Gaur, Joint Managing Director [Construction]

[vi] Shri Shyam Datt Nailwal, Director [Finance] [till 30.06.2014]

[vii] Shri Ranvijay Singh, Whole-time Director

[viii] Shri Rahul Kumar, Whole-time Director & C.F.O.

[ix] Shri Shiva Dixit, Whole-time Director [w.e.f. 27.05.14]

[e] Relatives of Key Management Personnel, where transactions have taken place

[i] Shri Jaiprakash Gaur

[ii] Smt. Chandra Kala Gaur

[iii] Shri Nanak Chand Sharma

[iv] Shri Gyan Prakash Gaur

[v] Shri Suresh Kumar

[vi] Shri Pawan Kumar Jain

[vii] Shri Sameer Gaur

[viii] Smt Rita Dixit

[ix] Shri Sachin Gaur

[x] Shri Raj Kumar Singh

[xi] Shri Praveen Kumar Singh

[xii] Shri Naveen Kumar Singh

[xiii] Smt. Manju Sharma

[xiv] Smt. Nandita Gaur

[xv] Ms. Manika Gaur

[xvi] Shri Manu Bhaskar Gaur Note: Related party relationships are as identified by the Company and relied upon by the Auditors.

[a] Segments have been identified in accordance with Accounting Standards on Segmental Reporting [AS-17] taking into account the organization structure as well as differential risk and returns of these segments.

[b] Business segment has been disclosed as the primary segment.

[c] Types of Products and Services in each Business Segment:

[i] Construction Civil Engineering Construction/EPC Contracts/Expressway

[ii] Cement Manufacture and Sale of Cement and Clinker

[iii] Hotel/Hospitality/Sports Hotels, Golf Course, Resorts, Spa and Sports Event

[iv] Real Estate Real Estate Development

[v] Power Generation and Sale of Energy

[vi] Investments Investments in Subsidiaries and Joint Ventures for Cement, Power, Expressway, Sports etc.

[vii] Others Includes Coal, Waste Treatment Plant, Heavy Engineering Works, Hitech Castings, Man Power Supply etc.

[d] Segment Revenues, Operating Results, Assets and Liabilities include the amounts identifiable to each segment and amounts allocated on a reasonable basis.

[e] Segment Assets exclude Miscellaneous Expenditure & Deferred Tax Asset. Segment Liabilities exclude Deferred Tax Liability.

NOTE No.32.

(a) Provident Fund - Defined Contribution Plan

All employees are entitled to Provident & Pension Fund benefits. Rs, 3076 Lakhs [Previous Year Rs, 3098 Lakhs] has been debited in the Statement of Profit & Loss during the year.

(b) Gratuity and Leave encashment - Defined Benefit Plans - Provision made as per actuarial valuation. The Company has a Trust namely Jaiprakash Associates Employees Gratuity Fund Trust to manage funds towards Gratuity Liability of the Company. SBI Life Insurance Company Limited and ICICI Prudential Life Insurance Company Limited has been appointed for management of the Trust Fund for the benefit of the employees.

NOTE No.33

The Free-hold Land [Agricultural] purchased by the Company for Rs, 3 Lakhs measuring 7 Bighas at Rangpuri, New Delhi had been notified for acquisition U/s 4 & 6 of the Land Acquisition Act. The Company''s claim for compensation is pending for settlement.

NOTE No.34

The previous year figures have been regrouped/recast/rearranged wherever considered necessary to conform to the current year''s classification.

NOTE No.35.

All the figures have been rounded off to the nearest lakh Rs,.

2. Increase in Share Capital & Securities Premium is on account of issue of shares through Qualified Institutional Placement. Increase in Securities premium is net of expenses on issue of shares.

3. Direct Taxes paid are treated as arising from Operating Activities and are not bifurcated between Investing and Financing activities.

4. During the year, Jaypee Cement Corporation Limited [JCCL] [subsidiary Company] has allotted Preference Shares for Rs, 80,000 Lakhs [Previous Year Preference Shares for Rs, 1,20,000 Lakhs] against the amount receivable from JCCL.

5. Finance Costs includes Premium paid on redemption of Debentures.

6. The Cash Flow Statement has been prepared under the indirect method as set out in the Accounting Standard (AS - 3) "Cash Flow Statement".

7. Details of Discontinuing operations may be referred from Note No."53" attached to the Balance Sheet.

8. The previous year figures have been regrouped/recast/rearranged wherever considered necessary to conform to the current year''s classification.


Mar 31, 2014

NOTE No."1" As at As at

Contingent Liability not provided for in respect of: 31.03.2014 31.03.2013 Rs. LAKHS Rs. LAKHS

[a] Claims against the Company / Disputed Liability [excluding Income Tax] not 230,699 200,783 acknowledged as debts

The above includes VAT/Sales Tax matter under Appeal to the extent of Rs. 23200 Lakhs [Previous Year Rs. 23488 Lakhs], Excise Tax matter under Appeal to the extent of Rs. 11259 Lakhs [Previous Year Rs. 6658 Lakhs] and Entry Tax matter under Appeal to the extent of Rs. 40884 Lakhs [Previous Year Rs. 36003 Lakhs]

Amount deposited under Protest 69,745 58,422

Bank Guarantee deposited under Protest [included in (b) below] 20,738 19,181

[b] Outstanding amount of Bank Guarantees 169,342 139,960 Margin Money deposited against the above 495 428 Bank Guarantee includes Bank Guarantee for Rs. 30000 Lakhs [Previous Year Rs. 31615 Lakhs] to Subsidiaries and also includes Guarantee amounting to Rs. 25759 Lakhs [Previous Year Rs. 3278 Lakhs] given to Banks and Others on behalf of Subsidiaries/Joint Ventures/Associates.

[c] Income Tax Matters

[i] The Income Tax Assessments of the company have been completed upto Assessment Year 2011-12. Tax value for matters under appeal is Rs. 6812 Lakhs for A.Y. 2011-12. Based on the decision of the Appellate authorities and the interpretation of relevant tax provisions, the Company has been legally advised that the additions made in the assessments are likely to be deleted or substantially reduced. As at 31.03.2014 there is no outstanding tax demand against the Company.

[ii] The Company has received a demand of Rs. 131122 Lakhs towards TDS assessment for the A.Y. 2006-07 to A.Y. 2013-14. The Company has filed an appeal with Commissioner of Income Tax [Appeals] against the above said demand. The Company has also filed an application U/s 154 of the Income Tax Act for rectifying the mistakes apparent from records in the demand order and the same will substantially reduce the demand. Based on the advice of the Counsels and the interpretation of relevant tax provisions, the Company believes it has strong grounds for success of the appeal. Hence no provision is considered in the Financial statements.

[d] The Competition Commission of India ("CCI") passed an order on 20th June, 2012 imposing penalty on 11 cement manufacturers including the Company, allegeing contravention of the provisions of the Competition Act, 2002, and imposed a penalty of Rs. 132360 Lakhs on the Company.

The Company has filed an appeal against the said order before the Competition Appellate Tribunal. The matter is currently pending before the Competition Appellate Tribunal. However, the Competition Appellate Tribunal has, by its orders dated September 13, 2012 and October 11, 2012, ordered that no coercive steps be taken against the Company for recovery of the penalty imposed. As per directions of the Competition Appellate Tribunal an amount of Rs. 13236 lakhs has been deposited which will remain with them and not to be disbursed during the pendency of the appeal. Based on the advice of the Counsels, as well as its own assessment, the Company believes it has strong grounds for success of the appeal. Hence no provision is considered in the Financial statements.

[e] The Hon''ble High Court of Himachal Pradesh, vide order dated 04.05.2012, imposed damages of Rs. 10000 Lakhs holding certain contraventions of the Water (Prevention & Control of Pollution ) Act, 1974 , Air (Prevention & Control of Pollution) Act, 1981 & Environment Impact Assessment Notification in respect of the Company''s Cement plant at Bagheri, Himachal Pradesh. The Company has filed Special Leave Petition before the Hon''ble Supreme Court against the said Order which is pending for disposal. As per directions of the Hon''ble Supreme Court an amount of Rs. 5000 lakhs has been deposited with the State Government which will remain with them and not to be disbursed during the pendency of the appeal. Based on advice of the Counsels no provision is considered in the Financial Statements.

NOTE No."2" Commitments:

[c] The Company has imported Capital Goods under Export Promotion Capital Goods Scheme [EPCG], where-under the Company is required to fulfill export obligation/deemed exports amounting to Rs. 24100 Lakhs [Previous Year Rs. 24100 Lakhs] till 31.03.2015. The Liability amounting to Rs. 4780 Lakhs [Previous Year Rs. 4780 Lakhs] on account of custom duty may arise alongwith interest @15% p.a., in the event of non-fulfillment of export obligation.

[b] Securities:

[i] 1,65,67,21,000 Equity Shares of Rs. 10/- each fully paid-up [Previous Year 1,29,45,09,231 Equity Shares] of Jaiprakash Power Ventures Limited [JPVL] are pledged as collateral security and has given Non disposal undertaking of 11,79,20,000 Equity Shares of Rs. 10/- each for the financial assistance granted by Lenders to JPVL for specific projects.

[ii] The Company has pledged 70,83,56,087 Equity Shares of Rs. 10/- each fully paid-up [Previous Year 70,83,56,087 Equity Shares] of Jaypee Infratech Limited (JIL) with IDBI Trusteeship Services Limited (ITSL) (Trustee) of JIL held by the Company in favour of ITSL as collateral security for the financial assistance to JIL.

[iii] 3,54,27,000 Equity Shares of Rs. 10/- each fully paid-up [Previous Year 3,54,27,000 Equity Shares] of Himalyan Expressway Limited [HEL] held by the Company are pledged as collateral security for financial assistance granted by the Lenders to HEL.

[iv] 15,20,00,000 Equity Shares of Rs. 10/- each fully paid-up [Previous Year 15,20,00,000 Equity Shares] of Jaypee Sports International Limited [JPSI] pledged as collateral security for financial assistance granted to JPSI on issuance of Compulsory Convertible Debentures.

[v] 1,83,67,347 Equity Shares of Rs. 10/- each fully paid-up [Previous Year 64,28,571 Equity Shares] of Madhya Pradesh Jaypee Minerals Limited [MPJPML] pledged as collateral security for financial assistance granted by the lenders to MPJPML.

[vi] 30,00,000 Equity Shares of Rs. 10/- each fully paid-up of MP Jaypee Coal Limited [MPJCL] pledged as collateral security for financial assistance granted by the lenders to MPJCL.

[vii] 8,21,40,000 Equity Shares of Rs. 10/- each fully paid-up [Previous Year 8,21,40,000 Equity Shares] of Jaypee Agra Vikas Limited [JAVL] pledged as collateral security for financial assistance granted by the lenders to JAVL.

[viii] The Company has executed non disposal undertaking for 12,00,00,000 Equity Shares [Previous Year 7,00,00,000 Equity Shares] of Jaypee Infratech Limited held by the Company in favour of lenders as collateral security for the financial assistance to Jaypee Fertilizers & Industries Limited. Further, the Company has given first pari passu charge on 1.85329 acres Land [B-Type Building] at Jaypee Greens, Greater Noida for financial assistance to Jaypee Fertilizers & Industries Limited and Jaypee Sports International Limited amounting to Rs. 210 crores and Rs. 250 crores respectively by IndusInd Bank.

[ix] The Company has given Letter of Comfort to ICICI Bank for Non Convertible Debentures amounting Rs. 73685 Lakhs [Previous Year Rs. 98259 Lakhs] issued by Jaiprakash Power Ventures Limited.

[x] The Company has given Letter of Comfort for Non Convertible Debentures amounting Rs. 50000 Lakhs [Previous Year Rs. 50000 Lakhs] issued by Jaypee Infratech Limited.

[xi] The Company has given Letter of Comfort to SREI Infrastructure Finance Limited for Rs. 1938 Lakhs [Previous Year Rs. 2371 Lakhs] for providing financial assistance to Himalyaputra Aviation Limited

[xii] The Company has given shortfall undertaking to Banks amounting Rs. 24000 Lakhs [Previous Year Rs. 34000 Lakhs] for providing financial assistance to Bhilai Jaypee Cement Limited.

[xiii] The Company has given shortfall undertaking to ICICI Bank and State Bank of India for Term Loan amounting Rs. 33125 Lakhs [Previous Year Rs. 30000 Lakhs] & Non Fund based Limit utilized for Rs. 77000 Lakhs [Previous Year Rs. 10000 Lakhs] provided by ICICI Bank to Kanpur Fertilizers & Cement Limited.

NOTE No."3"

The Company has pledged 20,35,000 Equity Shares [Previous Year 20,35,000 Equity Shares] held in Delhi Gurgaon Super Connectivity Limited to HUDCO as Security for Loans granted by Lenders to Delhi Gurgaon Super Connectivity Limited.

NOTE No."4"

Letter of Credit facility taken from Axis Bank Limited - Rs. 10000 Lakhs [Previous Year Rs. 10000 Lakhs] is secured by way of Subservient charge on the Current Assets of the company.

NOTE No."5"

In the opinion of Board of Directors, Assets other than Fixed Assets and Non-Current Investments have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet.

NOTE No."6"

Other Payables shown under the head "Other Current Liabilities" include Book Overdraft of Rs. 112 Lakhs [Previous Year Rs. 1220 Lakhs].

NOTE No."7"

In compliance of Accounting Standard-2 [Revised], the Company has provided liability of Excise Duty amounting to Rs. 1173 Lakhs [Previous Year Rs. 2130 Lakhs] on the stocks of Finished Goods lying at Works. However, there is no impact on the profit for the current year.

The Excise Duty of Rs. 1182 Lakhs [Previous Year Debit Rs. 1164 Lakhs] related to difference between Closing and Opening Stock has been credited in the Statement of Profit & Loss.

NOTE No."8"

The External Commercial Borrowings [ECBs] outstanding as on 31.03.2014 of USD 32.50 million, USD 9.52 million, JPY 408.84 million, GBP 17.42 million, CAD 30.81 million and USD 150 million are hedged in respect of coupon as well as repayment. Hedging of JPY to USD in respect of JPY 408.84 million yet to be done.

As on 31.03.2014, the Company has outstanding exposure of USD 110.40 million [unhedged] against Foreign Currency Convertible Bonds [2012].

NOTE No."9"

Related Parties disclosures, as required in terms of "Accounting Standard [AS] 18" are given below:

Relationships

[a] Subsidiary Companies [including their subsidiaries]:

[i] Jaiprakash Power Ventures Limited

[ii] Jaypee Infratech Limited

[iii] Himalyan Expressway Limited

[iv] Jaypee Ganga Infrastructure Corporation Limited

[v] Jaypee Sports International Limited

[vi] Jaypee Agra Vikas Limited

[vii] Jaypee Cement Corporation Limited

[viii] Jaypee Fertilizers & Industries Limited

[ix] Himalyaputra Aviation Limited

[x] Jaypee Assam Cement Limited

[xi] Sangam Power Generation Company Limited [subsidiary of Jaiprakash Power Ventures Limited]

[xii] Prayagraj Power Generation Company Limited [subsidiary of Jaiprakash Power Ventures Limited]

[xiii] Jaypee Meghalaya Power Limited [subsidiary of Jaiprakash Power Ventures Limited]

[xiv] Jaypee Health Care Limited [w.e.f. 30.10.2012] [subsidiary of Jaypee Infratech Limited]

[xv] Jaypee Cement Cricket (India) Limited [w.e.f. 20.10.2012] [subsidiary of Jaypee Sports International Limited]

[xvi] Jaypee Cement Hockey (India) Limited [w.e.f. 05.11.2012] [subsidiary of Jaypee Sports International Limited]

[xvii] Jaypee Agri Initiatives Company Limited [w.e.f. 25.03.2013] [subsidiary of Jaypee Cement Corporation Limited]

[xviii] Himachal Baspa Power Company Limited [w.e.f. 14.03.2014] [subsidiary of Jaiprakash Power Ventures Limited]

[xix] Himachal Karcham Power Company Limited [w.e.f. 14.03.2014] [subsidiary of Jaiprakash Power Ventures Limited]

[b] Joint Venture Subsidiaries :

[i] Bhilai Jaypee Cement Limited

[ii] Bokaro Jaypee Cement Limited

[iii] Gujarat Jaypee Cement & Infrastructure Limited

[iv] Jaypee Powergrid Limited [Joint Venture Subsidiary Company of Jaiprakash Power Ventures Limited]

[v] Jaypee Arunachal Power Limited [Joint Venture Subsidiary Company of Jaiprakash Power Ventures Limited]

[c] Associate Companies:

[i] Jaypee Infra Ventures [A Private Company with unlimited liability]

[ii] Jaypee Development Corporation Limited

[iii] Jaiprakash Kashmir Energy Limited

[iv] JIL Information Technology Limited

[v] Gaur & Nagi Limited

[vi] Indesign Enterprises Private Limited

[vii] Sonebhadra Minerals Private Limited

[viii] RPJ Minerals Private Limited

[ix] Jaiprakash Agri Initiatives Company Limited [till 24.03.2013]

[x] Tiger Hills Holiday Resort Private Limited

[xi] Anvi Hotels Private Limited

[xii] Sarveshwari Stone Products Private Limited

[xiii] Rock Solid Cement Limited

[xiv] Jaypee International Logistics Company Private Limited

[xv] Jaypee Hotels Limited

[xvi] Jaypee Mining Venture Private Limited

[xvii] Ceekay Estates Private Limited

[xviii] Jaiprakash Exports Private Limited

[xix] Bhumi Estate Developers Private Limited

[xx] PAC Pharma Drugs and Chemicals Private Limited

[xxi] Jaypee Technical Consultants Private Limited

[xxii] Jaypee Uttar Bharat Vikas Private Limited [Joint Venture]

[xxiii] Kanpur Fertilizers & Cement Limited [Joint Venture]

[xxiv] Madhya Pradesh Jaypee Minerals Limited [Joint Venture]

[xxv] MP Jaypee Coal Limited [Joint Venture]

[xxvi] MP Jaypee Coal Fields Limited [Joint Venture]

[xxvii] Andhra Cements Limited

[xxviii] Milestone Home Finance Company Private Limited [w.e.f. 28.09.2012 & upto 12.03.2014]

[xxix] Jaypee Jan Sewa Sansthan [''Not for Profit'' Private Limited Company] [w.e.f. 12.06.2012]

[d] Key Management Personnel, where transactions have taken place: [i] Shri Manoj Gaur, Executive Chairman & C.E.O.

[ii] Shri Sunil Kumar Sharma, Executive Vice Chairman

[iii] Shri Sarat Kumar Jain, Vice Chairman

[iv] Shri Sunny Gaur, Managing Director [Cement]

[v] Shri Pankaj Gaur, Joint Managing Director [Construction]

[vi] Shri Shyam Datt Nailwal, Director [Finance]

[vii] Shri Ranvijay Singh, Whole time Director

[viii] Shri Ravindra Kumar Singh, Whole time Director till 14.10.2012

[ix] Shri Rahul Kumar, Whole time Director & C.F.O.

[e] Relatives of Key Management Personnel, where transactions have taken place [i] Shri Jaiprakash Gaur

[ii] Shri Nanak Chand Sharma [iii] Shri Gyan Prakash Gaur [iv] Shri Suresh Kumar [v] Shri Pawan Kumar Jain [vi] Shri Sameer Gaur [vii] Smt Rita Dixit [viii] Shri Sachin Gaur [ix] Shri Raj Kumar Singh [x] Shri Praveen Kumar Singh [xi] Shri Naveen Kumar Singh [xii] Smt. Manju Sharma [xiii] Smt Neha Goyal

Note: Related party relationships are as identified by the Company and relied upon by the Auditors.

NOTE No."10"

(a) Provident Fund - Defined Contribution Plan

All employees are entitled to Provident Fund benefits. Rs. 3098 Lakhs [Previous Year Rs. 3014 Lakhs] has been debited in the Statement of Profit & Loss during the year.

(b) Gratuity and Leave encashment - Defined Benefit Plans - Provision made as per actuarial valuation. The Company has a Trust namely Jaiprakash Associates Employees Gratuity Fund Trust to manage funds towards Gratuity Liability of the Company. SBI Life Insurance Company Limited and ICICI Prudential Life Insurance Company Limited has been appointed for management of the Trust Fund for the benefit of the employees.

NOTE No."11"

The Free-hold Land [Agricultural] purchased by the Company for Rs. 3 Lakhs measuring 7 Bighas at Rangpuri, New Delhi had been notified for acquisition U/s 4 & 6 of the Land Acquisition Act. The Company''s claim for compensation is pending for settlement.

NOTE No."12"

The Company has signed Agreement for sale of 74% stake (9,89,01,000 equity shares owned by it) in the paid-up equity share capital of Bokaro Jaypee Cement Limited (BOJCL) [a joint venture between the Company and Steel Authority of India Ltd (SAIL)] to M/s. Dalmia Cement (Bharat) Limited or any of its Associates / Affiliates. The above stake sale is subject to the approval of SAIL and such other approvals, as may be necessary from lenders of BoJCL and concerned authorities. The consideration for the transaction works out to approximately Rs. 69.74 per share.

NOTE No."13"

Figures for the previous year have been regrouped/recast/rearranged wherever considered necessary to conform to this year''s classification.

NOTE No."14"

All the figures have been rounded off to the nearest lakh Rs.


Mar 31, 2013

1.1 Issued, Subscribed and Paid-up Share Capital in number comprises of Shares for consideration in cash 20,219,850 Equity Shares [Previous Year 2,02,19,850] allotted under "Jaypee Employees Stock Purchase Scheme 2002";

12,500,000 Equity Shares [Previous Year 1,25,00,000] allotted under "Jaypee Employees Stock Purchase Scheme 2009";

201,623,717 Equity Shares [Previous Year 17,31,78,150] allotted on conversion of Foreign Currency Convertible Bonds;

10,000,000 Equity Shares [Previous Year 1,00,00,000] allotted to Promoters on Preferential Basis and 64,204,810 Equity Shares allotted through Qualified Institutional Placement as on 06.02.2013.

Shares for consideration other than cash

860,865,055 Equity Shares [Previous Year 86,08,65,055] allotted in terms of the Scheme of Amalgamation effec- tive from 11.03.2004;

124,378,825 Equity Shares [Previous Year 12,43,78,825] allotted in terms of Scheme of Amalgamation effective from 22.08.2006;

218,010,985 Equity Shares [Previous Year 21,80,10,985] allotted pursuant to Scheme of Amalgamation effective from 27.05.2009 and

707,280,317 Equity Shares [Previous Year 70,72,80,317] allotted as Bonus Shares .

2.1 Loans from State Government includes :

[i] Interest Free Loans granted by U.P.Financial Corporation (UPFC) under Audyogik Nivesh Protshahan Yojna Scheme at Grinding Unit in Tanda (U.P.) are secured by way of First Charge on the Fixed Assets of the respective Unit of the Company. The same is repayable on or before completion of 10 years from the day on which it is received. Repayment will commence from F.Y. 2016-17.

[ii] Interest free loan granted by DIC, Panipat, Haryana at Grinding Unit in Panipat (Haryana) is secured against Bank Guarantee. The same is repayable on or before completion of 5 years from the day on which it is received. Repayment will commence from F.Y. 2014-15.

[iii] Interest Free Loans granted by Pradeshiya Industrial & Investment Corporation Limited at Grinding Unit in Sikandrabad (U.P.) is secured against Bank Guarantee. The same is repayable on or before completion of 10 years from the day on which it is received. Repayment will commence from F.Y. 2022-23.

2.2 Advances from Clients includes loan granted by Client for purchase of Plant & Machinery for the Contract on Hypothecation of Construction Material and Plant & Equipment.

2.3 Details of Foreign Currency Convertible Bonds (Unsecured) at Note No.4[II]A are given as under :

[a] The Company has issued 1,50,000, 5.75% Foreign Currency Convertible Bonds [FCCB-2012] of USD 1,000 each aggregating to USD 150 Million at par on 07.09.2012. These Bonds are convertible at the option of bond- holders into equity shares of Rs. 2/- each fully paid at the conversion price of Rs. 77.50 per share, subject to the terms of issue, with a fixed rate of exchange of Rs. 55.67 equal to USD 1.00 at any time on or after 18.10.2012 and prior to the close of business on 01.09.2017.

During the Current Financial Year 39,600 FCCBs of USD 1,000 each aggregating to USD 39.60 Million were converted into 2,84,45,567 Equity Shares of Rs. 2/- each.

Unless previously converted, the bonds are redeemable at maturity on 08.09.2017.

[b] The Company had issued 1,65,000 0.50% Foreign Currency Convertible Bonds [FCCB-II] of Euro 1000 each aggregating to Euro 165 Million at par on 09.03.2006. Unless previously converted, the bonds are redeemable at maturity on 09.03.2013 at a premium of 32.071 %.

FCCBs of Euro 0.255 Million were outstanding as on 31.03.2012. No conversion has taken place during F.Y. 2012-13. FCCBs aggregating Euro 0.255 million were redeemed on the due date alongwith the Redemption Premium amounting Euro 0.80 million.

[c] The Company had issued 4,00,000 Zero Coupon Foreign Currency Convertible Bonds [FCCB-III] of USD 1000 each aggregating to USD 400 Million at par on 11.09.2007. Unless previously converted, the bonds are redeemable at maturity on 12.09.2012 at a premium of 47.701 %.

FCCBs of USD 354.475 Million were outstanding as on 31.03.2012. No conversion has taken place during F.Y. 2012-13. FCCBs aggregating USD 354.475 million were redeemed on the due date alongwith the Redemption Premium amounting USD 169.09 million.

2.3.1 Jaypee Infratech Limited has provided a letter of Comfort to ICICI Bank UK Plc [at Sl. No 2 above] and ICICI Bank Canada [at Sl. No 3 above] for the financial assistance of GBP 34.84 Million [equivalent to USD 50 Million] and CAD 61.625 Million [equivalent to USD 50 Million] respectively.

2.3.2 External Commercial Borrowing from State Bank of India, Hongkong Branch [at Sl. No 4 above] has been secured by way of Corporate Guarantee by Jaiprakash Power Ventures Ltd. [JPVL], a subsidiary Company and Pledge of 10 Crores Equity Shares of Rs. 2/- each of JPVL held in JPVL Trust, beneficial owner of the trust being JPVL.

2.4 Unsecured Loan taken from Banks at Note No.4[II]C is Loan taken from SIDBI in foreign currency [Amount Outstanding Rs. 21295 Lakhs] repayable in 14 equal half yearly installments from 30.06.12 to 30.12.18.

2.5 The Company accepts Fixed Deposit under Fixed Deposits Scheme from Public which are repayable in one year, two years and three years.

3.1 Secured Term Loans from Banks includes:

(i) Working Capital Demand Loan of Rs. 10000 Lakhs availed from Axis Bank Limited secured by way of Subservient and Subsequent Charge over the Current Assets of the Company.

(ii) Short-term Loan of Rs. 200 Lakhs availed from Union Bank of India is secured against Fixed Deposits with the Bank.

(iii) Short-term Loan of Rs. 200 Lakhs availed from Oriental Bank of Commerce is secured against Fixed Deposits with the Bank.

3.2 The Working Capital facilities [both Fund and Non Fund] availed from the Consortium member Banks with Canara Bank, as Lead, are secured by way of first charge ranking pari passu on Current Assets i.e. Hypothecation of Stocks of Raw Materials, Work-in-Progress, Stock-in-Process, Finished Goods, Stores & Spares and Book Debts and 2nd charge on the Fixed Assets of the Company [except pertaining to Wind Power, Real Estate Division and Fixed assets specifi- cally charged to State Government /State Financial Institutions for availing interest free loans etc., and other assets specifically charged on specific loans.

NOTE No. "4.1"

The Trusts are holding shares of 18,93,16,882 Equity Shares [Previous Year 18,93,16,882] of Rs. 2/- of Jaiprakash Associates Limited, the sole beneficiary of which is the Company. [The Market Value of Shares held in Trusts is Rs. 1,23,908 Lakhs (Previous Year Rs. 1,54,672 Lakhs)]

NOTE No. "4.2"

All Investments are Non-trade Investments.

NOTE No. "4.3"

Since the Market Rate of Saket Project Limited was not available in any of the Stock Exchanges, Market Value has been considered equivalent to Face Value.

"5.1" Fixed Deposit of Rs. 1750 Lakhs [Previous Year Rs. 1579 Lakhs) pledged as Margin Money including Rs. 274 Lakhs [Previous Year Rs. 708 Lakhs] pledged as Performance Guarantees] with Banks and Others.

"5.2"Cash-on-hand and Balances with Non Scheduled Banks in Foreign Currency includes Iraqi Dinars 27,377 Million equivalent to Rs. 10 Lakhs which are not available for use by the Company.

"5.3" Fixed Deposit with Banks include Rs. 4032 Lakhs [Previous Year Rs. 4566 Lakhs] with original maturity of more than 12 months.

"5.4" Fixed Deposits includes Rs. 19100 Lakhs [Previous Year Rs. 8500 Lakhs] earmarked for repayment of Public Deposits.

NOTE No."6"

The Company has pledged 20,35,000 Equity Shares [Previous Year 20,35,000 Equity Shares] held in Delhi Gurgaon Super Connectivity Limited to HUDCO as Security for Loans granted by Lenders to Delhi Gurgaon Super Connectivity Limited.

NOTE No."7"

Letter of Credit facility taken from Axis Bank Limited - Rs. 10000 Lakhs [Previous Year Rs.10000 Lakhs] is secured by way of Subservient charge on the Current Assets of the company.

NOTE No."8"

In the opinion of Board of Directors, Assets other than Fixed Assets and Non-Current Investments have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet.

NOTE No."9"

During the year, the Company has issued 6,42,04,810 Equity Shares of Rs. 2/- each at an issue price of Rs. 83/- per share to Qualified Institutional Buyers. The Company received Rs. 53290 Lakhs through the said Qualified Institutional Placement.

NOTE No."10"

Other Payables shown under the head "Other Current Liabilities" include Book Overdraft of Rs. 1220 Lakhs [Previous Year Rs. 1701 Lakhs].

NOTE No."11"

Disclosure as required under Notification No.G.S.R.719 [E] dated 16th November, 2007 issued by the Department of Corporate Affairs [as certified by the Management]:

NOTE No."12"

Balances of some of the Trade Receivables, Trade Payables, Loans & Advances are subject to reconciliation / confirmation from the respective parties. The Management does not expect any material difference affecting the Financial Statements for the year.

NOTE No."13"

In compliance of Accounting Standard-2 [Revised], the Company has provided liability of Excise Duty amounting to Rs. 2130 Lakhs [Previous Year Rs. 1412 Lakhs] on the stocks of Finished Goods lying at Works. However, there is no impact on the profit for the current year.

The Excise Duty of Rs. (1981 Lakhs) [Previous Year Rs. 2590 Lakhs] related to difference between Closing and Opening Stock has been debited in the Statement of Profit & Loss.

NOTE No."14"

The External Commercial Borrowings [ECBs] outstanding as on 31.03.2013 of JPY 5850 million , USD 32.50 million, USD 12.42 million, JPY 533.12 million, GBP 29.03 million, CAD 51.35 million and USD 150 million are hedged in respect of coupon as well as repayment. Hedging of JPY to USD in respect of JPY 533.12 million yet to be done.

As on 31.03.2013, the Company has outstanding exposure of USD 110.40 million [unhedged] against Foreign Currency Convertible Bonds [2012].

NOTE No."15"

Related Parties disclosures, as required in terms of "Accounting Standard [AS] 18" are given below:

Relationships

[a] Subsidiary Companies [including their subsidiaries]:

[i] Jaiprakash Power Ventures Limited

[ii] Jaypee Infratech Limited

[iii] Himalyan Expressway Limited

[iv] Jaypee Ganga Infrastructure Corporation Limited

[v] Jaypee Sports International Limited

[vi] Jaypee Agra Vikas Limited

[vii] Jaypee Cement Corporation Limited

[viii] Jaypee Fertilizers & Industries Limited

[ix] Himalyaputra Aviation Limited [w.e.f. 23.07.2011]

[x] Jaypee Assam Cement Limited [w.e.f. 10.11.2011]

[xi] Sangam Power Generation Company Limited [subsidiary of Jaiprakash Power Ventures Limited]

[xii] Prayagraj Power Generation Company Limited [subsidiary of Jaiprakash Power Ventures Limited]

[xiii] Jaypee Meghalaya Power Limited [subsidiary of Jaiprakash Power Ventures Limited]

[xiv] Jaypee Health Care Limited [w.e.f. 30.10.2012] [subsidiary of Jaypee Infratech Limited]

[xv] Jaypee Cement Cricket (India) Limited [w.e.f. 20.10.2012] [subsidiary of Jaypee Sports International Limited]

[xvi] Jaypee Cement Hockey (India) Limited [w.e.f. 05.11.2012] [subsidiary of Jaypee Sports International Limited]

[xvii] Jaiprakash Agri Initiatives Company Limited [w.e.f. 25.03.2013] [subsidiary of Jaypee Cement Corporation Limited]

[b] Joint Venture Subsidiaries :

[i] Bhilai Jaypee Cement Limited

[ii] Bokaro Jaypee Cement Limited

[iii] Gujarat Jaypee Cement & Infrastructure Limited

[iv] Jaypee Powergrid Limited [Joint Venture Subsidiary Company of Jaiprakash Power Ventures Limited]

[v] Jaypee Arunachal Power Limited [Joint Venture Subsidiary Company of Jaiprakash Power Ventures Limited]

[c] Associate Companies:

[i] Jaypee Infra Ventures [A Private Company with unlimited liability]

[ii] Jaypee Development Corporation Limited

[iii] Jaiprakash Kashmir Energy Limited

[iv] JIL Information Technology Limited

[v] Gaur & Nagi Limited

[vi] Indesign Enterprises Private Limited

[vii] Sonebhadra Minerals Private Limited

[viii] RPJ Minerals Private Limited

[ix] Jaiprakash Agri Initiatives Company Limited [till 24.03.2013]

[x] Tiger Hills Holiday Resort Private Limited

[xi] Anvi Hotels Private Limited

[xii] Sarveshwari Stone Products Private Limited

[xiii] Rock Solid Cement Limited

[xiv] Jaypee International Logistics Company Private Limited

[xv] Jaypee Hotels Limited

[xvi] Jaypee Mining Venture Private Limited

[xvii] Ceekay Estates Private Limited

[xviii] Jaiprakash Exports Private Limited

[xix] Bhumi Estate Developers Private Limited

[xx] PAC Pharma Drugs and Chemicals Private Limited

[xxi] Jaypee Technical Consultants Private Limited

[xxii] Jaypee Uttar Bharat Vikas Private Limited [Joint Venture]

[xxiii] Kanpur Fertilizers & Cement Limited [Joint Venture]

[xxiv] Madhya Pradesh Jaypee Minerals Limited [Joint Venture]

[xxv] MP Jaypee Coal Limited [Joint Venture]

[xxvi] MP Jaypee Coal Fields Limited [Joint Venture]

[xxvii] GM Global Mineral Mining Private Limited

[xxviii] Andhra Cements Limited [w.e.f. 10.02.2012]

[xxix] Milestone Home Finance Company Private Limited [w.e.f. 28.09.2012]

[xxx] Jaypee Jan Sewa Sansthan [''Not for Profit'' Private Limited Company] [w.e.f. 12.06.2012]

[d] Key Management Personnel, where transactions have taken place:

[i] Shri Manoj Gaur, Executive Chairman & C.E.O.

[ii] Shri Sunil Kumar Sharma, Executive Vice Chairman

[iii] Shri Sarat Kumar Jain, Vice Chairman

[iv] Shri Sunny Gaur, Managing Director [Cement]

[v] Shri Pankaj Gaur, Joint Managing Director [Construction]

[vi] Shri Shyam Datt Nailwal, Director [Finance]

[vii] Shri Ranvijay Singh, Whole time Director

[viii] Shri Ravindra Kumar Singh, Whole time Director till 14.10.2012

[ix] Shri Rahul Kumar, Whole time Director & C.F.O.

[e] Relatives of Key Management Personnel, where transactions have taken place

[i] Shri Jaiprakash Gaur

[ii] Shri Nanak Chand Sharma

[iii] Shri Gyan Prakash Gaur

[iv] Shri Suresh Kumar

[v] Shri Pawan Kumar Jain

[vi] Shri Sameer Gaur

[vii] Smt Rita Dixit

[viii] Shri Sachin Gaur

[ix] Shri Raj Kumar Singh

[x] Shri Praveen Kumar Singh

[xi] Shri Naveen Kumar Singh

[xii] Smt. Manju Sharma

[xiii] Smt Neha Goyal

NOTE No."16"

(a) Provident Fund - Defined Contribution Plan

All employees are entitled to Provident Fund benefits. Rs. 3014 Lakhs [Previous Year Rs. 2758 Lakhs] has been debited in the Statement of Profit & Loss during the year.

(b) Gratuity and Leave encashment

Defined Benefit Plans - Provision made as per actuarial valuation. The Company has a Trust namely Jaiprakash Associates Employees Gratuity Fund Trust to manage funds towards Gratuity Liability of the Company. SBI Life Insurance Company Limited and ICICI Prudential Life Insurance Company Limited has been appointed for management of the Trust Fund for the benefit of the employees.

NOTE No."17"

The Free-hold Land [Agricultural] purchased by the Company for Rs. 3 Lakhs measuring 7 Bighas at Rangpuri, New Delhi had been notified for acquisition U/s 4 & 6 of the Land Acquisition Act. The Company''s claim for compensation is pending for settlement.

NOTE No."18"

Figures for the previous year have been regrouped/recast/rearranged wherever considered necessary to conform to this year''s classification.

NOTE No."19"

All the figures have been rounded off to the nearest lakh Rs.


Mar 31, 2012

1. Loans from State Government includes :

[i] Interest Free Loans granted by U.P. Financial Corporation (UPFC) under Audyogik Nivesh Protshahan Yojna Scheme are secured by way of First Charge on the Fixed Assets of the respective Units of the Company. The same is repayable witin 10 years from the year in which it is received, repayment will commence from F.Y. 2017-18.

[ii] Interest free loan granted by DIC, Panipat, Haryana is secured against BG. The same is repayable within 5 years from the year in which it is received, repayment will commence from F.Y. 2014-15.

2. Advances from Clients includes loan granted by Client for purchase of Plant & Machinery for the Contract on Hypothecation of Construction Material and Plant & Equipment.

3. Details of Foreign Currency Convertible Bonds (Unsecured) at Note No.4[II]A are given as under :

[a] The Company had issued 1,65,000 Nos 0.50% Foreign Currency Convertible Bonds [FCCB-II] of Euro 1000 each aggregating to Euro 165 Million at par on 09.03.2006. These Bonds are convertible at the option of bond-holders into equity shares of Rs. 10/- each fully paid at the conversion price of Rs. 558.773 per share, subject to the terms of issue, with a fixed rate of exchange of Rs. 53.599 equal to Euro 1.00 at any time on or after 19.04.2006 and prior to the close of business on 02.03.2013. Post split of the Equity Shares of Rs. 10/- each into 5 Equity Shares of Rs. 2/- each on 26.12.2007 and post bonus issue of one equity share of Rs. 2/- each against two equity shares of Rs. 2/- each as on 19.12.2009, the Bonds are/will be converted into Equity shares of Rs. 2/- each at the conversion price of Rs. 74.5031 per share.

1451 FCCBs of Euro 1,000 each were reedeemed on 09.04.2011 (Previous Year 2500 FCCBs of Euro 1,000 each were converted into 17,98,549 Equity Shares of Rs. 2/- each on 05.08.2010).

255 FCCBs of Euro 1,000 each [Previous Year 1,706] were outstanding as on 31.03.2012. Upon conversion of the outstanding Bonds into Equity Shares, the Share Capital of the Company will increase by 1,83,452 Equity Shares of Rs. 2/- each.

Unless previously converted, the bonds are redeemable at maturity on 09.03.2013 at a premium of 32.071%; representing a YTM of 4.50% p.a. [value as on 31.03.2012 is Euro 1271.914 (Previous Year Euro 1222.001) per Bond]. A reserve aggregating to Rs. 48 Lakhs (Previous Year Rs. 242 Lakhs) upto 31.03.2012 has been created for the redemption premium on outstanding FCCBs.

[b] The Company has issued 4,00,000 Zero Coupon Foreign Currency Convertible Bonds [FCCB-III] of USD 1,000 each aggregating to USD 400 Million at par on 11.09.2007. These Bonds are convertible at the option of bond-holders into equity shares of Rs. 10/- each fully paid at the conversion price of Rs. 1,238.78 per share, subject to the terms of issue, with a fixed rate of exchange of Rs. 40.35 equal to USD 1.00 at any time on or after 22.10.2007 and prior to the close of business on 05.09.2012. Post split of the Equity Shares of Rs. 10/- each into 5 Equity Shares of Rs. 2/- each on 26.12.2007 and post bonus issue of one equity share of Rs. 2/- each against two equity shares of Rs. 2/- each as on 19.12.2009, the Bonds are/will be converted into Equity shares of Rs. 2/- each at the conversion price of Rs. 165.1707 per share.

No conversion has taken place during F.Y. 2011-12 (Previous Year Nil).

FCCBs of USD 354.475 Million (Previous Year USD 354.475 Million) were outstanding as on 31.03.2012. Upon conversion of the Bonds into Equity Shares, the Share capital of the Company will increase by 8,65,95,663 Equity shares of Rs. 2/- each.

Unless previously converted, the bonds are redeemable at maturity on 12.09.2012 at a premium of 47.701%; representing a YTM of 7.95% p.a. [value as on 31.03.2012 is USD 1,42,681.717 (Previous Year USD 1,31,980.712) for a principle amount of USD 1,00,000]. A reserve aggregating to Rs. 77963 Lakhs (Previous Year Rs. 51172 Lakhs) upto 31.03.2012 has been created for the redemption premium on outstanding FCCBs.

5. Jaypee Infratech Limited has provided a letter of Comfort to ICICI Bank UK Plc and ICICI Bank Canada for the financial assistance of GBP 34.84 Million (equivalent to USD 50 Million) and CAD 61.625 Million (equivalent to USD 50 Million) respectively.

6. Unsecured Loan taken from Banks at Note No.4[II]C is Loan taken from SIDBI in foreign currency [Amount Outstanding Rs. 23772 Lakhs] repayable in 14 equal half yearly instalments from 30.06.12 to 30.12.2018.

7. The Company accepts Fixed Deposit under Fixed Deposits Scheme from Public which are repayable in one year, two year and three years.

8.The Working Capital facilities [both Fund and Non Fund] availed from the Consortium member Banks with Canara Bank, as Lead, are secured by way of first charge ranking pari passu on Current Assets i.e. Hypothecation of Stocks of Raw Materials, Work-in-Progress, Stock-in-Process, Finished Goods, Stores & Spares and Book Debts and 2nd charge on the Fixed Assets of the Company [except pertaining to Wind Power, Real Estate Division and Fixed assets specifically charged to State Government /State Financial Institutions for availing interest free loans etc., and other assets specifically charged on specific loans.

9. Maximum balance of Commercial Papers outstanding during the year Rs. 100000 Lakhs [Previous Year Rs. 150000 Lakhs].

NOTE No. 10

The Trusts are holding 18,93,16,882 Equity Shares [Previous Year 18,93,16,882] of Rs. 2/- of Jaiprakash Associates Limited, the sole beneficiary of which is the Company. [The Market Value of Shares held in Trusts is Rs. 154672 Lakhs (Previous Year Rs. 175686 Lakhs)]

NOTE No.11

All Investments are Non-trade Investments.

NOTE No.12

Since the Market Rate of Saket Project Limited was not available in any of the Stock Exchanges, Market Value has been considered equivalent to Face Value.

NOTE No.13

Jaypee Karcham Hydro Corporation Limited merged with Jaiprakash Power Ventures Limited w.e.f. 01.04.2010, shares on merger credited during F.Y. 2011-12.

"20.2" Cash-in-hand and Balances with Non Scheduled Banks in Foreign Currency includes Iraqi Dinars 27,377 Million equivalent to Rs. 10 Lakhs which are not available for use by the Company.

NOTE No.14

Pursuant to the Scheme sanctioned by Hon'ble High Court of Judicature at Allahabad u/s 391/394 of the Companies Act,1956 on 9th April, 2012, (i) South Cement Undertaking, (ii) West Cement Undertaking , (iii) Asbestos Undertaking, (iv) Heavy Engineering Works undertaking & (v) Foundry Undertaking stand demerged and transferred to and vested in the Transferee Company i.e.Jaypee Cement Corporation Limited [100% subsidiary of the Company]. Accordingly, all Assets and Liabilities of the above said Undertakings have been transferred w.e.f Appointed date i.e. April 1st, 2011 and the Scheme has come into effect from April 18th, 2012 on filing of the Scheme with the Registrar of Companies.

With effect from the Appointed date, all the business undertakings, assets, liabilities, rights and obligations of each of the Demerged Undertakings stood transferred to and vested in the Transferee Company for a net consideration of Rs. 4030.98 crores.

With effect from the Appointed date all the businesses and activities carried on by the abovesaid Demerged undertakings of the Transferor Company is in trust for and for the benefit of the Transferee Company. Thus, the Profit or Income accruing or arising in respect of Demerged Undertakings or expenditure or losses arising or incurred by them from the Appointed date are treated as profit or income or expenditure or loss as the case may be of the Transferee Company. The Scheme has accordingly been given effect to in these Accounts.

NOTE No.15 As at As at 31.03.2012 31.03.2011 Rs. Lakhs Rs. Lakhs

Contingent Liability not provided for in respect of:

[a] Claims against the Company / Disputed Liability [including Tax] not acknowledged as 178,347 139,487 debts

Amount deposited under Protest 42,745 25,934

Bank Guarantee deposited under Protest [included in (b) below] 14,945 14,953

Indemnity Bond - 1,638

[b] Outstanding amount of Bank Guarantees 163,927 136,673

Margin Money deposited against the above 884 1,322

The Outstanding Amount of Bank Guarantees as at 31.03.2012 do not include Bank Guarantees given for Demerged undertakings amounting Rs 2326 Lakhs

[c] Income Tax matters under appeal 4,082 400

[a] Estimated amount of Contracts remaining to be executed on capital account and not 58,119 132,091 provided for (net of advances)

[b] Outstanding Letters of Credit 36,178 57,414

Margin Money deposited against the above 2 8

The Outstanding Letter of Credit as at 31.03.2012 do not include Bank Guarantees given for Demerged undertakings amounting Rs. 805 Lakhs

[c] The Company has imported Capital Goods under Export Promotion Capital Goods Scheme [EPCG], where-under the Company is required to fulfill export obligation/deemed exports amounting to Rs. 24468 Lakhs [Previous Year Rs. 24468 Lakhs] till 31.03.2015. The Liability amounting to Rs. 4826 Lakhs [Previous Year Rs. 4826 Lakhs] on account of custom duty may arise alongwith interest @15% p.a., in the event of non-fulfillment of export obligation.

[b] Securities for Subsidiaries:

[i] 134,24,09,231 Equity Shares of Rs. 10/- each fully paid-up [Previous Year 108,37,00,000 Equity Shares] of Jaiprakash Power Ventures Limited [JPVL] are pledged as collateral security for the financial assistance granted by Lenders to JPVL for specific projects.

[ii] The Company has given letter of Comfort to ICICI Bank for Non Convertible Debentures amounting Rs. 198257 Lakhs [Previous Year Rs. 198257 Lakhs] issued by Jaiprakash Power Ventures Limited.

[iii] Nil Equity Shares of Rs. 10/- each fully paid-up [Previous Year 27,75,00,000 Equity Shares] of Jaypee Karcham Hydro Corporation Limited [JKHCL] [merged with Jaiprakash Power Ventures Limited w.e.f 01.04.2010] are pledged with ITSL as collateral security for financial assistance granted by Lenders to JKHCL.

[iv] The Company has pledged 36,78,00,000 Equity Shares of Rs. 10/- each fully paid-up [Previous Year 36,78,00,000 Equity Shares] of Jaypee Infratech Limited (JIL) (Subsidiary Company) with IDBI Trusteeship Services Limited (ITSL) (Trustee) and executed non disposal undertaking for further 25,74,60,000 Equity Shares [25,74,60,000 Equity Shares] of JIL held by the Company in favour of ITSL as collateral security for the financial assistance to JIL.

[v] 6,02,25,900 Equity Shares of Rs. 10/- each fully paid-up [Previous Year 6,02,25,900 Equity Shares] of Himalyan Expressway Limited [HEL] held by the Company are pledged as collateral security for financial assistance granted by the Lenders to HEL.

[vi] 15,20,00,000 Equity Shares of Jaypee Sports International Limited [JPSI] pledged as collateral security for financial assistance granted to JPSI on issuance of Compulsory Convertible Debentures.

NOTE No.16

The Company has pledged 20,35,000 Equity Shares held in Delhi Gurgaon Super Connectivity Limited to HUDCO as Security for Loans granted by Lenders to Delhi Gurgaon Super Connectivity Limited.

NOTE No.17

Letter of Credit facility taken from Axis Bank Limited - Rs. 10000 Lakhs is secured by way of Subservient charge on the Current Assets of the Company.

NOTE No.18

In the opinion of Board of Directors, Assets other than Fixed Assets and Non-Current Investments have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet.

NOTE No.19

[a] The Provision for Taxation made in the Statement of Profit & Loss includes Rs. 45 Lakhs [Previous Year Rs. 40 Lakhs] towards Provision for Wealth Tax Expense for the year.

NOTE No.20

Other Payables shown under the head "Other Current Liabilities" include Book Overdraft of Rs. 1701 Lakhs [Previous Year Rs. 858 Lakhs].

NOTE No.21

Disclosure as required under Notification No.G.S.R.719 [E] dated 16th November, 2007 issued by the Department of Corporate Affairs [as certified by the Management]:

NOTE No.22

Balances of some of the Trade Receivables, Trade Payables, Loans & Advances are subject to reconciliation / confirmation from the respective parties. The Management does not expect any material difference affecting the Financial Statements for the year.

NOTE No.23

[a] In compliance of Accounting Standard-2 [Revised], the Company has provided liability of Excise Duty amounting to Rs. 1412 Lakhs [Previous Year Rs. 3784 Lakhs] on the stocks of Finished Goods lying at Works. However, there is no impact on the profit for the current year.

[b] The Excise Duty of Rs. (1981 Lakhs) [Previous Year Rs. 2590 Lakhs] related to difference between Closing and Opening Stock has been debited in the Statement of Profit & Loss.

NOTE No.24

The External Commercial Borrowings [ECBs] outstanding as on 31.03.2012 of JPY 13493.025 million , USD 32.50 million, USD 15.31 million, JPY 655.41 million, GBP 34.84 million and CAD 61.625 million are hedged in respect of coupon as well as repayment. Hedging of JPY to USD in respect of JPY 655.41 million yet to be done.

As on 31.03.2012, the Company has outstanding exposure of Euro 0.255 Million [unhedged] against Foreign Currency Convertible Bonds [FCCB-II] [Previous Year Euro 1.706 Million] and USD 354.475 Million against Foreign Currency Convertible Bonds [FCCB-III] (Previous Year USD 354.475 Million) (USD 250 Million hedged ,balance unhedged) pending conversion into Equity Share Capital.

NOTE No.25

Related Parties disclosures, as required in terms of "Accounting Standard [AS] 18" are given below:

Relationships

[a] Subsidiary Companies [including their subsidiaries]:

[i] Jaiprakash Power Ventures Limited

[ii] Jaypee Infratech Limited

[iii] Himalyan Expressway Limited

[iv] Jaypee Ganga Infrastructure Corporation Limited

[v] Jaypee Sports International Limited

[vi] Jaypee Agra Vikas Limited

[vii] Jaypee Cement Corporation Limited [w.e.f. 22.02.2011]

[viii] Jaypee Fertilizers & Industries Limited [w.e.f. 03.06.2010]

[ix] Himalyaputra Aviation Limited [w.e.f. 23.07.2011]

[x] Jaypee Assam Cement Limited [w.e.f. 30.08.2011]

[xi] Sangam Power Generation Company Limited [subsidiary of Jaiprakash Power Ventures Limited]

[xii] Prayagraj Power Generation Company Limited [subsidiary of Jaiprakash Power Ventures Limited]

[xiii] Jaypee Meghalaya Power Limited [w.e.f. 26.08.2010] [subsidiary of Jaiprakash Power Ventures Limited]

[b] Joint Venture Subsidiaries :

[i] Bhilai Jaypee Cement Limited

[ii] Bokaro Jaypee Cement Limited

[iii] Gujarat Jaypee Cement & Infrastructure Limited

[iv] Jaypee Powergrid Limited [Joint Venture Subsidiary Company of Jaiprakash Power Ventures Limited]

[v] Jaypee Arunachal Power Limited [Joint Venture Subsidiary Company of Jaiprakash Power Ventures Limited]

[vi] Madhya Pradesh Jaypee Minerals Limited [till 02.03.2011]

[c] Associate Companies:

[i] Jaypee Infra Ventures [A Private Company with unlimited liability]

[ii] Jaypee Ventures Private Limited [merged with Jaypee Infra Ventures at SL No (i) above]

[iii] Jaypee Development Corporation Limited

[iv] Jaiprakash Kashmir Energy Limited

[v] JIL Information Technology Limited

[vi] Gaur & Nagi Limited

[vii] Indesign Enterprises Private Limited

[viii] Sonebhadra Minerals Private Limited

[ix] RPJ Minerals Private Limited

[x] Jaiprakash Agri Initiatives Company Limited

[xi] Tiger Hills Holiday Resort Private Limited

[xii] Anvi Hotels Private Limited

[xiii] Sarveshwari Stone Products Private Limited

[xiv] Rock Solid Cement Limited

[xv] Jaypee International Logistics Company Private Limited

[xvi] Jaypee Hotels Limited

[xvii] Jaypee Mining Venture Private Limited

[xviii] Ceekay Estates Private Limited

[xix] Jaiprakash Exports Private Limited

[xx] Bhumi Estate Developers Private Limited

[xxi] PAC Pharma Drugs and Chemicals Private Limited

[xxii] Jaypee Technical Consultants Private Limited

[xxiii] Jaypee Uttar Bharat Vikas Private Limited [Joint Venture] [w.e.f. 21.06.2010]

[xxiv] Kanpur Fertilizers & Cement Limited [Joint Venture] [w.e.f. 26.09.2010]

[xxv] Madhya Pradesh Jaypee Minerals Limited [w.e.f. 03.03.2011][Joint Venture]

[xxvi] MP Jaypee Coal Limited [Joint Venture]

[xxvii] MP Jaypee Coal Fields Limited [Joint Venture]

[xxviii] GM Global Mineral Mining Private Limited

[xxix] Andhra Cements Limited [w.e.f. 10.02.2012]

[d] Key Management Personnel:

[i] Shri Manoj Gaur, Executive Chairman & C.E.O.

[ii] Shri Sunil Kumar Sharma, Executive Vice Chairman

[iii] Shri Sarat Kumar Jain, Vice Chairman

[iv] Shri Sunny Gaur, Managing Director [Cement]

[v] Shri Pankaj Gaur, Joint Managing Director [Construction]

[vi] Shri Shyam Datt Nailwal, Director [Finance]

[vii] Shri Ranvijay Singh, Whole time Director

[viii] Shri Ravindra Kumar Singh, Whole time Director

[ix] Shri Rahul Kumar, Whole time Director & C.F.O.

[e] Relatives of Key Management Personnel, where transactions have taken place

[i] Shri Jaiprakash Gaur

[ii] Shri Nanak Chand Sharma

[iii] Shri Gyan Prakash Gaur

[iv] Shri Suresh Kumar

[v] Shri Pawan Kumar Jain

[vi] Shri Sameer Gaur

[vii] Smt Rita Dixit

[viii] Shri Sachin Gaur

[ix] Shri Raj Kumar Singh

[x] Shri Praveen Kumar Singh

[xi] Shri Naveen Kumar Singh

[xii] Smt. Manju Sharma

[xiii] Smt Neha Goyal

NOTE No.26

(a) Provident Fund - Defined Contribution Plan

All employees are entitled to Provident Fund benefits. Rs. 2,758 Lakhs [Previous Year Rs. 2,655 Lakhs] has been debited in the Statement of Profit & Loss during the year.

(b) Gratuity and Leave encashment

Defined Benefit Plans - Provision made as per actuarial valuation. The Company has a Trust namely Jaiprakash Associates Employees Gratuity Fund Trust to manage funds towards Gratuity Liability of the Company. SBI Life Insurance Company Limited and ICICI Prudential Life Insurance Company Limited has been appointed for management of the Trust Fund for the benefit of the employees.

NOTE No.27

For the purpose of Regulation 3[e][i] of the Securities and Exchange Board of India [Substantial Acquisition of Shares and Takeovers] Regulations, 1997, the "Group" constituted Shri Jaiprakash Gaur, his associates and Companies as disclosed to Stock Exchanges from time to time which include Jaiprakash Associates Limited (JAL), its Subsidiaries given under Note No.51(a) & (b) above, its Associates given under Note No.51(c) above and Siddharth Utility Private Limited. These Regulations have now been substituted by Securities and Exchange Board of India [Substantial Acquisition of Shares and Takeovers] Regulations, 2011,

NOTE No.28

The Free-hold Land [Agricultural] purchased by the Company for Rs. 3 Lakhs measuring 7 Bighas at Rangpuri, New Delhi had been notified for acquisition U/s 4 & 6 of the Land Acquisition Act. The Company's claim for compensation is pending settlement.

NOTE No.29

Figures for the previous year have been regrouped/recast/rearranged wherever considered necessary to conform to this year's classification in accordance with revised Schedule VI.

NOTE No.30

All the figures have been rounded off to the nearest lakh


Mar 31, 2011

As at 31.03.2011 As at 31.03.2010 Rs. Rs.

01 Contingent Liability not provided for in respect of:

[a] Outstanding amount of Bank Guarantees 13,667,280,795 10,859,406,251

Margin Money deposited against the above 132,218,375 542,465,148

[b] Corporate Guarantees: [i] for Term Loans, NCDs and Deferred Payment Guarantees granted by Financial Institutions & Banks for 300 MW Baspa-II HEP of Jaiprakash Power Ventures Limited [Subsidiary Company] 1,278,697,966 1,980,025,692

[ii] for Rupee Term Loans and Foreign Currency Loans granted by Financial Institutions & Banks for 400 MW Vishnu Prayag HEP of Jaiprakash Power Ventures Limited [Subsidiary Company]

861,033,750 1,008,854,175

[iii] For Performance Guarantee issued by the ICICI Bank on behalf of Jaypee Ganga Infrastructure Corporation Limited, [100% Subsidiary] 8,947,500,000 8,947,500,000

[iv] For Non Convertible Debentures issued to Axis Bank Limited by Jaypee Infratech Limited, [Subsidiary Company] - 5,000,000,000

[v] For Performance Guarantee issued by the Yes Bank Limited on behalf of Jaypee Sports International Limited, [Subsidiary Company]

- 1,000,000,000

[c] Outstanding Letters of Credit5,741,421,718 13,246,294,462 Margin Money deposited against the above 822,172 27,075,540

[d] The Madhya Pradesh Government through the Collector, Rewa issued a notice raising a demand on account of change in the conversion factor for calculation of Royalty on Limestone raised and interest upto December, 2008 in respect of Jaypee Rewa Plant. The Company has contested the demand and the Hon'ble Madhya Pradesh High Court has stayed the demand. 1,337,794,099 885,490,289

Amount deposited under Protest 434,296,115 354,196,115

The above contingent liability does not include demand for the period January 2009 to March 2011 which has not been raised by the Madhya Pradesh Government till 31.03.2011

[e] [i] Trade Tax rebate of 25% on sale of Cement manufactured with fly ash purchased

within the state of U.P. has been disputed by the U.P. Trade Tax Department. The Hon'ble High Court at Allahabad disposed-off the Writ Petition on 29.01.2004 in favour of the Company. The Department has thereafter fled SLP in the Hon'ble Supreme Court of India, which has been admitted and an interim order has been passed that pending disposal of the SLP, [a] the Department shall not take any step to encash the Bank Guarantees amounting to Rs. 16,69,36,481/- [included in 1(a) above] [Previous Year Rs. 16,69,36,481/-] and [b] granted interim stay for refund of amount of Rs. 16,73,31,838/- [Previous Year Rs. 16,73,31,838/-] deposited under protest with the Department. 516,237,283 516,237,283

[ii] The Government of U.P. vide Notification dated 14.10.2004 withdrew Notification dated 27.02.1998 granting rebate on tax on sale of fly-ash based cement manufactured within the State of U.P., out of fly-ash procured within U.P. The disputed tax for the period from 15.10.2004 to 31.12.2007 in respect of Jaypee Ayodhya Grinding Operations at Tanda and Jaypee Cement Blending Unit at Sadva Khurd,Allahabad established within U.P. amounting to Rs. 53,76,73,870/- [Previous Year Rs. 53,76,73,870/- ] has been deposited under protest with U.P. Trade Tax Department. The above Notification dated 14.10.2004 has been challenged by the Company before the Lucknow Bench of Hon'ble Allahabad High Court on the grounds of promissory estoppel. The case has been decided in favour of the Company by Lucknow Bench of Hon'ble Allahabad High Court vide their Order dated 29.03.2010 in respect of Jaypee Ayodhya Grinding Operations Unit of the Company. The Department has thereafter fled SLP in the Hon'ble Supreme Court of India, which has been admitted and order of the Hon'ble High Court order dated 29.03.2010 has been stayed by Supreme Court of India vide their order dated 06.07.2011. 537,673,870 537,673,870 However, Writ petition in respect of Jaypee Cement Blending Unit, Allahabad is still pending before the Lucknow Bench of Hon'ble High Court.

[f] The Government of U.P. has imposed Entry Tax @2% on the value of the Cement w.e.f. 16.05.2003. This was challenged by the Company before the Hon'ble High Court at Allahabad and was decided in favour of the Company. However, the Order of the Hon'ble High Court has been challenged by the Department before the Hon'ble Supreme Court of India. The Hon'ble Supreme Court has directed Hon'ble Allahabad High Court on

14.07.06 to examine the constitutional validity of U.P. Entry Tax Act. The High Court on 08.01.07 has held the above Act ultra vires. The Hon'ble Supreme Court on 17.04.07 passed an interim order sustaining the High Court Order and restricting further deposit. The final decision of Hon'ble Supreme Court is awaited. The Company has deposited Rs. 34,09,36,649/- [Previous Year Rs. 34,09,36,649/-) and furnished Indemnity Bond of Rs. 16,38,46,913/- [Previous Year Rs. 13,73,58,510/-] under protest, against the amount worked out for the period upto 23.09.2007. 580,123,820 557,904,792

[g] Govt. of U.P. has issued an ordinance viz. "Uttar Pradesh Tax on entry of goods into local areas Ordinance 2007", imposing entry tax on certain notifed items including cement and clinker, on value of the goods. This was challenged by the Company in the Hon'ble High Court at Allahabad. The Hon'ble Court on 01.11.07 has passed an interim order that Entry Tax will not be realised from the Company in respect of transactions before the date of promulgation of Ordinance dated 24.09.07 provided the Company furnished security other than cash or bank guarantee for the amount of Entry Tax due for that period and entry tax in respect of the transactions for the subsequent period will also not be realised from the Company provided the Company furnishes Bank Guarantee for the amount due in respect of the transactions for that period. The final decision of the Hon'ble High Court is still awaited. As desired by the Hon'ble High Court the Company has submitted Bank Guarantee for Rs. 90,05,57,352/- [included in 1(a) above] [Previous Year Rs. 85,12,18,484/-] upto 31.03.2011. 906,037,730 856,286,767

[h] The Govt. of M.P. vide Notification No. F-III-25/06/01/V(10) dated 14.03.06 & subsequent Notification No. F-A/III-195/05/01/V(14) dated 01.04.07 and also amending Section 4 and 4 A of the Entry Tax Act had enhanced the rate of Entry Tax from 1% to 5% on raw materials used for manufacture of Cement to the extent such Cement was transferred out of the state of M.P. as stock transfer. In response to the Special Leave Petition fled by the Company, the Hon'ble Supreme Court vide its Order dated 15.09.2008 has passed an order to deposit, ffty percent of the tax by way of cash and balance ffty percent by way of Bank Guarantee till the hearing and final disposal of Special Leave Petition.

The Company has deposited Rs. 58,21,45,729/- [Previous Year Rs. 46,43,68,267/-] and furnished Bank Guarantee of Rs. 33,01,18,221/- [included in 1(a) above] [Previous Year Rs. 21,19,59,685/-] upto 31.03.2011 as per the Order of Hon'ble Supreme Court. 930,571,583 676,795,421

[i] Consequent to commissioning of Captive Power Plant at Jaypee Rewa Plant, the company gave one months notice under Clause 7.26 of the Electricity Supply Code 2004 for termination of the agreement and permanent disconnection of power supply with effect from midnight of 30.08.2006, which was challenged by M.P. Poorv Kshetra Vidhyut Vitran Company Limited [MPPKVVCL] in Hon'ble High Court of M.P. at Jabalpur. On 22.06.2009, the Appellate Bench of the High Court delivered the judgment holding that the HT Agreement of 26.11.1994 was not terminated as per the provisions of the said agreement and the provisions of the Supply Code 2004 shall have no application to such agreement. Subsequently, a Special Leave Petition against this Order was fled before the Hon'ble Supreme Court. The Hon'ble Supreme Court granted Stay on the condition that the amount of Rs. 10 Crores deposited as Fixed Deposit at the time of Stay from the High Court of Jabalpur shall be encashed and paid to MPPKVVCL. 2,912,928,721 1,774,309,857

Amount deposited under Protest 100,000,000 100,000,000

[j] The Government of Himachal Pradesh has imposed tax on transportation of goods under the Himachal Pradesh Taxation (on Certain Goods Carried by Road) Act, 1999. This was challenged by the Company before the Hon'ble High Court of Himachal Pradesh at Shimla . The Hon'ble High Court vide an interim order dated 17.12.2010 held that tax paid by the petitioner would be treated as deposit till the final decision. 536,125,508 -

Amount deposited under Protest 511,758,363 -

[k] The District Magistrate, Sonebhadra/Mirzapur issued notice raising demand for Stamp Duty under Indian Stamp Act, 1899 in respect of sale of movable and immovable assets of U.P. State Cement Corporation Limited for Rs. 459 Crores executed by Offcial Liquidator in favour of the Company. The Company has deposited Stamp Duty of Rs. 8.04 Crores on Rs. 137.12 Crores representing valuation of immovable assets i.e. Land, Building & Civil Works as per the valuation report of a Government Approved Valuer. The Company is contesting that no demand is payable by the Company on movable assets acquired. 286,800,000 286,800,000

[l] The Madhya Pradesh Government, through the Collector, Rewa issued notices raising demand on account of Rural Infrastructure Tax in M.P. from Oct 2005 to Dec 2009. The Company had challenged the legal validity of this Notification before the H'ble High Court, Jabalpur. The H'ble High Court upheld the validity of this tax. Special Leave Petition against this Order has been fled before the Hon'ble Supreme Court, which has admitted the Case. 78,930,376 78,930,376

Amount deposited under Protest 50,000,000 50,000,000

[m] Cess Assessment officer & Joint Commissioner of Labour, Eluru, A.P., had served a Notice under the Building and Other Construction Workers Welfare Cess Act Rules, 1998 to pay Cess @1% on the cost of construction upto 31.03.2011, being undertaken at Companies Cement Plant in Andhra Pradesh. The Company had appealed against the same in Hon'ble High Court at Hyderabad and got interim stay on 31.08.2010. 23,404,000 13,235,000

[n] Excise matters under appeal 464,348,417 132,753,773

Amount deposited under Protest 66,830,821 59,736,655

[o] VAT / Sales Tax under appeal (other matters) 147,649,876 58,244,146

Amount deposited under Protest 77,945,837 19,981,519

Bank Guarantee under Protest [included in 1(a) above] 5,727,969 -

[p] Entry Tax matters under Appeal 190,291,232 98,221,019

Amount deposited under Protest 72,847,886 19,000,625

Bank Guarantee under Protest [included in 1(a) above] 39,231,385 36,220,133

[q] Electricity Duty/ Cess matters under appeal 202,969,188 18,497,870

Amount deposited under Protest 9,248,936 9,248,936

[r] Service Tax matters under appeal 18,500,000 -

[s] Income Tax matters under appeal 39,985,192 50,576,605

[t] Other Claims against the Company not acknowledged as debts 4,278,315,195 4,163,682,992

Amount deposited under Protest 180,104,165 56,046,777

Bank Guarantee deposited under Protest [included in 1(a) above] 52,689,000 42,689,000

[u] The Company has imported Capital Goods under Export Promotion Capital Goods Scheme [EPCG], where-under the Company is required to fulfill export obligation/ deemed exports amounting to Rs. 244.68 Crores [Previous Year Rs. 814.37 Crores] till 31.03.2015. The Liability on account of custom duty may arise alongwith interest @15% p.a., in the event of non-fulfillment of export obligation. 482,600,000 1,017,900,000 02 Estimated amount of Contracts remaining to be executed on capital account and not provided 13,209,062,346 25,337,706,219 for (net of advances) 03. [a] The Company had issued 1,65,000 Nos 0.50% Foreign Currency Convertible Bonds [FCCB-II] of Euro 1000 each aggregating to Euro 165 Million at par on 09.03.2006. These Bonds are convertible at the option of bond-holders into equity shares of Rs. 10/- each fully paid at the conversion price of Rs. 558.773 per share, subject to the terms of issue, with a fixed rate of exchange of Rs. 53.599 equal to Euro 1.00 at any time on or after 19.04.2006 and prior to the close of business on 02.03.2013. Post split of the Equity Shares of Rs. 10/- each into 5 Equity Shares of Rs. 2/- each on 26.12.2007 and post bonus issue of one equity share of Rs. 2/- each against two equity shares of Rs. 2/- each as on 19.12.2009, the Bonds are/will be converted into Equity shares of Rs. 2/- each at the conversion price of Rs. 74.5031 per share.

2500 FCCBs of Euro 1,000 each were converted on 05.08.2010 into 17,98,549 Equity Shares of Rs. 2/- each (Previous Year 500 FCCBs of Euro 1,000 each were converted into 2,39,806 Equity Shares of Rs. 2/- each on 03.08.2009 and 20 FCCBs of Euro 1,000 each were converted into 14,388 Equity Shares of Rs. 2/- each on 29.03.2010).

1,706 FCCBs of Euro 1,000 each [Previous Year 4,206] were outstanding as on 31.03.2011. Upon conversion of the outstanding Bonds into Equity Shares, the share Capital of the Company will increase by 12,27,330 Equity Shares of Rs. 2/- each.

Unless previously converted, the bonds are redeemable at maturity on 09.03.2013 at a premium of 32.071% ; representing a YTM of 4.50% p.a. [value as on 31.03.2011 is Euro 1222.001 (Previous Year Euro 11,73.426) per Bond]. A reserve aggregating to Rs. 2,42,35,170/- (Previous Year Rs. 4,47,21,338/-) upto 31.03.2011 has been created for the redemption premium.

[b] The Company has issued 4,00,000 Zero Coupon Foreign Currency Convertible Bonds [FCCB-III] of USD 1,000 each aggregating to USD 400 Million at par on 11.09.2007. These Bonds are convertible at the option of bond-holders into equity shares of Rs. 10/- each fully paid at the conversion price of Rs. 1,238.78 per share, subject to the terms of issue, with a fixed rate of exchange of Rs. 40.35 equal to USD 1.00 at any time on or after 22.10.2007 and prior to the close of business on 05.09.2012. Post split of the Equity Shares of Rs. 10/- each into 5 Equity Shares of Rs. 2/- each on 26.12.2007 and post bonus issue of one equity share of Rs. 2/- each against two equity shares of Rs. 2/- each as on 19.12.2009, the Bonds are/will be converted into Equity shares of Rs. 2/- each at the conversion price of Rs. 165.1707 per share.

No conversion has taken place during F.Y. 2010-11 (Previous Year Nil).

FCCBs of USD 354.475 Million (Previous Year USD 354.475 Million) were outstanding as on 31.03.2011. Upon conversion of the Bonds into Equity Shares, the Share capital of the Company will increase by 8,65,95,663 Equity shares of Rs. 2/- each.

Unless previously converted, the bonds are redeemable at maturity on 12.09.2012 at a premium of 47.701% ; representing a YTM of 7.95% p.a. [value as on 31.03.2011 is USD 1,31,980.712 (Previous Year USD 1,22,042.014) for a principle amount of USD 1,00,000]. A reserve aggregating to Rs. 511,72,34,207/- (Previous Year Rs. 356,13,21,700) upto 31.03.2011 has been created for the redemption premium.

04 In the opinion of Board of Directors, the Current Assets, Loans and Advances" have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet.

[b] 9,000 NCDs of Rs. 10,00,000/- each aggregating Rs. 900 crores [Rs. 2,50,000/- per Debenture aggregating Rs. 225 crore redeemed], are secured against first and exclusive charge by way of equitable mortgage by deposit of title deed over the land admeasuring 364.55 acres at Jaypee Greens Golf Course, Greater Noida, Uttar Pradesh and collaterally secured by first and exclusive charge by way of Registered mortgage over land of Jaypee Infratech Ltd. admeasuring 40 acres (residential 25 acres and commercial 15 acres) situated at village Sultanpur, Noida, Uttar Pradesh and Village Wazirpur, Greater Noida, Uttar Pradesh respectively. Out of the said 40 acres of land, the Company has entered into an "Agreement to Sell" with Jaypee Infratech Limited on 15.12.2009 for purchase of 15 acres of commercial land. IDBI Trusteeship Services Limited has been appointed as Debenture Trustee for the said NCDs.

[c] Term Loans of Rs. 2655.00 crores (Amount outstanding - Rs. 1583.23 crores.) sanctioned by Financial Institutions, Banks and Bank Guarantees to the extent of Rs. 27 Crores [Previous Year Rs. 65.30 Crores] [for partially securing Non Convertible Debentures] together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements are secured by equitable mortgage of Immovable Properties and Hypothecation of movables [present and future], save and except book debts and exclusive charge on assets including under Hire Purchase, ranking pari passu, subject to prior charge on specified movables created/to be created in favour of the Company's Bankers for working capital facilities.

[d] Term Loans sanctioned by IDBI Bank - Rs. 1800 crores, UCO Bank - Rs. 500 crores, L & T Infra Finance Co. - Rs. 200 crores., Karnataka Bank - Rs. 150 crores, Yes Bank - Rs. 450 crores. and State Bank of India - Rs. 1000 crores, aggregating to Rs. 4100 crores together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements secured by way of equitable mortgage of Immovable Properties and Hypothecation of Movables [present and future] except the assets pertaining to Wind Power and Real Estate Division and assets specifically charged to State Govt./ Financial Institutions etc, ranking pari passu, save and except book debts, subject to prior charge on specified movables created/ to be created in favour of the Company's Bankers for working capital facilities.

[e] Term Loans sanctioned aggregating to Rs. 3,000 Crores, Euro 15.85 Million and USD 10.00 Million are availed for setting up of Cement Plants as per the following:

The above outstanding together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements, are secured/to be secured by equitable mortgage of immovable properties and Hypothecation of movables of respective Cement Plants [present and future], save and except book debts, ranking pari passu, subject to prior charge on specified movables created/to be created in favour of the Company's Bankers for working Capital facilities.

[f] Term Loans of Rs. 1200.00 crores obtained from Banks for setting up 240 MW Captive Thermal Power Plant including 1.00 Million TPA Grinding Unit and Coal Washery at Churk Industrial Complex in Uttar Pradesh and 120 MW Captive Thermal Power Plant including Coal Washery at Sidhi in Madhya Pradesh together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements, are secured/to be secured by equitable mortgage of immovable properties and Hypothecation of movables of respective Thermal Power Plants (present and future), save and except book debts, ranking pari passu, subject to prior charge on specified movables created/to be created in favour of the Company's Bankers.

[g] "Term Loans of Rs. 100 Crores availed [Amount outstanding Rs. 84 crores] from L&T Infrastructure Finance Co. Ltd. together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements, are secured/to be secured on equitable mortgage of immovable properties and Hypothecation of movables of Himachal Cement Plant (present and future), save and except book debts, as residual charge.

[h] Term Loan of Rs. 200 Crs. availed from Canara Bank together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements, is secured/to be secured on equitable mortgage of immovable properties and Hypothecation of movables of the Company except assets pertaining to Wind Power and Real Estate Division (present and future), save and except book debts, as residual charge.

[i] External Commercial Borrowing of USD 27 Million and Ye n 1030.27 Million availed [Amount outstanding USD 18.21 Million and Yen 781.70 Million] from ICICI Bank Ltd for setting up of Wind Power Project in Maharashtra & Gujarat together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements, is secured/to be secured by equitable mortgage of immovable properties and Hypothecation of movables of Wind Power Project [present and future], save and except book debts subject to prior charge on specified movables created/to be created in favour of the Company's Bankers for working Capital facilities.

[j] Term Loans of Rs. 325.00 crores (Amount outstanding - Rs. 82.89 crores) sanctioned by Exim Bank of India, IDBI Bank Ltd., Union Bank of India and IDFC Ltd., for commissioning of Tunnel Boring Machines [TBMs] at Srisailam Project Site, in Andhra Pradesh are secured / to be secured by hypothecation of all movable fixed assets relating to TBMs [present and future], save and except book debts, ranking pari passu, subject to prior charge on specified movables created/to be created in favour of the Company's Bankers for working Capital facilities.

[k] The Working Capital facilities availed from the Consortium member Banks with Canara Bank, as Lead, are secured by way of first charge on Current Assets i.e. Hypothecation of Stocks of Raw Materials, Work-in-Progress, Stock-in-Process, Finished Goods, Stores & Spares and Book Debts [except pertaining to Overseas Works and Projects under development] ranking pari-passu and 2nd charge on the Fixed Assets of the Company, both present and future except assets exclusively charged.

[l] Interest Free Loans granted by U.P. Financial Corporation (UPFC) under Audyogik Nivesh Protshahan Yojna Scheme are secured by way of First Charge on the Fixed Assets of the respective Units of the Company.

06 [a] The Provision for Taxation made in the Profit & Loss Account includes Rs. 40,00,000/- [Previous Year Rs. 40,00,000/-] towards Provision for Wealth Tax Expense for the year.

09 The Company has transferred the Jaypee Rewa Soya Processing Unit which was under implementation in District Rewa, Madhya Pradesh to Jaiprakash Agri Initiatives Company Limited by virtue of Project Transfer Agreement dated 23.08.2010. The Excess of Assets over the Liabilities amounting Rs. 37,55,09,955/- transferred by the Company has been paid by Jaiprakash Agri Initiatives Company Limited.

10 The Free-hold Land [Agricultural] purchased by the Company for Rs. 2,96,407/- measuring 7 Bighas at Rangpuri, New Delhi had been notifed for acquisition U/s 4 & 6 of the Land Acquisition Act. The Company's claim for compensation is pending settlement.

11 [i] 108,37,00,000 Equity Shares of Rs. 10/- each fully paid up [Previous Year 127,80,09,900 Equity Shares] of Jaiprakash Power

Ventures Limited [JPVL] [subsidiary company] are pledged as collateral security for the financial assistance granted by Lenders to JPVL for specific projects. [ii] The Company has given letter of Comfort to ICICI Bank for Non Convertible Debentures amounting Rs. 1982.57 Crores issued by Jaiprakash Power Ventures Limited.

12 27,75,00,000 Equity Shares of Rs. 10/- each fully paid-up [Previous Year 27,75,00,000 Equity Shares] of Jaypee Karcham Hydro Corporation Limited [JKHCL] [Subsidiary Company (merged with Jaiprakash Power Ventures Limited w.e.f. 01.04.2010)] are pledged with ITSL as collateral security for financial assistance granted by Lenders to JKHCL.

13 The Company has pledged 36,78,00,000 Equity Shares of Rs. 10/- each fully paid-up [Previous Year 36,78,00,000 Equity Shares] of Jaypee Infratech Limited (JIL) (Subsidiary Company) with IDBI Trusteeship Services Limited (ITSL) (Trustee) and executed non disposal undertaking for further 25,74,60,000 Equity Shares [25,74,60,000 Equity Shares] of JIL held by the Company in favour of ITSL as collateral security for the financial assistance to JIL.

14 6,02,25,900 Equity Shares of Rs. 10/- each fully paid-up of [Previous Year 6,01,80,000 Equity Shares] Himalyan Expressway Limited [HEL] held by the Company are pledged as collateral security for financial assistance granted by the Lenders to HEL.

15 The Company has pledged 20,35,000 Equity Shares held in Jaypee DSC Ventures Limited to HUDCO as Security for Loans granted by Lenders to Jaypee DSC Ventures Limited.

16 [i] Jaypee Infratech Limited has mortgaged 40 acres of Land in favour of IDBI Trusteeship Securities Limited for securing the

Debentures of Rs. 900 crores issued by the Company to Standard Chartered Bank [Amount outstanding as on 31.03.2011 is Rs. 675 crores]. [ii] Jaypee Infratech Limited has provided a letter of Comfort to ICICI Bank UK Plc and ICICI Bank Canada for the financial assistance of GBP 34.84 Million (equivalent to USD 50 Million) and CAD 61.625 Million (equivalent to USD 50 Million) respectively.

17 Jaypee Infratech Limited [subsidiary company] had made Initial Public Offer in May, 2010. In the said IPO, the Company had offered for sale of 6,00,00,000 equity shares of Rs. 10/- each to public. The Company has earned a Profit of Rs. 513,16,07,875/- on sale of above said shares and has been credited to Profit and Loss Account.

18 Other Liabilities shown under the head "Current Liabilities & Provisions" include Book Overdraft of Rs. 8,58,18,591/- [Previous Year Rs. 75,42,31,350/-].

20 Balances of some of the Debtors, Creditors, Loans & Advances are subject to reconciliation / confirmation from the respective parties. The Management does not expect any material difference affecting the Financial Statements for the year.

24 [a] In compliance of Accounting Standard-2 [Revised], the Company has provided liability of Excise Duty amounting to Rs. 37,84,88,302/- [Previous Year Rs. 19,63,87,657/-] on the stocks of Finished Goods lying at Works. However, there is no impact on the Profit for the current year.

[b] The Excise Duty of Rs. 25,90,17,459/- [Previous Year Rs. 22,34,44,115/-] related to difference between Closing and Opening Stock has been debited in the Profit & Loss Account separately.

29 The External Commercial Borrowings [ECBs] outstanding as on 31.03.2011 of JPY 21136.05 million , USD 32.50 million, USD 18.21 million, JPY 781.70 million, GBP 34.84 million and CAD 61.625 million are hedged in respect of coupon as well as repayment. Hedging of JPY to USD in respect of JPY 781.70 million yet to be done.

As on 31.03.2011, the Company has outstanding exposure of Euro 1.706 Million against Foreign Currency Convertible Bonds [FCCB- II] [Previous Year Euro 4.206 Million] and USD 354.475 Million against Foreign Currency Convertible Bonds [FCCB-III] (Previous Year USD 354.475 Million) unhedged pending conversion into Equity Share Capital.

30 Related Parties disclosures, as required in terms of "Accounting Standard [AS] 18" are given below:

Relationships

[a] Subsidiary Companies [including their subsidiaries]:

[i] Jaiprakash Power Ventures Limited

[ii] Jaypee Infratech Limited

[iii] Himalyan Expressway Limited

[iv] Jaypee Ganga Infrastructure Corporation Limited

[v] Jaypee Sports International Limited

[vi] Jaypee Agra Vikas Limited [w.e.f. 16.11.2009]

[vii] Jaypee Cement Corporation Limited [w.e.f. 22.02.2011]

[viii] Jaypee Fertilizers & Industries Limited [w.e.f. 03.06.2010]

[ix] Sangam Power Generation Company Limited

[w.e.f. 23.07.2009][subsidiary of Jaiprakash Power Ventures Limited]

[x] Prayagraj Power Generation Company Limited

[w.e.f. 23.07.2009][subsidiary of Jaiprakash Power Ventures Limited]

[xi] Jaypee Meghalaya Power Limited [w.e.f. 26.08.2010] [subsidiary of Jaiprakash Power Ventures Limited]

[xii] Jaypee Karcham Hydro Corporation Limited

[xiii] Bina Power Supply Company Limited [subsidiary of Jaiprakash Power Ventures Limited]

Subsidiary Companies at Sl.No.[xii] & [xiii] merged with Jaiprakash Power Ventures Limited w.e.f. 01.04.2010

[b] Joint Venture Subsidiaries :

[i] Bhilai Jaypee Cement Limited

[ii] Bokaro Jaypee Cement Limited

[iii] Gujarat Jaypee Cement and Infrastructure Limited

[iv] Jaypee Powergrid Limited [Joint Venture Subsidiary Company of Jaiprakash Power Ventures Limited]

[v] Jaypee Arunachal Power Limited [Joint Venture Subsidiary Company of Jaiprakash Power Ventures Limited]

[vi] Madhya Pradesh Jaypee Minerals Limited [till 02.03.2011]

[c] Associate Companies:

[i] Jaypee Ventures Private Limited

[ii] Jaypee Development Corporation Limited

[iii] Jaiprakash Kashmir Energy Limited

[iv] JIL Information Technology Limited

[v] Gaur & Nagi Limited

[vi] Indesign Enterprises Private Limited

[vii] Sonebhadra Minerals Private Limited

[viii] RPJ Minerals Private Limited

[ix] Jaiprakash Agri Initiatives Company Limited

[x] Tiger Hills Holiday Resort Private Limited

[xi] Anvi Hotels Private Limited

[xii] Sarveshwari Stone Products Private Limited

[xiii] Rock Solid Cement Limited

[xiv] MP Jaypee Coal Limited

[xv] Jaypee International Logistics Company Private Limited

[xvi] Jaypee Hotels Limited

[xvii] Jaypee Mining Venture Private Limited

[xviii] Jaypee Infra Ventures (A Private Company with unlimited liability)

[xix] Indus Hotels UK Limited

[xx] Ceekay Estates Private Limited

[xxi] Jaiprakash Exports Private Limited

[xxii] Bhumi Estate Developers Private Limited

[xxiii] PAC Pharma Drugs and Chemicals Private Limited

[xxiv] Jaypee Technical Consultants Private Limited

[xxv] Jaypee Uttar Bharat Vikas Private Limited

[xxvi] Kanpur Fertilizers & Cement Limited

[xxvii] Madhya Pradesh Jaypee Minerals Limited [w.e.f. 03.03.2011]

[xxviii] MP Jaypee Coal Fields Limited

[xxix] GM Global Mineral Mining Private Limited

[xxx] Ibonshourne Limited

[xxxi] Vasujai Estates Private Limited

[xxxii] Samsun Estates Private Limited

[xxxiii] Sunvin Estates Private Limited

[xxxiv] Manumanik Estates Private Limited

[xxxv] Arman Estates Private Limited

[xxxvi] Suneha Estates Private Limited

[xxxvii] Pee Gee Estates Private Limited

[xxxviii] Vinamra Housing & Constructions Private Limited

Associate Companies at Sl.No.[xxxi] to [xxxviii] merged with Jaypee Ventures Private Limited w.e.f. 01.04.2009

[d] Key Management Personnel:

[i] Shri Manoj Gaur, Executive Chairman & C.E.O.

[ii] Shri Sunil Kumar Sharma, Executive Vice Chairman

[iii] Shri Sunny Gaur, Managing Director [Cement]

[iv] Shri Pankaj Gaur, Joint Managing Director [Construction]

[v] Shri Shyam Datt Nailwal, Director [Finance]

[vi] Shri Ranvijay Singh, Whole time Director

[vii] Shri Ravindra Kumar Singh, Whole time Director

[viii] Shri Rahul Kumar, Whole time Director & C.F.O.

[e] Relatives of Key Management Personnel, where transactions have taken place

[i] Shri Gyan Prakash Gaur

[ii] Shri Naveen Kumar Singh

[iii] Smt Neha Goyal

[iv] Shri Pawan Kumar Jain [till 31.03.2010]

[v] Smt.Rekha Dixit [till 31.08.2009]

[vi] Smt Manju Sharma [till 30.06.2009] Note: Related party relationships are as identified by the Company and relied upon by the Auditors.

34 For the purpose of Regulation 3[e][i] of the Securities and Exchange Board of India [Substantial Acquisition of Shares and Takeovers] Regulations, 1997, the "Group" constitute Shri Jaiprakash Gaur, his associates and Companies as disclosed to Stock Exchanges from time to time which include Jaiprakash Associates Limited (JAL), its Subsidiaries given under Sl.No.30(a) & (b) above, its Associates given under Sl.No.30(c) above and Siddharth Utility Private Limited.

35 Figures for the previous year have been regrouped/recast/rearranged wherever considered necessary to conform to this year's classification.

36 All the figures have been rounded off to the nearest lakh Rs. except in the Notes to the Account].


Mar 31, 2010

(In Rupees)

As at 31.03.10 As at 31.03.09

01 Contingent Liability not provided for in respect of:

[a] Outstanding amount of Bank Guarantees 10,859,406,251 10,151,734,003 Margin Money deposited against the above 542,465,148 508,729,004

[b] Corporate Guarantees:

[i] for Term Loans, NCDs and Deferred Payment Guarantees granted by Financial Institutions & Banks for 300 MW Baspa-II HEP of Jaiprakash Power Ventures Limited [Subsidiary Company] 1,980,025,692 2,484,111,445

[ii] for Rupee Term Loans and Foreign Currency Loans granted by Financial Institutions & Banks for 400 MW Vishnu Prayag HEP of Jaipra kash Power Ventures Limited [ Subsidiary Company] 1,008,854,175 3,149,197,013

[iii] For Performance Guarantee issued by the ICICI Bank on behalf of Jaypee Ganga Infrastructure Corporation Limited, [100% Subsidiary] 8,947,500,000 8,947,500,000

[iv] For Non Convertible Debentures issued to Axis Bank Limited by Jaypee Infratech Limited, [Subsidiary Company] 5,000,000,000 -

[v] For Performance Guarantee issued by the Yes Bank Limited on behalf of JPSK Sports Private Limited, [Subsidiary Company] 1,000,000,000 -

[c] Claims against the Company not acknowledged as debts 4,163,682,992 4,087,541,800

Amount deposited under Protest 56,046,777 56,046,777 Bank Guarantee deposited under Protest [included in 1(a) above] 42,689,000 85,378,000

[d] Outstanding Letters of Credit 13,246,294,462 11,282,615,413 Margin Money deposited against the above 27,075,540 13,018,467

[e] The Company has imported Capital Goods under Export Promotion Capital Goods Scheme [EPCG], where- under the Company is required to fulfill export obligation/deemed exports amounting to Rs.814.37 Crores [Previous Year Rs.814.37 Crores] till F.Y. 2013-14 & 2014-15. The Liability on account of custom duty aggregating to Rs.101.79 Crores [Previous Year Rs.101.79 Crores] may arise alongwith interest @15% p.a., in the event of non-fulfillment of export obligation.

[f] The Madhya Pradesh Government through the Collector, Rewa issued a notice raising a demand on account of change in the conversion factor for calculation of Royalty on Limestone raised upto December, 2008 in respect of Jaypee Rewa Plant. The Company has contested the demand and the Honble Madhya Pradesh High Court has stayed the demand. 885,490,289 263,450,569

Amount deposited under Protest 354,196,115 23,345,768

The above contingent liability does not include demand for the period January 2009 to March 2010 which has not been raised by the Madhya Pradesh Government till 31.03.2010

[g] [i] Trade Tax rebate of 25% on sale of Cement manufactured with fly ash purchased within the state of U.P. has been disputed by the U.P. Trade Tax Department. The Honble High Court at Allahabad disposed- off the Writ Petition on 29.01.2004 in favour of the Company. The Department has thereafter filed SLP in the Honble Supreme Court of India, which has been admitted and an interim order has been passed that pending disposal of the SLP, [a] the Department shall not take any step to encash the Bank Guarantees amounting to Rs.16,69,36,481/- [included in 1(a) above] [Previous Year Rs.16,69,36,481/-] and [b] granted interim stay for refund of amount of Rs.16,73,31,838/- [Previous Year Rs.16,73,31,838/-] deposited under protest with the Department. 516,237,283 516,237,283

[ii] The Government of U.P. vide Notification dated 14.10.2004 withdrew Notification dated 27.02.1998 granting rebate on tax on sale of fly-ash based cement manufactured within the State of U.P., out of fly- ash procured within U.P. The above Notification dated 14.10.2004 has been challenged by the Company before the Lucknow Bench of Honble Allahabad High Court on the grounds of promissory estoppel in respect of Jaypee Ayodhya Grinding Operations Unit of the Company established in the State of U.P. The disputed tax for the period from 15.10.2004 to 31.12.2007 in respect of Jaypee Ayodhya Grinding Operations at Tanda and Jaypee Cement Blending Unit at Sadva Khurd,Allahabad established within U.P. amounting to Rs.53,76,73,870/- [Previous Year Rs.53,76,73,870/-] has been deposited under protest with U.P. Trade Tax Department. The case has been decided in favour of the Company by Lucknow Bench of Honble Allahabad High Court vide their Order dated 29.03.2010. The Government of U.P. may appeal against the Order within 90 days before the Honble Supreme Court. 537,673,870 537,673,870

[h] The Government of U.P. has imposed Entry Tax @2% on the value of the Cement w.e.f. 16.05.2003. This was challenged by the Company before the Honble High Court at Allahabad and was decided in favour of the Company. However, the Order of the Honble High Court has been challenged by the Department before the Honble Supreme Court of India. The Honble Supreme Court has directed Honble Allahabad High Court on 14.07.06 to examine the constitutional validity of U.P. Entry Tax Act. The High Court on 08.01.07 has held the above Act ultra vires. The Honble Supreme Court on 17.04.07 passed an interim order sustaining the High Court Order and restricting further deposit. The final decision of Honble Supreme Court is awaited. The Company has deposited Rs.34,09,36,649/- [Previous Year Rs.34,09,36,649/-) and Indemnity Bond/Bank Guarantee of Rs.13,73,58,510/- [included in 1(a) above] [Previous Year 13,73,58,510/-] under protest, against the amount worked out for the period upto 23.09.2007. 557,904,792 557,904,792

[i] Govt. of U.P. has issued an ordinance viz. "Uttar Pradesh Tax on entry of goods into local areas Ordinance 2007", imposing entry tax on certain notified items including clinker, on value of the goods. This was challenged by the Company in the Honble High Court at Allahabad. The Honble Court on 01.11.07 has passed an interim order that Entry Tax will not be realised from the Company in respect of transactions before the date of promulgation of Ordinance dated 24.09.07 provided the Company furnished security other than Cash or Bank Guarantee for the amount of Entry Tax due for that period and entry tax in respect of the transactions for the subsequent period will also not be realised from the Company provided the Company furnishes Bank Guarantee for the amount due in respect of the transactions for that period. The final decision of the Honble High Court is still awaited. As desired by the Honble High Court the Company has submitted Bank Guarantee for Rs 85,12,18,484/- [included in 1(a) above] [Previous Year Rs.43,15,13,000/-] upto 31.03.2010. 856,286,767 475,826,467

[j] The Govt. of M.P. vide notification No. F-III-25/06/01/V(10) dated 14.03.06 & subsequent Notification No. F-A/III- 195/05/01/V(14) dated 01.04.07 and also amending Section 4 and 4 A of the Entry Ta x Act had enhanced the rate of Entry Tax from 1% to 5% on raw materials used for manufacture of Cement to the extent such Cement was transferred out of the state of M.P. as stock transfer. In response to the Special Leave Petition filed by the Company, the Honble Supreme Court vide its Order dated 15.09.2008 has passed an order to deposit, fifty percent of the tax by way of cash and balance fifty percent by way of Bank Guarantee till the hearing and final disposal of Special Leave Petition. The Company has deposited Rs.46,43,68,267/- [Previous Year 33,13,39,392/-]and furnished Bank Guarantee of Rs.21,19,59,685/- [included in 1(a) above] [Previous Year Rs.7,86,59,685/-] upto 31.03.2010 as per the Order of Honble Supreme Court. 676,795,421 410,556,911

[k] Consequent to commissioning of captive power plant at Jaypee Rewa Plant, the company gave one months notice under Clause 7.26 of the Electricity Supply Code 2004 for termination of the agreement and permanent disconnection of power supply with effect from midnight of 30.08.2006, which was challenged by M.P. Power Trading Corporation Limited (MPPTCL) in Hon’ble High Court of M.P. at Jabalpur. On 22.06.2009, the Appellate Bench of the High Court delivered the judgment holding that the HT Agreement of 26.11.1994 was not terminated as per the provisions of the said agreement and the provisions of the Supply Code 2004 shall have no application to such agreement. Subsequently, a Special Leave Petition against this Order was filed before the Hon’ble Supreme Court. The Honble Supreme Court granted Stay on the condition that the amount of Rs.10 Crores deposited along with interest at the time of Stay from the High Court of Jabalpur shall be paid to MPPTCL. 1,774,309,857 -

Amount deposited under Protest 100,000,000 -

[l] The District Magistrate, Sonebhadra/Mirzapur issued notice raising demand for Stamp Duty under Indian Stamp Act, 1899 in respect of sale of movable and immovable assets of U.P. State Cement Corporation Limited for Rs.459 Crores executed by Official Liquidator in favour of the Company. The Company has deposited Stamp Duty of Rs.8.04 Crores on Rs.137.12 Crores representing valuation of immovable assets i.e. Land, Building & Civil Works as per the valuation report of a Government Approved Valuer. The Company is contesting that no demand is payable by the Company on immovable assets acquired. 286,800,000 -

[m] The Madhya Pradesh Government, through the Collector, Rewa issued notices raising demand on account of Rural Infrastructure Tax in M.P.from Oct 2005 to Dec 2009. The Company had challenged the legal validity of this notification before the Hble High Court, Jabalpur. The Hble High Court upheld the validity of this tax. Special Leave Petition against this Order has been filed before the Honble Supreme Court, which has admitted the Case. 78,930,376 -

Amount deposited under Protest 50,000,000 -

[n] Cess Assessment Officer & Joint Commissioner of Labour, Eluru, A.P., had served a Notice under the Building and Other Construction Workers Welfare Cess Act Rules, 1998 to pay Cess @1% on the cost of construction upto 31.03.2010, being undertaken at Companies Cement Plant in Andhra Pradesh. Memorandum of Quash Petition is filed before the Principal Secretary, Labour Employment and Training & Factories Department, Government of A.P. Secretariat, Hyderabad, which has admitted the petition. 13,235,000 -

[o] Bihar Sales Tax under appeal 17,120,206 17,120,206

Amount deposited under Protest 17,120,206 17,120,206

[p] Excise matters under appeal 132,753,773 111,109,983

Amount deposited under Protest 59,736,655 49,017,169

[q] Trade Tax under appeal (other matters) 24,198,041 24,198,041

Amount deposited under Protest 27,000 27,000

[r] M.P. Entry Tax under Appeal 61,958,558 30,553,964

Amount deposited under Protest 19,000,625 15,678,000

[s] U.P. Entry Tax under Appeal 36,262,461 12,305,657

Bank Guarantee under Protest [included in 1(a) above] 36,220,133 10,848,231

[t] MPCT/CST under appeal 16,925,899 3,661,933

Amount deposited under Protest 2,834,313 640,763

[u] Electricity Cess under appeal 18,497,870 18,497,870

Amount deposited under Protest 9,248,936 9,248,936

[v] Income Tax matters under appeal 50,576,605 70,878,692

02 Estimated amount of Contracts remaining to be executed on capital account and not provided for (net of advances) 25,337,706,219 18,225,925,048

03 [a] The Company had issued 1,00,000 Nos 0.50% Foreign Currency Convertible Bonds [FCCB - I] of USD 1,000 each aggregating to USD 100 Million, at par, on 16.02.2005. These Bonds were convertible at the option of bond-holders into equity shares of Rs.10/- each fully paid, at the conversion price of Rs.236.31 per share, subject to the terms of issue, with a fixed rate of exchange of Rs.43.785 equal to USD 1.00 at any time on or after 29.03.2005 and prior to the close of business on 10.02.2010. The FCCBs have been fully converted into equity shares / redeemed. 10 FCCBs of USD 1,000 each were converted on 14.10.2009 into 9,264 Equity Shares of Rs.2/- each and 2000 FCCBs of USD 1,000 each were converted on 28.01.2010 into 27,79,294 Equity Shares of Rs.2/- each (Previous Year NIL). 50 FCCBs of USD 1000 each were redeemed on 17.02.2010 [due date] at a premium of 31.959%.

[b] The Company had issued 1,65,000 Nos 0.50% Foreign Currency Convertible Bonds [FCCB-II] of Euro 1000 each aggregating to Euro 165 Million at par on 09.03.2006. These Bonds are convertible at the option of bond-holders into equity shares of Rs.10/- each fully paid at the conversion price of Rs. 558.773 per share, subject to the terms of issue, with a fixed rate of exchange of Rs. 53.599 equal to Euro 1.00 at any time on or after 19.04.2006 and prior to the close of business on 02.03.2013.

Post split of the Equity Shares of Rs 10/- each into 5 Equity Shares of Rs 2/- each on 26.12.2007 and post bonus issue of one equity share of Rs 2/- each against two equity shares of Rs 2/- each as on 19.12.2009, the Bonds are/will be converted into Equity shares of Rs 2/- each at the conversion price of Rs 74.5031 per share.

500 FCCBs of Euro 1,000 each were converted on 03.08.2009 into 2,39,806 Equity Shares of Rs.2/- each and 20 FCCBs of Euro 1,000 each were converted on 29.03.2010 into 14,388 Equity Shares of Rs.2/- each (Previous Year 1,31,810 FCCBs of Euro 1,000 each were converted into 1,26,43,545 Equity Shares of Rs.10/- each and 23,714 FCCBs of Euro 1,000 each were converted into 1,13,73,546 Equity Shares of Rs.2/- each). 4,206 FCCBs of Euro 1,000 each [Previous Year 4,726] were outstanding as on 31.03.2010. Upon conversion of the outstanding Bonds into Equity Shares, the share Capital of the Company will increase by 30,25,879 Equity Shares of Rs.2/- each. Unless previously converted, the bonds are redeemable at maturity on 09.03.2013 at a premium of 32.071% ; representing a YTM of 4.50% p.a. [value as on 31.03.2010 is Euro 1,173.426 (Previous Year Euro 1,128.406) per Bond]. A reserve aggregating to Rs. 4,47,21,338/- (Previous Year 4,15,26,524/-) upto 31.03.2010 has been created for the redemption premium.

[c] The Company has issued 4,00,000 Zero Coupon Foreign Currency Convertible Bonds [FCCB-III] of USD 1,000 each aggregating to USD 400 Million at par on 11.09.2007. These Bonds are convertible at the option of bond-holders into equity shares of Rs 10/- each fully paid at the conversion price of Rs. 1,238.78 per share, subject to the terms of issue, with a fixed rate of exchange of Rs. 40.35 equal to USD 1.00 at any time on or after 22.10.2007 and prior to the close of business on 05.09.2012.

Post split of the Equity Shares of Rs 10/- each into 5 Equity Shares of Rs 2/- each on 26.12.2007 and post bonus issue of one equity share of Rs 2/- each against two equity shares of Rs 2/- each as on 19.12.2009, the Bonds are/will be converted into Equity shares of Rs 2/- each at the conversion price of Rs 165.1707 per share.

No conversion has taken place during F.Y. 2009-10 (Previous Year Rs.Nil).

During the year the Company has bought back FCCBs aggregating USD 1 million (Previous Year USD 40.025 million) at an average discount of 33.70% (Previous Year 47%) and the gain amounting to 1,36,29,287 (Previous Year Rs 86,64,19,134) has been credited to Capital Reserve.

FCCBs of USD 354.475 Million (Previous Year USD 355.475 Million) were outstanding as on 31.03.2010. Upon conversion of the Bonds into Equity Shares, the Share capital of the Company will increase by 8,65,95,663 Equity shares of Rs. 2/- each. Unless previously converted, the bonds are redeemable at maturity on 12.09.2012 at a premium of 47.701% ; representing a YTM of 7.95% p.a. [value as on 31.03.2010 is USD 1,22,042.014 (Previous Year USD 1,12,926.204) for a principle amount of USD 1,00,000]. A reserve aggregating to Rs. 356,13,21,700/- (Previous Year 2,36,40,97,848) upto 31.03.2010 has been created for the redemption premium.

04 Pursuant to the notification dated March 31,2009 issued by the Ministry of Corporate Affairs, the Company has exercised the option available under the newly inserted Paragraph 46 to the Accounting Standard AS - 11"The effect of changes in Foreign Exchange Rates" to add or deduct the FE fluctuation to capital cost of the Assets. Accordingly the foreign exchange fluctuation for the financial year 2009-10 on long term loans for projects already commissioned has been adjusted to cost of Capital Assets.

05 In the opinion of Board of Directors, the Current Assets, Loans and Advances" have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet.

06 [a] Non-Convertible Debentures [NCDs], mentioned here-under, together with interest, liquidated damages, remuneration payable to Trustees, and other monies due in respect thereof are secured as under :

[i] 1,800 7.5%NCDs of Rs.10,00,000/- each redeemable in 12 equal quarterly installments from 15.01.2009 to 15.10.2011 [Rs.4,16,666.67 per Debenture Redeemed];

[ii] 1,500 9.5%NCDs of Rs.10,00,000/- each redeemable in 12 equal quarterly installments from 01.04.2010 to 01.01.2013 [Rs.83,333.33 per Debenture Redeemed];

[iii] 500 9%NCDs of Rs.10,00,000/- each redeemable in 20 equal quarterly installments from 01.04.2008 to 01.01.2013 [Rs 4,50,000/- per Debenture Redeemed];

[iv] 3,000 11.80% NCDs of Rs.10,00,000/- each redeemable in 5 equal annual installments from 11.08.2012 to 11.08.2016;

[v] 1,500 12.40% NCDs of Rs.10,00,000/- each redeemable in 5 equal annual installments from 04.11.2012 to 04.11.2016;

[vi] 4,000 12.50% NCDs of Rs.10,00,000/- each redeemable in 10 quarterly instalments of Rs.35 crores each and two quarterly instalments of Rs.25 crores each from 31.07.2012 to 30.04.2015; [vii]5,000 11.75% NCDs of Rs.10,00,000/- each redeemable in 5 equal half yearly installments from 15.07.2012 to 15.07.2014; [viii]4,000 11.75% NCDs of Rs.10,00,000/- each redeemable in 12 equal quarterly installments from 26.01.2014 to 26.10.2016; [ix] 1,000 11.25% NCDs of Rs.10,00,000/- each redeemable on 30.11.2014 and [x] 9,000 11.75%NCDs of Rs.10,00,000/- each redeemable in 12 equal quarterly installments from 25.09.2010 to 25.06.2013

[b] 9,000 NCDs of Rs.10,00,000/- each aggregating Rs.900 crores, are secured against first and exclusive charge by way of equitable mortgage and deposit of title deed over the land admeasuring 364.55 acres at Jaypee Greens Golf Course, Greater Noida, Uttar Pradesh and collaterally secured by first and exclusive charge by way of Registered mortgage over land of Jaypee Infratech Ltd. admeasuring 40 acres (residential 25 acres and commercial 15 acres) situated at village Sultanpur, Noida, Uttar Pradesh and Village Wazirpur, Greater Noida, Uttar Pradesh respectively. Out of the said 40 acres of land the Company has entered into an "Agreement to Sell" with Jaypee Infratech Limited on 15.12.2009 for purchase of 15 acres of land. IDBI Trusteeship Services Limited has been appointed as Debenture Trustee for the said NCDs.

[c] Term Loans [excluding outstanding term loan of Rs.200 crores from Canara Bank] including External Commercial Borrowings from Financial Institutions, Banks and Bank Guarantees to the extent of Rs.65.30 Crores [Previous Year Rs.103.13 Crores] [for partially securing Non Convertible Debentures] together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements are secured by equitable mortgage of Immovable Properties and Hypothecation of movables [present and future], save and except book debts and exclusive charge on assets including under Hire Purchase, ranking pari passu, subject to prior charge on specified movables created/to be created in favour of the Companys Bankers for working capital facilities.

[d] Term Loans [excluding outstanding term loans of Rs 165.45 Crores from L&T Infrastructure Finance Co. Limited] including External Commercial Borrowings obtained from Banks for setting up of 5.0 Million TPA Cement Plant at Baga & Bagheri in H.P. and Grinding Unit at Panipat in Haryana,1.2 Million TPA Grinding Unit at Roorkee in Uttranchal, 3.0 Million TPA Cement Plant in U.P.at Dalla,Churk and Chunar and 2.0 Million TPA Cement Plant in M.P. at Sidhi, two Cement Plants having installed capacity of 2.4 Million TPA each at Vayor, District Kutch in Gujarat with split location Grinding Unit at Wanakbori, District Keda in Gujarat, 5.0 million Cement Plant at Jaggayyapet, District Krishna, Andhra Pradesh, 1.0 Million TPA Grinding Unit at Sikandrabad together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements, are secured/to be secured by equitable mortgage of immovable properties and Hypothecation of movables of respective Cement Plants [present and future], save and except book debts, ranking pari passu, subject to prior charge on specified movables created/to be created in favour of the Companys Bankers for working Capital facilities.

[e] Term Loans of Rs.50 Crores each from IFCI Limited and OBC against their respective sanction of Rs.100 Crores each for setting up of Resort Cum Spa at Greater Noida in Uttar Pradesh and Rs.20 Crores sanctioned by OBC for construction of additional rooms in Hotel Jaypee Siddharth, Rajendra Place, New Delhi, together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies stipulated in the loan agreements, are secured by way of first charge rankging pari passu on the fixed assets of the Resort Cum Spa and collateral security of existing immovable properties of Hotel Siddharth and Hotel Vasant Continental at New Delhi and Jaypee Palace at Agra, ranking pari passu, subject to prior charge on specified assets created/ to be created in favour of the Bankers and to the extent charged by way of primary security against cash credit facility from Indian Overseas Bank against first charge over the Inventories and Book Debts.

[f] Term Loans from Banks for setting up 22 MW Captive Thermal Power Plant at Wanakbori, Gujarat, 240 MW Captive Thermal Power Plant including 1.00 Million TPA Grinding Unit and Coal Washery at Churk Industrial Complex in Uttar Pradesh and 120 MW Captive Thermal Power Plant including Coal Washery at Sidhi in Madhya Pradesh together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements, are secured/to be secured by equitable mortgage of immovable properties and Hypothecation of movables of respective Thermal Power Plants (present and future), save and except book debts, ranking pari passu, subject to prior charge on specified movables created/to be created in favour of the Company’s Bankers.

[g] Term Loans of Rs.100.00 Crores and Rs.65.45 Crores availed from L&T Infrastructure Finance Co. Ltd. together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements, are secured/to be secured on equitable mortgage of immovable properties and Hypothecation of movables of Himachal Cement Plant & Gujarat Cement Plant respectively (present and future), save and except book debts as residual charge.

[h] Term Loan of Rs.200 Crs. availed from Canara Bank together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements, is secured/to be secured on equitable mortgage of immovable properties and Hypothecation of movables of the Company except assets pertaining to Wind Power and Real Estate Division (present and future), save and except book debts as residual charge.

[i] External Commercial Borrowing of USD 21.10 Million and Yen 905.98 Million from ICICI Bank Ltd., obtained for setting up of Wind Power Project in Maharashtra & Gujarat together with all interest, liquidated damages, premia on prepayment or on redemption, costs, expenses and other monies, stipulated in the Loan Agreements, is secured/to be secured by equitable mortgage of immovable properties and Hypothecation of movables of Wind Power Project [present and future], save and except book debts subject to prior charge on specified movables created/to be created in favour of the Companys Bankers for working Capital facilities.

[j] Term Loans from Exim Bank of India, IDBI Bank Ltd., Union Bank of India and IDFC Ltd., availed for commissioning of Tunnel Boring Machines [TBMs] at Srisailam Project Site, in Andhra Pradesh are secured / to be secured by hypothecation of all movable fixed assets relating to TBMs [present and future], save and except book debts, ranking pari passu, subject to prior charge on specified movables created/to be created in favour of the Companys Bankers for working Capital facilities.

[k] The Working Capital facilities availed from the Consortium member Banks with Canara Bank, as lead, are secured by way of first charge on Current Assets i.e. Hypothecation of Stocks of Raw Materials, Work-in-Progress, Stock-in-Process, Finished Goods, Stores & Spares and Book Debts [except pertaining to Overseas Works and Projects under development] ranking pari- passu and 2nd charge on the Fixed Assets of the Company, both present and future except assets exclusively charged.

[l] Interest Free Loans granted by U.P.Financial Corporation (UPFC) under Audyogik Nivesh Protshahan Yojna Scheme are secured by way of First Charge on the Fixed Assets of the respective Units of the Company.

07 Conveyance Deed in respect of Ahmedabad office is yet to be executed. However the Company has already taken possession from the Society viz. Sanukt Members Association, as per rules of the Society of which the Company is a member.

08 Sub- Lease in respect of Real Estate Land purchased from Jaypee Infratech Limited is yet to be executed.

09 The option of converting warrants into equity shares having lapsed on 22nd July, 2009 the amount of advance of Rs.158.80 crores received against the said warrants has been forfeited and credited to Capital Reserve Account.

10 [a] The Provision for Taxation made in the Profit & Loss Account includes Rs.40,00,000/- [Previous Year Rs.40,00,000/-] towards Provision for Wealth Tax Expense for the year.

11 [a] Capital Work-in-Progress includes

Civil Works, Machinery Under Erection and in transit, Advances to Suppliers, Construction and Erection Materials, Pre-operative Expenses and also Expenditure related to Project sunder Implementation 38,916,419,290 50,819,408,530

[b] Rs.459 crores (Previous Year Rs.459 Crores) was deposited with the Honble High Court of Judicature at Allahabad for purchase of assets located at Dalla, Churk and Chunar [U.P] of U.P. State Cement Corporation Limited [in liquidation]. Out of this an amount of Rs.441.31Crores (Previous Year 441.31 Crores) has been capitalised till 31.03.2010 and balance Rs.17.69 Crores (Previous Year Rs.17.69 Crores) is included in Capital Work in Progress.

12 The Free-hold Land [Agricultural] purchased by the Company for Rs.2,96,407/- measuring 7 Bighas at Rangpuri, New Delhi has been notified for acquisition U/s 4 & 6 of the Land Acquisition Act. The Companys claim for compensation is pending settlement.

13 [i] 29,49,99,900 Equity Shares of Rs.10/- each fully paid up

[Previous Year 29,49,99,900 Equity Shares] of Jaiprakash Power Ventures Limited [JPVL] [subsidiary company] are pledged with IFCI Limited as collateral security for the financial assistance granted by Lenders to JPVLs 300 MW of Baspa-II HEP. As on 31.03.2010 loan outstanding was Rs 198 Crores [Previous Year Rs.741.17 crores].

[ii] 74,16,00,000 Equity Shares of Rs.10/- each fully paid up [Previous Year 24,72,00,000 Equity Shares] of Jaiprakash Power Ventures Limited [JPVL] [subsidiary company] are pledged with IDBI Trusteeship Services Limited [ITSL] as collateral security for the financial assistance granted by PFC, PNB, ICICI, IDBI, REC and LIC to JPVL As on 31.03.2010 Rupee loan outstanding was Rs NIL [Previous Year Rs.900.37 crores] and Foreign Currency Loan outstanding was 22.3445 Million USD equivalent to Rs.100.89 crores [Previous Year 25.4265 Million USD equivalent to Rs.129.48 crores].

[iii] 24,14,10,000 Equity Shares of Rs.10/- each fully paid up of Jaiprakash Power Ventures Limited [JPVL] [subsidiary company] are pledged as collateral security for the financial assistance of Rs 1,000 crores granted by ICICI Bank to JPVL As on 31.03.2010 Rupee loan outstanding was Rs 750 crores.

[iv] The Company has given letter of Comfort to ICICI Bank for Non Covertible Debentures of Rs.999.98 Crores issued by Jaiprakash Power Ventures Limited.

14 27,75,00,000 Equity Shares of Rs.10/- each fully paid-up [Previous Year 27,75,00,000 Equity Shares including 5,25,00,000 Equity Shares pledged on 2nd April 2009] of Jaypee Karcham Hydro Corporation Limited [JKHCL] [Subsidiary Company] are pledged with ITSL as collateral security for financial assistance granted by Lenders to JKHCL. As on 31.03.2010 loan outstanding was Rs 2876.27 Crores [Previous Year Rs.1909.74 crores].

15 The Company has pledged 36,78,00,000 Equity Shares of Rs 10/- each fully paid up of Jaypee Infratech Limited (JIL) (Subsidiary Company) with IDBI Trusteeship Services Limited (ITSL) (Trustee) and executed non disposal undertaking for further 25,74,60,000 Equity Shares of JIL held by the Company in favour of ITSL as collateral security for the financial assistance to JIL. As on 31.03.2010 loan outstanding was Rs 5721 crore [Previous Year Rs 1675 crores].

16 6,01,80,000 Equity Shares of Rs.10/- each fully paid-up of Himalayan Expressway Limited [HEL] are pledged with Axis Bank Limited as collateral security for financial assistance granted to HEL. As on 31.03.2010 loan outstanding is Rs.129.02 Crores [Previous Year Rs.114 Crores] as against sanctioned loan of Rs.239.70 Crores from consortium of Banks.

17 The Company has pledged 20,35,000 Equity Shares held in Jaypee DSC Ventures Limited to HUDCO as Security for Loans granted to Jaypee DSC Ventures Limited.

18 [i] Jaypee Infratech Limited has mortgaged 50 acres of Land for the term Loan of Rs 600 crore granted by Standard Chartered Bank to the Company. [ii] Jaypee Infratech Limited has provided a letter of comfort to ICICI Bank UK Plc and ICICI Bank Canada for the financial assistance of GBP 34.84 Million (equivalent to USD 50 Million) and CAD 61.625 Million (equivalent to USD 50 Million) respectively.

19 Jaypee Infratech Limited [subsidiary company] has made Initial Public Offer in May, 2010. In the said IPO, the Company has offered for sale of 6,00,00,000 equity shares of Rs.10/- each to public. The Company has collected Rs.590,89,21,014/- against the above said shares. The Profit on sale of above said shares will be booked in the Quarter Ending June, 2010.

20 Other Liabilities shown under the head "Current Liabilities & Provisions" include Book Overdraft of Rs.75,42,31,350/- [Previous Year Rs.13,03,11,728/-].

21 Balances of some of the Debtors, Creditors, Loans & Advances are subject to reconciliation / confirmation from the respective parties. The Management does not expect any material difference affecting the Financial Statements for the year.

22 [a] In compliance of Accounting Standard-2 [Revised], the Company has provided liability of Excise Duty amounting to Rs.19,63,87,657/- [Previous Year Rs.4,73,02,710/-] on the stocks of Finished Goods lying at Works. However, there is no impact on the profit for the current year. [b] The Excise Duty of Rs.22,34,44,115/- [Previous Year Rs.4,57,79,150/- debit] related to difference between Closing and Opening Stock has been credited in the Profit & Loss Account separately.

23 The External Commercial Borrowings [ECBs] outstanding as on 31.03.2010 of JPY 25447.50 million , USD 32.50 million, USD 21.10 million and USD 5 million, JPY 905.98 million, GBP 34.84 million and CAD 61.625 million are hedged in respect of coupon as well as repayment. Hedging of JPY to USD in respect of JPY 905.98 million will be done as soon as FE rates stabilise.

As on 31.03.2010, the Company has outstanding exposure of Euro 4.206 Million against Foreign Currency Convertible Bonds [FCCB-II] [Previous Year Euro 4.726 Million] and USD 354.475 Million against Foreign Currency Convertible Bonds [FCCB-III] (Previous Year USD 355.475 Million) unhedged pending conversion into Equity Share Capital.

USD 1.683 million [Previous Year USD 33.617 Million], Euro 1.682 Million [Previous Year Euro 21.494 Million] and CAD Nil [Previous Year CAD 61.625 Million] are parked overseas pending utilization.

24 Related Parties disclosures, as required in terms of "Accounting Standard [AS] 18" are given below:

Relationships

[a] Subsidiary Companies [including their subsidiaries]:

[i] Jaiprakash Power Ventures Limited [previously known as

Jaiprakash Hydro Power Limited]

[ii] Jaypee Karcham Hydro Corporation Limited

[iii] Jaypee Infratech Limited

[iv] Himalayan Expressway Limited

[v] Jaypee Ganga Infrastructure Corporation Limited

[vi] Bina Power Supply Company Limited [subsidiary of Jaiprakash Power Ventures Limited]

[vii] Sangam Power Generation Company Limited [w.e.f. 23.07.2009] [subsidiary of Jaiprakash Power Ventures Limited] [viii] Prayagraj Power Generation Company Limited [w.e.f. 23.07.2009] [subsidiary of Jaiprakash Power Ventures Limited]

[ix] JPSK Sports Private Limited [Previous Year Joint Venture Subsidiary]

[x] Jaypee Agra Vikas Limited [w.e.f. 16.11.2009]

[b] Joint Venture Subsidiaries :

[i] Madhya Pradesh Jaypee Minerals Limited

[ii] Bhilai Jaypee Cement Limited

[iii] Bokaro Jaypee Cement Limited

[iv] Jaypee Powergrid Limited [Joint Venture Subsidiary Company of Jaiprakash Power Ventures Limited]

[v] Gujarat Jaypee Cement and Infrastructure Limited

[vi] Jaypee Arunachal Power Limited [Joint Venture Subsidiary Company of Jaiprakash Power Ventures Limited]

[c] Associate Companies:

[i] Jaypee Ventures Private Limited

[ii] Jaypee Development Corporation Limited

[iii] Jaiprakash Kashmir Energy Limited

[iv] JIL Information Technology Limited

[v] Gaur & Nagi Limited

[vi] Indesign Enterprises Private Limited

[vii] Sonebhadra Minerals Private Limited

[viii] RPJ Minerals Private Limited

[ix] Jaypee Petroleum Private Limited

[x] Jaypee Hydro Carbons Private Limited

[xi] Jaypee Spa Infocom Limited [upto 25.02.2010]

[xii] Tiger Hills Holiday Resort Private Limited [w.e.f. 27.10.2009]

[xiii] Anvi Hotels Private Limited [w.e.f. 01.05.2009]

[xiv] Vasujai Estates Private Limited [w.e.f. 27.02.2010]

[xv] Samsun Estates Private Limited [w.e.f. 27.02.2010]

[xvi] Sunvin Estates Private Limited [w.e.f. 27.02.2010]

[xvii] Manumanik Estates Private Limited [w.e.f. 27.02.2010]

[xviii] Arman Estates Private Limited [w.e.f. 27.02.2010]

[xix] Suneha Estates Private Limited [w.e.f. 27.02.2010]

[xx] Pee Gee Estates Private Limited [w.e.f. 27.02.2010]

[xxi] Vinamra Housing & Constructions Private Limited [w.e.f. 27.02.2010]

[xxii] Sarveshwari Stone Products Private Limited [w.e.f. 23.10.2009]

[xxiii] Rock Solid Cement Limited [w.e.f. 08.03.2010]

[xxiv] MP Jaypee Coal Limited [w.e.f. 14.05.2009]

[xxv] MP Jaypee Coal Fields Limited [w.e.f. 04.01.2010]

[d] Key Management Personnel:

[i] Shri Manoj Gaur, Executive Chairman

[ii] Shri Sunil Kumar Sharma, Executive Vice Chairman

Whole-time Directors:

[i] Shri Sunny Gaur, Managing Director [Cement]

[ii] Shri Pankaj Gaur, Joint Managing Director [Construction]

[iii] Shri S.D. Nailwal, Whole time Director

[iv] Shri Ranvijay Singh, Whole time Director

[v] Shri R.K.Singh, Whole time Director

[e] Relatives of Key Management Personnel, where transactions have taken place

[i] Shri Gyan Prakash Gau

[ii] Shri P.K.Jain

[iii] Smt.Rekha Dixit

[iv] Shri Naveen Kumar Singh

[v] Smt Manju Sharma

[vi] Smt Neha Sharma

Note: Related party relationships are as identified by the Company and relied upon by the Auditors.

25 (a) Provident Fund - Defined Contribution Plan

All employees are entitled to Provident Fund benefits. Rs.23,40,37,877/-[Previous Year Rs.18,39,52,056/-] has been debited in the Profit & Loss Account during the year.

(b) Gratuity and Leave encashment - Defined Benefit Plans - Provision made as per actuarial valuation. The Company has created a Trust namely. Jaiprakash Associates Employees Gratuity Fund Trust vide Trust Deed dated 30th March, 2009 and has submitted the same for registration with Income Tax Authorities. SBI Life Insurance Company Limited has been appointed for management of the Trust Fund for the benefit of the employees.

26 For the purpose of Regulation 3[e][i] of the Securities and Exchange Board of India [Substantial Acquisition of Shares and Takeovers] Regulations, 1997, the "Group" constitute Shri Jaiprakash Gaur, his associates and Companies as disclosed to Stock Exchanges from time to time which include Jaiprakash Associates Limited (JAL), its Subsidiaries given under Sl.No.33(a) & (b) above, its Associates given under Sl.No.33(c) above and other Companies namely, Siddharth Utility Private Limited, Ironwill Holdings Private Limited and Ironwill Investments Private Limited.

27 Figures for the previous year have been regrouped/recast/rearranged wherever considered necessary to conform to this years classification.

28 All the figures have been rounded off to the nearest lakh rupees [except in the Notes to the Account].

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