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Notes to Accounts of Jaiprakash Power Ventures Ltd.

Mar 31, 2023

(B) As per the Framework Agreement (‘the Agreement’) dated 18th April, 2019 and agreements with banks post issuance of RBI circular for resolution of stressed assets part of loans amount outstanding of lenders (Bank & FI) of Rs. 384,005 lakhs converted into Preference Share Capital (including redeemable preference shares of Rs. 3,452 lakhs) during earlier year. In the year 2022-23, out of redeemable preference shares, shares of Rs. 2.5 crore issued to a Bank (a lender) also redeemed on 29.03.2023 as per the terms of agreement with a lender ( a nationalised bank) (previous year redeemable preference shares of Rs. 2.5 crore redeemed).

Further, as envisaged in the above Agreement loan amount outstanding of JSW Energy Limited and FCCB having of Rs. 35,177 lakhs and Rs. 59,121 lakhs converted into Equity Share Capital in the Jan’2020. Company believes that above redemption of Redeemable Preference Shares ( as stated above) post issue of equity under the stated circumstances and also as per the opinion of an expert, is in compliance of the Provisions of Section 55 of the Companies Act,2013.

Note 19.2 - The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital

(i) Equity Share Capital

The Company has issued only one class of equity shares having a par value of Rs. 10/- per share which rank pari-passu in all respects including voting rights and entitlement to dividend.

In the event of liquidation, each share carry 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.

(ii) Preference Share Capital

The Authorised Share Capital provides for Preference Shares at a par value of Rs. 10/- , Rs. 100/-, Rs. 1,000/-, Rs. 1,00,000/- and Rs. 10,00,000/-.

(A) 125 nos. (previous year 150 nos.) 9.5% Cumulative Redeemable Preference Shares Face Value Rs. 10,00,000/- each

(i) These CRPS shall carry dividend @ 9.5% per annum (cumulative).The CRPS shall be non-participating in surplus and in surplus assets and profit, on winding up which may remain after the entire capital has been repaid. The CRPS shall carry a preferential vis-a-vis equity shares with respect to payment of dividend or repayment of capital. The CRPS shall have a voting right as per the provision of section 47(2) of the Companies Act, 2013. The CRPS shall be redeemed by the Company at par in nine equal annual installments of Rs. 250 Lakhs started from 26th March, 2020 and last installment of redemption will be on or before 26th March, 2028, (ii) On account of the carried forward losses no dividend on these CRPS have been provided for in financial statements.

(B) 1,202 nos. 9.5% Cumulative Redeemable Preference Shares Face Value Rs. 1,00,000/- each

(i) These CRPS shall carry dividend @ 9.5% per annum (cumulative). The CRPS shall be non-participating in surplus and in surplus assets and profit, on winding up which may remain after the entire capital has been repaid. The CRPS shall carry a preferential vis-a-vis equity shares with respect to payment of dividend or repayment of capital. The CRPS shall have a voting right as per the provision of section 47(2) of the Companies Act, 2013. The CRPS shall be redeemed as per the provision of the Bilateral Agreement dated 18th April, 2019 (between Company and Canara Bank ) subject to the provisions of the Companies act, 2013 and any other applicable law for the time being in force,(ii) Scheduled date of redemption (subject to bilateral agreement) :16th December, 2048, (iii) On account of the carried forward losses no dividend on these CRPS have been provided for in financial statements.

(C) 63 and 38,049 nos. 0.01% Cumulative Compulsory Convertible Preference Shares(CCPS) Face Value Rs. 1,00,000/- and 10,00,000/- each respectively

(i) These CCPS carry cumulative dividend @ 0.01% per annum. The CCPS shall be non-participating in surplus and in surplus assets and profit, on winding up which may remain after the entire capital has been repaid. The CCPS shall carry a preferential vis-a-vis equity shares with respect to payment of dividend or repayment of capital. The CCPS shall have a voting right as per the provision of section 47(2) of the Companies Act, 2013.

(ii) The CCPS shall be Converted into such number of Equity Shares as may be determined at the time of conversion as per prevailing provision of Companies Act/SEBI/ RBI Rules and Regulations and Such equity shares so converted shall be listed on the stock exchanges where existing equity shares are listed and shall rank pari passu.

(iii) The CCPS shall have a maturity period of 29 years from the date of allotment and have right to be converted, at the option of CCPS holders after 20 years or earlier, as per the provision of the Companies act, 2013/SEBI Guidelines as prevailing at that time in to equity shares of the Company.

(iv) On account of the carried forward losses no dividend on these have been provided for in financial statements.

(D) By virtue of provision of Section 47 of the Companies Act, 2013, all the preference shares have become participative in general meetings and have attained the voting rights equivalent to all equity shareholders on all resolutions put before the shareholders [no dividend been declared/paid two years hence all preference share holders has such rights.]

Note 19.3 - Equity Shares in respect of each class in the Company held by its holding company or its ultimate holding company including shares held by or by subsidiaries or associates of the holding company or the ultimate holding company in aggregate

164,48,30,118 Equity shares are held by Jaiprakash Associates Limited (entity to whom Company is an associate), which has ceased to be holding company w.e.f. 18.02.2017 consequent upon conversion of debt into equity under the scheme of SDR.

Note 19.4(A) - Equity Shares in the Company held by each shareholder holding more than 5 percent shares specifying the number of shares held

Note No. 19.5 - Equity shares reserved for issue under options and contracts / commitments for the sale of shares / disinvestments, including terms and amounts

The Company had signed a ‘Framework Agreement’ (the Agreement) dated 18th April 2019 with the Banks and Financial Institutions for restructuring of the outstanding Loans (in respect of its units JNSTPP JBTPP VHEP JNCGU including Corporate Loans) & interest accrued thereon as of 31st July 2018 with the revised terms & conditions. In terms of ‘the Agreement’ and as agreed upon, the Company had allotted Fully paid 0.01% Cumulative Compulsory Convertible Preference Shares (CCPS) for an aggregate amount of Rs.3,80,553 lakhs on 23.12.2019, to its lenders on private placement basis.

No equity shares have been reserved for issue under options and contracts / commitments for the sale of shares / disinvestments other than mentioned above.

Note 19.6 - Aggregate number and class of equity shares allotted as fully paid up pursuant to contract without payment being received in cash, allotment by way of bonus shares or shares bought back in preceding five years: NIL

Note 19.7 - Terms of any securities convertible into equity/preference shares issued along with the earliest date of conversion [refer note no. 19.2(ii)(i)] in descending order starting from the farthest such date

(iii) First charge on 400 MW Vishnuprayag HEP’s all intangible assets, hypothecation of all the movable assets, assignment of Project Agreements and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Policies, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Plant ;

Nature and purpose of reserves

a) Securities premium

The amount received in excess of face value of the equity shares issued is recognised in Securities premium.

b) General reserve

The Company had transferred a portion of net profit before declaring dividend to general reserve pursuant to the earlier provisions of Companies Act, 1956.

c) Capital reserve on amalgamation / demerger

During amalgamation/demerger, the excess of net assets taken/transferred over the cost of consideration paid/received are trated as capital reserve.

d) Surplus

Surplus are the profit/(loss) that the Company has earned till date less amount transferred to reserves, dividend or other distributions paid to shareholders.

(iv) First ranking equitable mortgage on all rights, titles, interests and benefits in respect of immovable properties and assets of the 400 MW Vishnuprayag HEP ;

(v) Pledge of 6,291 Lakhs (Previous Year - 6,291 Lakhs) equity shares of the Company held by Jaiprakash Associates Ltd. (JAL) the party to whom the company is associate, on pari-passu basis with lenders of Nigrie Super Thermal Power Plant (except for term loan of Rs. 50,000 Lakhs (Previous Year - Rs.50,000 Lakhs) disbursed by State Bank of India); and

Repayments :

21.1(b) Rupee term loan outstanding Rs.55,332 Lakhs (Previous year Rs..58,129 Lakhs) are repayable in 35 structured quarterly installments, as detailed as % age of principal outstanding as on 31st March, 2023 ; 11.24 % in FY 2023-24, 10.81% in FY 2024-25, 11.65 % in FY 202526,11.70% in FY 2026-27,12.95% in FY 2027-28 and balance 41.65% from FY 2029 to 2032.

21.2 500 MW Jaypee Bina Thermal Power Plant:

21.2(a) Rupee Term Loans outstanding (after conversion of Debt into Equity under SDR scheme in earlier years) of Rs.1,09,169 Lakhs (Previous Year Rs.1,15,016 Lakhs) outstanding out of sanctioned amount of Rs. 2,25,800 Lakhs (original Rs.1,92,800 Lakhs and additional Rs.33,000 Lakhs) from consortium of Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari-passu among all the participating Banks viz. Punjab National Bank, Union Bank of India, Allahabad Bank (merged with Indian Bank), Canara Bank, Central Bank of India, State Bank of India, IDBI Bank Ltd., ICICI Bank Ltd. and The Jammu and Kashmir Bank Ltd., are secured by ;

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to Jaypee Bina Thermal Power Plant and

Security and Repayments for Term Loans and Working Capital limits

21.1 400 MW Jaypee Vishnuprayag HEP :

21.1(a) Rupee Term Loans (after conversion of Debt into Equity under SDR scheme in earlier years) aggregating to Rs. 55,332 Lakhs (Previous Year-Rs. 58,129 Lakh Lakhs) outstanding out of sanctioned amount of Rs. 2,15,000 Lakhs, from Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari passu among all the participating Banks viz. State Bank of India [Including loan assigned by Bank of India and Andhra Bank (merged with Union Bank) during the earlier year], Oriental Bank of Commerce (merged with Punjab National Bank), Allahabad Bank (merged with Indian Bank), Dena Bank (merged with Bank of Baroda) and IDBI Bank Ltd. by way of :

(i) First charge on 400 MW Vishnuprayag HEP’s present and future book debts, operating cash flows, receivables, commissions, revenue of whatsoever nature ; and

(ii) First charge on 400 MW Vishnuprayag HEP’s all the bank accounts including the Trust & Retention Account, Escrow Account of Uttar

Pradesh Power Corporation Limited and Debt Service Reserve Account and each of the other accounts required to be created by the Company under any 400 MW Vishnuprayag HEP financing document or any contract.

The loans are inter-alia also secured by way of:

(ii) First ranking pari-passu charge on, assignment of Project Agreements, Trust & Retention account. Debt & Service Reserve Account and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Contracts/ loss proceeds, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Plant ;

(iii) Pledge of 648 Lakhs equity shares (Previous Year 648 Lakhs equity shares) of the Company held by JAL, the party to whom the company is associate , on pari passu basis among the lenders of JBTPP.

Repayments :

21.2(b) Rupee term loan outstanding Rs. 1,09,169 Lakhs (Previous year Rs.1,15,016 Lakhs) are repayable in 41 structured quarterly installments, as detailed as % age of principal outstanding as on 31st March, 2023 ; 8.98 % in FY 2023-24, 8.98 % in FY 2024-25, 9.66% in FY 2025-26, 9.71% in FY 2026-27,10.74% in FY 2027-28 and balance 51.93% from FY 2029 to 2034.

21.2(c) The aforesaid security ranks pari-passu with working capital lenders (i.e. IDBI Bank Limited, State Bank of India and Jammu & Kashmir Bank Ltd.) having outstanding balance (fund based) of Rs. 14,116 Lakhs (Previous Year - Rs. 14,464 Lakhs). Bank Guarantees/ LCs outstanding of Rs.1,663 Lakhs (Previous Year - Rs.1,748Lakhs) (margin money of Rs. 627 Lakhs against Bank Guarantees/ LCs outstanding) (previous year Rs.1,228 Lakhs)

21.3 1320 MW Jaypee Nigrie Super Thermal Power Plant:

21.3(a) Rupee Term Loans (after conversion of part of Debt into Equity under SDR scheme and conversion of part of Debt into CCPS & CRPS under restructuring as per Framework Agreement in earlier years) outstanding of Rs. 1,88,336 Lakhs (Previous Year 1,95,099 Lakhs) out of sanctioned amount of Rs. 7,31,500 Lakhs and out of short term financial assistance sanctioned amount of Rs, 4,600 Lakhs from consortium Banks and of Financial Institutions, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari-passu among all the participating Banks and financial Institutions viz. Punjab National Bank (PNB), Canara Bank, Central Bank of India, Oriental Bank of Commerce (merged with PNB), Bank of Baroda, Bank of Maharashtra, Indian Overseas Bank, Syndicate Bank (merged with Canara Bank) , UCO Bank, United Bank of India (merged with PNB), State Bank of India, Corporation Bank (merged with Union Bank of India) , IDBI Bank Ltd., ICICI Bank Ltd., Edelweiss Assets Reconstruction Company Limited and LIC of India, are secured by way of :

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to the Jaypee Nigrie Super Thermal Power Plant ;

(ii) First ranking pari-passu charge on, assignment of Project Agreements, Trust & Retention account., all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Contracts, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Plant;

(iii) Pledge of 6,291 Lakhs equity shares (Previous Year - 6,291 Lakhs equity shares) of the Company held by JAL, the party to whom the company is associate, on pari-passu basis with lenders of Jaypee Vishnuprayag HEP and

(iv) Letter of Comfort from Jaiprakash Associates Limited, the party to whom the company is associate, for the additional loan of Rs.1,64,500 Lakhs (Previous Year- Rs.1,64,500 Lakhs) Outstanding Rs. 98,705 Lakhs (Previous Year Outstanding Rs.98,705 Lakhs) {pre-restructuring balance merged with loan mentioned above in note no. 21.3(a)} in addition to above securities.

(v) There is a vacant land parcel admeasuring 64.741 Ha. which was acquired for the purpose of submergence as and when barrage level went up at Nigrie TPP on which security was to be created in favour of Lenders. However the same could not be created, as NOC from Govt. of Madhya Pradesh (GoMP) is yet to be received. In order to give requisite comfort to the lenders, a valuation exercise was conducted and as per valuation report, the fair market value of the said land is Rs. 453 Lakhs (previous year Rs. 453 Lakhs). Accordingly in lieu of Creation of Security in favour of the lenders, JPVL has provided cash collateral of INR 453 Lakhs in the form of FD and ICICI Bank has kept lien mark over the said FD. Further JPVL has also executed undertaking for negative lien on said parcel of land and given undertaking that the same will not be disposed-off without approval of the lenders.

Repayments :

21.3(b) Rupee term loan outstanding Rs. 1,88,336 Lakhs (Previous year Rs. 1,95,099 Lakhs) are repayable in 48 structured quarterly installments , as detailed as % age of principal outstanding as on 31st March, 2023 ; 6.06 % in FY 2023-24, 7.56 % in FY 2024-25, 7.56% in FY 2025-26, 7.56% in FY 2026-27, 8.57% in FY 2027-28 and balance 62.69% from FY 2029 to 2035.

21.3(c) The working Capital facilities sanctioned by ICICI Bank Ltd, Punjab National bank and IDBI Bank Ltd. are secured by pari-passu charge on the assets as per note no. 21.3 (a)(i)(ii) and note no. 21.5(a)(i) and outstanding balance (fund based) of Rs 27,447 Lakhs (Previous Year-Rs.29,404 Lakhs). Bank Guarantees outstanding of Rs. 7,008 Lakhs (margin money paid against above Bank Guarantees is of Rs.1,439Lakhs) (Previous Year-Rs.5,858 Lakhs (margin money paid against above Bank Guarantees is of Rs.881Lakhs).

21.4 Jaypee Nigrie Cement Grinding Unit:

21.4(a) Rupee Term Loan outstanding of Rs. 3,885 Lakhs (Previous Year Rs.

3.885 Lakhs) out of sanctioned/disbursed amount of Rs. 5,000 Lakhs by Canara Bank are secured by way of; first ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues, receivables and assignment of clinker supply and cement off take agreement pertaining to the Jaypee Nigrie Cement Grinding Unit.

Repayments :

21.4(b) Rupee term loan outstanding Rs. 3,885 Lakhs (Previous year Rs.

3.885 Lakhs ) are repayable in in 48structured quarterly installments, as detailed as % age of principal outtanding as on 31st March, 2023 ; 7.44 % in FY 2023-24, 7.30% in FY 2024-25, 7.30% in FY 2025-26, 7.30% in FY 2026-27, 8.27% in FY 2027-28 and balance 62.39% from FY 2029 to 2035.

21.5 Amelia (North) coal mine:

21.5(a) Financial assistance (after conversion of part of Debt into Equity under SDR scheme and conversion of part of Debt into CCPS under restructuring as per Framework Agreement in earlier years) of Rs.3,830 Lakhs (Previous Year - Rs. 4,052 Lakhs) availed from consortium of Banks viz Bank of Baroda, ICICI Bank Limited, Oriental Bank of Commerce (merged with PNB) and State Bank of India, out of sanctioned amount of Rs.15,700 Lakhs are secured by way of :

(i) First charge on the assets of Amelia (North) Coal Mine ranking pari passu with the term and working capital Lenders of Jaypee Nigrie Super Thermal Power Plant as per Note 21.3 (c) above (except assets which were specifically financed under equipment finance facility by SREI Equipment Finance Company Ltd., which shall be excluded from security package for lenders) on reciprocal basis.

Repayments :

21.5(b) Rupee term loan outstanding Rs. 3,830 Lakhs (Previous year Rs. 4,052 Lakhs ) are repayable in in 48 structured quarterly installments, as detailed as % age of principal outstanding as on 31st March, 2023 ; 7.04 % in FY 2023-24, 7.48 % in FY 2024-25, 7.48% in FY 2025-26, 7.48% in FY 2026-27, 8.48% in FY 2027-28 and balance 62.04% from FY 2029 to 2035.

21.6 (a) Rupee Term Loan/Corporate Loan:

(i) Rupee Term Loan of Rs. 2,843 Lakhs ( Previous Year - Rs. 2,958 Lakhs) (after conversion of Debt into Equity under SDR scheme in earlier year) outstanding out of sanctioned amount of Rs. 1,00,000 Lakhs by State Bank of India, is secured by way of residual charge on all movable and immovable assets of the Company on pari-passu basis with, Corporate Loan of Rs.1,20,000 Lakhs & Rs. 15,000 Lakhs by ICICI bank & IDBI Bank respectively and also secured by way of pledge of 1,500 Lakhs equity shares of the Company held by JPVL Trust (Previous Year-1,500 Lakhs equity shares) .

(ii) Rupee Term Loan of Rs. 60,113 Lakhs ( Previous Year - 62,213 Lakhs) (after conversion of Debt into Equity under SDR scheme in earlier years) outstanding out of sanctioned amount of Rs. 1,20,000 Lakhs by ICICI Bank, is secured by way of residual charge on all movable and immovable assets of the Company on pari-passu basis with Corporate Loan of Rs.1,00,000 Lakhs by State Bank of india, Corporate Loan of Rs.15,000 Lakhs by IDBI Bank and also secured by way of pledge of

3.860 Lakhs equity shares of the Company held by JAL (Previous Year-

3.860 Lakhs equity shares) and pledge of 192.11 Lakhs equity shares of the Company held by JPVL Trust (Previous Year-192.11 Lakhs) and Non Disposal Undertaking for 1,021.89 Lakhs equity shares of the Company held by JAL (Previous Year-1021.89 Lakhs)

(iii) Rupee Term Loan of Rs. 8,240 Lakhs ( Previous year - Rs.8,703Lakhs) outstanding out of sanctioned amount of Rs. 15,000 Lakhs by IDBI Bank , is secured by residual charge on all movable and immovable assets of the Company on pari-passu basis with Corporate Loan of Rs.1,00,000 Lakhs by State Bank of india, Corporate Loan of Rs.1,20,000 Lakhs by ICICI bank and also secured by way of pledge of 315 Lakhs equity shares (Previous Year 315 Lakhs) of the Company held by JPVL Trust, pleadge of 1,206 Lakhs shares( Previous Year 1206 Lakhs shares) of the company held by JAL, the party to whom the company is associate and personal guarantee of Shri Manoj Gaur, Chairman of the Company.

(iv) Corporate loan of Rs.40,000 Lakhs availed from ICICI Bank Limited had been repaid in financial year 2015-16. However, pledge of 783 Lakhs equity shares (Previous year - 783 Lakhs equity shares) of the Company held by JAL are released by ICICI Bank Limited during the year.

(v) Corporate loan of Rs.50,000 Lakhs availed from ICICI Bank Limited had been repaid in financial year 2016-17. However, pledge of 1755 Lakhs equity shares (Previous Year-1,755 equity shares) of the Company held by JAL, 1433 Lakhs equity shares (Previous year - 1,433 Lakhs equity shares) of the Company held by JPVL Trust are released by ICICI Bank Limited during the year.

Repayments :

(vi) Corporate loan State Bank of India - Rupee Term Loan

outstanding of Rs. 2,843 Lakhs (Previous year Rs. 2,958 Lakhs) is repayable in 48 structured quarterly installments, as detailed as % age of principal outstanding as on 31st March, 2023 ;

6.79% in FY 2023-24, 7.15% in FY 2024-25, 7.15% in FY 2025-26, 7.15% in FY 2026-27, 7.89 % in FY 2027-28 and balance 63.87 % from FY 2029 to 2035.

(vii) Corporate loan ICICI Bank - Rupee Term Loan outstanding

of Rs.60,113 Lakhs (Previous year Rs. 62,213 Lakhs) is repayable in 48 structured quarterly installments, as detailed

as % age of principal outstanding as on 31st March, 2023 ;

6.79% in FY 2023-24, 7.15% in FY 2024-25, 7.15% in FY 2025-26, 7.15% in FY 2026-27, 7.89 % in FY 2027-28 and balance 63.87 % from FY 2029 to 2035.

(viii) Corporate loan IDBI Bank - Rupee Term Loan outstanding

of Rs. 8,240 Lakhs (Previous year Rs. 8,703 Lakhs) is repayable in 48 structured quarterly installments, as detailed

as % age of principal outstanding as on 31st March, 2023 ;

6.79% in FY 2023-24, 7.15% in FY 2024-25, 7.15% in FY 2025-26, 7.15% in FY 2026-27, 7.89 % in FY 2027-28 and balance 63.87 % from FY 2029 to 2035.

21.6(b) The outstanding loans balances are excluding Ind AS adjustment of Rs.1,421Lakhs (previous year Rs. 1631 Lakhs).

21.7 All above term loans/debts and working capital facilities mentioned in note no. 21.1,21.2, 21.3, 21.4,21.5 & 21.6 are also additionaly secured by personal guarantee of Shri Manoj Gaur, Chairman of the Company.

21.8 Resolution/ Revival plan

(i) The financial performance and cash flows of the Company have been adversely impacted by the overall stress in the power sector and also due to specific challenges faced by the Company in the previous year(s) in its Thermal Power Plants, viz. Nigrie Super Thermal Power Plant (Nigrie STPP) and Bina Thermal Power Plant (Bina TPP), prominent of which are de-allocation of coal mines by the Hon’ble Supreme Court of India in September 2014, delay in new PPAs in Nigrie STPP abnormally low merchant tariffs and insufficient availability of coal, lower PLF in Bina TPP due to dispatch schedule of very low off take by State loan Dispatch Centre (SLDC), which is technically not feasible to run the plant optimally and forcing Company to sell balance power on power exchanges at market driven tariff resulting unremunerative prices and insufficient availability of coal etc. These factors have put significant strain on the Company’s ability to service the dues of lenders.

(ii) Lenders had invoked SDR during financial year 2016-17 as per RBI guidelines for stressed assets. Consequent to that the Company had allotted 30,580 lakhs equity shares at Rs.3,05,800 lakhs on 18.02.2017 to Banks and Financial Institutions upon conversion of part of their outstanding loans/ interest. The lenders shareholding stood at 51% as on 18.02.2017, which stands reduced to 22.15 % as on 31.03.2023 of paid up capital of the Company. The lenders who are holding equity share capital of the Company, had to offload the shareholding as per RBI guidelines. The lenders had invited bids for divestment of part of their equity in the Company in earlier year. Since the response was not satisfactory, lenders closed the process.

(iii) The Company had signed a ‘Framework Agreement’ (the Agreement) dated 18th April 2019 with the Banks and Financial Institutions for restructuring of the outstanding Loans (in respect of its units JNSTPP JBTPP VHEP JNCGU including Corporate Loans) & interest accrued thereon as of 31st July 2018 with the revised terms & conditions. In terms of ‘the Agreement’ and as agreed upon, the Company had allotted (i) Fully paid 0.01% Cumulative Compulsory Convertible Preference Shares (CCPS) for an aggregate amount of Rs.3,80,553 lakhs on 23.12.2019 and (ii) Fully paid up 9.50% Cumulative Redeemable Preference Shares (CRPS) for aggregate amount of Rs.3,452 lakhs (CRPS of Rs.1,202 lakhs and Rs.2,250 lakhs allotted on 16.12.2019 and 23.12.2019 respectively), to its lenders on private placement basis. In view of the above ‘Framework Agreement’ and post filing of withdrawal pursis by ICICI bank before the Ahmedabad Branch of National Company Law Tribunal (the NCLT), the NCLT had allowed ICICI bank to withdraw its Insolvency and bankruptcy petition (earlier filed u/s 7) vide Order dated 10th January 2020. On the signing of ‘the Agreement’, Corporation Bank, which had initiated recovery proceedings against the Company in Debts Recovery Tribunal-III (DRT), New Delhi, had filed an application for the withdrawal of original application, which had been allowed by DRTIII, New Delhi in the hearing held on 03rd February, 2020. In view of implementation of Debt Resolution Plan as stated above, some of the lenders who had earlier initiated action under the SARFAESI Act, were withdrawn all such legal proceedings against the Company during earlier years.

(iv) (a) Repayment schedules and interest rates of secured lenders

mentioned herein the note no. 21 is in accordance with Framework Agreement dated 18th April 2019 (the agreement).

(b) As per the terms of the agreement, if in the opinion of the Lenders, the profitability and cash flows of the Company improves, the Lenders shall have the right to receive recompense for the sacrifices made by them in accordance with the IRAC Norms.Provided that the maximum amount of recompense should be limited to the sum of waivers provided by the Lenders and the present value of future economic loss on account of reduction in interest rate and/or on account of any changes to the repayment schedule.

21.9 Unsecured Loans

(i) Unsecured loan outstanding of Rs.1,000 Lakhs (interest free)(Previous Year Rs.1,000 Lakhs) is repayable to Government of Uttarakhand/ Uttar Pradesh against sanctioned amount of Rs. 2,500 Lakhs, which would be paid after having decision arrived between Government of Uttar Pradesh and Government of Uttarakhand for receipt of said payment.

(ii) Oustanding loan from other of "Nil" (Previous year Rs. 12,000 Lakhs) (Interest free) [excluding Ind AS impact "NIL"(previous Year Rs. 1,019 Lakhs)] has been repaid to a body corporate during the year.

21.10 Impact of the above stated ‘Agreement’ (the Agreement as stated in note no. 21.8(iii)) had been given in earlier year to the extent information/ confirmation received from the lenders. Further, balances of certain lenders, banks and other liabilities are subject to confirmation/ reconciliations. In the opinion of the management, there will not be any material impact on confirmation/reconciliations.(read with note no. 21.11 below).

21.11 Certain charges are pending for satisfication due to pending release of charge/NOC from respective lenders/security trustee as on 31st March,2023. The Company is in the continuous follow up/process of filing the charge satisfaction e-form with MCA, within the timelines, as and when it receives NOCs from the respective charge holders.

21.12 Interest rates (excluding penal interest) on above loans are as follows:

(i) Vishnuprayag HEP Loans: Interest rate at 9.50% p.a.

(ii) Bina TPP Loans (including working capital facility): Interest rate at 9.50% p.a.

(iii) Nigrie STPP Loans (including working capital facility): Interest rate at 9.50% p.a.

(iv) Amelia Coal Mine Loans: Interest rate at 9.50% p.a.

Transaction Price - Remaining Performance Obligation

The remaining performance obligation disclosure provides the aggregate amount of the transaction price yet to be recognised as at the end of the reporting period and an explanation as to when the Company expects to recognise these amounts in revenue. Applying the practical expedient as given in Ind AS 115, the Company has not disclosed the remaining performance obligation related disclosures for contracts as the revenue recognised corresponds directly with the value to the customer of the entity’s performance completed to date. There are no aggregate value of performance obligations that are completely or partially unsatisfied as of 31st March, 2023, other than those meeting the exclusion criteria mentioned above.

PGCIL has sent intimation for recovery of dues of Rs 10,112 lakhs (previous year Rs. 10,112 lakhs) & Rs 1,037 lakhs (Rs. 1,037 lakhs) for JNSTPP & JBTPP including transmission charges of Rs. 8,139 lakhs (previous year Rs. 8,139 lakhs) & Rs 169 lakhs (Rs. 169 lakhs) respectively for from the date of effectiveness to date of relinquishment.

Appeals filed against the Order of CERC with APTEL, which are under process. An appeal against the said demand had also been filed by the Association of Power Producers (JPVL as member) against the above said demand with APTEL and next date is yet to be intimated.

@ Includes amount of Rs. 7,185 lakhs (previous year Rs. 7,185 lakhs) pertaining to Building and Other Construction Workers Welfare Cess for the period upto financial year 2016-17,related to JNSTPP unit,Currently the matter is pending before Hon’ble High Court, Jabalpur, Madhya Pradesh.

(e) The Company had given the corporate guarantee (CG) to State Bank of India (SBI) of USD 1,500 lakhs (31st March,2022 USD 1,500 Lakhs), for loans outstanding to the extent of Rs 70,333 lakhs (31st March,2022 Rs.70,333 lakhs), granted to Jaiprakash Associates Limited (JAL) (the party to whom the company is an associate) for which fair valuation as of 31st March, 2023 has not been done as per the applicable Ind-AS. Subsequent to the accounting of the impact of “Framework Agreement” (Framework Agreement with its lenders for debt restructuring in earlier year), the Company had initiated process for the release of the guarantee provided to SBI and is in process of discussion with SBI. In the opinion of the Management there will be no material impact on these financial statements, of the fair valuation of the above-mentioned guarantee hence not been considered necessary by the management to be provided for.

(f) JPVL had executed Bulk Power Transmission Agreement for long term open access (LTOA) with Power Grid Corporation of India Ltd. (PGCIL) for transmission of power from Nigrie STPP (JNSTPP) and Bina TPP (JBTPP). Due to cancelation of coal mines & after re bidding of coal mines which allowed usage of 85% of coal for Long term PPAs only in respect of JNSTPP As per change in coal policy, FSAs were entered for the quantity of coal to the extent required for generation of power for supplying to DISCOMs under long term PPA in respect of Bina TPP There was no assured supply of coal for the capacities of Plants and these events have resulted in material change in sale of power of the Nigrie STPP and Bina TPP.JPVL had requested PGCIL for relinquishing of LTOA in respect of Bina TPP and Nigrie STPP for the part of sale of power without any payments because of force majeure events i.e cancelation of coal mines and change in coal policy.

As per the regulations, if LTOA is surrendered/relinquished, relinquishment charges has to be paid. Petitions was filed with CERC that LTA granted to JNSTPP and JBTPP may please be kept in abeyance /surrender/relinquished without any payment. CERC had not accepted our application.

Note 46 - Financial Commitments for Subsidiaries:

The Company along with its associates is to infuse equity in Jaypee Arunachal Power Ltd. (JAPL) and Jaypee Meghalaya Power Ltd. (JMPL) JV subsidiary & subsidiary company respectively to the extent of 89% and 74% respectively.In the earlier year, State Government of Meghalaya had advised that the 270 MW Umngot HEP will not be operationalised till further Orders and during the financial year 2020-21 State Government of Meghalaya had forfeited the up front fees paid amounting to Rs. 135 Lakhs in pursuance of the termination of Agreement for 270 MW Umngot HEP Accordingly,Company had provided for amounting to Rs. 135 Lakhs as diminution in value against investment of Rs. 846 Lakhs in FY 2020-21. During the current year, Company has made further provision for diminution in value of investment in Jaypee Meghalaya Power Limited (Subsidiary Company) amounting to Rs. 711 Lakhs. Till 31st March, 2023 the company has made total Investment of amounting to Rs. 22,872 Lakhs (Previous Year Rs.22,872 Lakhs) in JAPL and of Rs. 846 Lakhs (excluding provision of Rs. 846 lakhs) (Previous Year Rs.846 Lakhs) in JMPL.

Note 47

IIn the earlier years, Uttar Pradesh Power Corporation Ltd. (UPPCL) had sent notice/ recovery plan in respect of unit VHEP for recovery of Rs. 42,442 lakhs (including carrying cost of Rs. 2,472 lakhs for the year ended 31st March, 2023 and Rs.11,109 lakhs for the financial years 2018-19 to 2021-22) (as at 31.03.2022 Rs. 39,970 lakhs) being amount excess paid to the Company as assessed and estimated by the UPPCL including carrying cost (excess payment made to the Company towards income tax and secondary energy charges for financial years 2007-08 to 2019-20 and 2014-15 to 2019-20 respectively) and hold back Rs. 22,500 Lakhs till 31st March, 2023 (up to March’22 Rs. 16,044 Lakhs) including recovery for carrying cost of Rs 13,581 lakhs (up to March’22 Rs. 11,109 Lakhs) as stated above. Based on the legal opinion obtained by the Company, the action of UPPCL for denying income tax and secondary charges and holing / deducting amount, is not as per the terms of the power purchase agreement (PPA). The Company had filed a petition with Uttar Pradesh Electricity Regulatory Commission (UPERC) against UPPCL for the aforesaid recovery. UPERC vide its order dated 12th June,2020 had disallowed the claims of the Company and upheld the recovery/proposed recovery of excess payment made, and against the Order of UPERC the Company has preferred an appeal before APTEL. Meanwhile in 2020-21 UPPCL and Company both have agreed that recovery of amount paid in excess (subject to ongoing reconciliations and final outcome of appeal filed with APTEL for revision in design energy) to be made from monthly power sale invoices raised/to be raised for next 7 years starting from FY 2021-22 till FY 2027-28, with carrying cost charges on outstanding amount @SBI MCLR plus 350 basis points, starting from financial year 2021-22. In view of the above and considering prudence, from 2020-21 onwards, revenue from UPPCL has been accounted for net of the component of income tax and excess secondary energy charges. Pending the final decision on Company’s appeal filed

with APTEL, as stated above, no provision in these financial statements has been considered necessary by the management against the disallowances of income tax and secondary energy charges of Rs. 42,442 lakhs and carrying cost (amount unascertainable). Further the management believes that it has credible case in its favour and accordingly amount which has been deducted by UPPCL of Rs. 22,500 lakhs (shown as part of trade receivables) is considered good and recoverable with interest from UPPCL.

Note 48 Entry Tax

(i) The Company has not made provision against Entry Tax in respect of Nigrie STPP (including Nigrie Cement Grinding Unit) of amounting to Rs.10,871 Lakhs (Previous year Rs.10,871 Lakhs) and interest thereon (Interest impact unascertainable). In respect of Unit- Nigrie STPP (including Nigrie Cement Grinding Unit) receipt of approval for extension of the time for eligibility of exemption from payment of Entry Tax is pending from concerned authority, for which the company has made representations before the concerned authority and management is confident for favourable outcome. Against the above entry tax demand, till date Rs.6,685 Lakhs (Previous year Rs. 6,085 Lakhs) has been deposited (and shown as part of other non-current assets) which is in the opinion of the management good and recoverable.

(ii) In respect Bina TPP Company has received letter dated 20.03.2020 of Entry Tax Exemption from Madhya Pradesh Industrial Development Corporation Limited (Govt of Madhya Pradesh Undertaking) for the period commencing from 12.03.2013 and ending on 30.06.2017. Company is in process filing necessary application/appeals for getting quashed all demands raised by commercial tax department till date.Total Entry Tax demand amounting to Rs 12,206 lakhs (previous year Rs. 12,206 lakhs) against which Rs. 2,078 lakhs (previous year Rs. 1,963 lakhs) has been deposited (and shown as part of other non-current assets) which is in the opinion of the management good and recoverable.

Note 49 Disputed Green Energy Cess & Water Tax (Vishnuprayag HEP)

Company has not made the provision amounting to Rs. 12,431 Lakhs (Previous year Rs.10,770 Lakhs) and Rs. 5,808 Lakhs (Previous year Rs. 4,671Lakhs) of Green Energy Cess and Water Tax respectively against the demand and an appeal had been filed before The Hon’ble High Court of Uttarakhand at Nainital which had granted stay in January, 2017. Subsequently in February''2021, in case of water cess, Hon''ble High Court of Uttarakhand at Nainital passed a common Order against the Company throught a common judgement for all petitioners against which a special appeal had been filed in March,2021 before division bench headed by Honible Chief Justice of Hon''ble High Court of Uttarakhand at Nainital and stay has been granted against the Order passed in February,2021 for Water cess. Currently matters are pending in the Hon’ble High Court of Uttarakhand at Nainital. However High Court vide its order dated 12.07.2022, in respect of the appellants / writ petitioner who establish by filing their affidavits, that they have not, in fact, collected water tax, and not passed on the said liability to their customers, there shall be stay of recovery of water tax till 31st of July, 2022. However, they shall commence paying the water tax dues levied under the impugned legislation from 1st of August 2022, onwards subject to final orders. As per direction Rs 418 Lakhs paid as Water Tax for the period August 2022 to March-23. The Management is confident that no demand will be crystallized due to the amended implementation agreement dated 22nd March, 2003 in which it has mentioned that Vishnuprayag HEP being a run of the river scheme, shall utilize the flowing water of the river to generate electricity. Such right to utilize water available upstream of the project are granted by Government of Uttaranchal for non-consumptive use without charging any royalty, duty, cess or levy of any kind.Also, Ministry of Power vide its notification date 25.04.23 has ordered all state that no taxes/duties may be levied by any state under guise on geneartion of electricity and if any taxes/duties have been to be levied, It may be promptly withdrawn.

Note 50

Disclosure as required under Notification No. G.S.R.(E) dated 4th September, 2015 issued by the Ministry of Corporate Affairs w.r.t MSME (to the extent available and as certified by the Management):

Note 51

Joshimath (where the residential colony of Unit -Vishnuprayag (hydroelectric plant) is situated) and nearby areas have, in Dec''22 and Jan''23 month experienced cracks in some of the residential buildings due to land subsidence. The management of the Company have carried out independent assessment with the help of an expert. Process of further evaluation at residential colony is in process and management believes that impact will not be material of above. There is no impact of the land subsidence on the power house, barrage or any other assets/component of the generating unit, in the opinion of management and an expert. Accordingly, these financial statements do not carry any adjustment.

Note 52

In respect of Bina TPP, billings amounting to Rs 17,706 lakhs (till 31st March 2022 Rs17,706 lakhs including claims on account of non-scheduling of power of Rs.10,459 lakhs) on MPPMCL for capacity charges for five (5) months of year 2020 which has been disputed by MPPMCL as notices of invoking force majeure

clause as stated in note 58 below had been served and/or non-scheduling of power by MPPMCL. In the Opinion of the Management considering the prevailing Madhya Pradesh Electricity Grid Code (revision -ii), 2019 (MPEGC, 2019) and based on opinion of an expert (legal opinion taken by the Association of Private Electricity Generating Stations of MP), the MPPMCL is liable to make payment of capacity charges for declared availability of Contracted Capacity under PPA and for which invoices had been raised in terms of PPA signed between company and MPPMCL (also delayed payment surcharge of Rs. 3795 lakhs till Oct’21 in addition to above stated amount). The Company had filed petitions with Madhya Pradesh Electricity Regulatory Commission (MPERC) in earlier year for the recovery of capacity charges. MPERC has allowed the petition filed for recovery of unpaid capacity charges on account of force majeure and did not allow the Company’s petition for recovery of unpaid capacity charges on account of non-scheduling of power by MPPMCL(RSD). Company has filed an appeal with APTEL against the Order of MPERC for not allowing the petition filed for recovery of unpaid capacity charges of Rs.10,459 lakhs on account of non-scheduling of power by MPPMCL and also MPPMCL has filed an appeal with APTEL against the Order of MPERC for recovery of unpaid capacity charges on account of force majeure, which are pending. Management believes that, considering stated facts, the above amount, which is overdue for payment, is good and fully recoverable by the management and no provision there against is needed at this stage

Note 53

(a) The Company has investment of Rs. 78,089 lakhs (31st March,2022 Rs. 78,795 lakhs) in subsidiary companies (including investment in SPGCL as

stated in note no. d below). No provision for diminution in value against these long-term investments has been considered necessary, by the management, as in the opinion of the management such diminution is temporary in nature considering the intrinsic value of assets, future prospects and management is confident for settlement of claims in their favour.

(b) During the current year ended, based on Management assessment, fair valuation of long-term investment in Trust has been carried out. Accordingly, fair valuation loss of amounting to Rs. 4,301 lakhs (previous year gain of Rs. 12,215 lakhs) has been charged to statement of profit and loss and included in other expenses (previous year in other income).

(c) (i) Other expenses for the current year includes provision for diminution in value of investment in Jaypee Meghalaya Power Limited (Subsidiary Company) amounting to Rs. 711 Lakhs.

(ii) Other income for the current year includes, amount written back of Rs.10,724 lakhs on settlement with suppliers on claims/compensation filed in earlier years

(d) Investment in Sangam Power Generation Company Limited (SPGCL)

Sangam Power Generation Company Limited (SPGCL, a Subsidiary Company) was acquired by JPVL (the Company) from Uttar Pradesh Power Corporation Ltd (UPPCL) for implementation of 1320 MW Power Project (Karchana STPP) at Tahsil Karchana, Distt. Allahabad, Uttar Pradesh. The Company has investment of Rs. 55,212 lakhs (31st March, 2022 Rs.55,207 lakhs) (5,520 lakhs equity shares of Rs. 10/- each fully paid till 31/03/2023) in SPGCL. In the books of SPGCL, amount aggregating to Rs.16,055 lakhs (excluding value of land) is shown as expenditure incurred during the construction and incidental to setting up of the project, capital advances etc. and same been carried over since long and the Net Worth of SPGCL has been eroded significantly as on 31st March, 2023. In view of abnormal delay in handing over the physical possession of parcel of land by UPPCL, SPGCL had written to UPPCL and to all procurers of power that the Power Purchase Agreement (PPA) be rendered void and cannot be enforced. As advised, draft of Share Purchase Agreement (SPA) was sent to UPPCL / UPRVUNL by SPGCL for their approval but there was abnormal delay in resolving the matter by UPPCL, therefore SPGCL had withdrawn all its undertakings given to UPPCL and also had filed a petition before Hon’ble UPERC (State Commission) for release of performance bank guarantee (PBG) and also for payment against claim lodged of Rs 1,15,722 lakhs. UPERC vide its Order dated 28.06.2019 has allowed claim (of SPGCL) for Rs.25,137 Lakhs along with interest @ 9% p.a. on Rs.14,925 lakhs for the period from 11.04.2014 to 31.03.2019 and also directed UPPCL to immediately release PBG of Rs. 99 crore to SPGCL and SPGCL to transfer the entire land parcel to UPPCL. UPPCL had appealed against the said order in APTEL and SPGCL had also filed counter appeal. During the previous year, APTEL vide its order dated 14th July, 2021, upheld the State Commissions Order dated 28.06.2019 and directed State Commission to complete the verification of relevant documents of the claim filed by SPGCL within a period of three months from the date of pronouncement of this judgment and crystallize the total amount to be paid to SPGCL. SPGCL had filed an application with Hon’ble UPERC for verification of expenditure and payment thereof and release of PBG. Meanwhile, UPPCL has filed an appeal with Hon’ble Supreme Court against above mentioned order of APTEL and Company has also filed an appeal with Hon’ble Supreme Court against the order of APTEL. Hon’ble Supreme Court has stayed the Order of APTEL. Further pursuant to the Order of Hon’ble Supreme Court dated 14th December 2021, application filed with UPERC by the Company, as stated above, has been kept in abeyance. Pending final decision and considering the facts stated above management is confident about settlement of claims amount in its favour, hence no provision against diminution in value of investment, has been considered necessary at this stage.

Note 54

The Company has been carrying out sand mining activities in the State of Andhra Pradesh (AP) in terms and as per the contracts signed with Director Mines & Geology (DMG), Government of Andhra Pradesh, the Company was required to pay in total Rs. 1528.80 crore to DMG over a period of two years as fortnightly upfront payment/instalments (w.e.f. 14th May 2021 in fortnightly instalment). The

stated Sand Contracts have been Sub-contracted to a party (Sub-contractor) on back-to-back basis. Further, as per the agreements signed with sub-contractor, Subcontractor has submitted required bank guarantees (BG) to the DMG (of Rs.120 crores). Further, the sub-contractor is liable to pay due instalments amount including delay charges to DMG. DMG has taken on record for appointment/engagement for sub-contractor, however the company (JPVL/Selected Bidder) to continue to be responsible as per terms of the contracts signed. As on 31st March 2023, Rs. 21,690 lakhs (approx.) (excluding interest, amount not ascertained) (including GST) is overdue for payment to DMG by sub-contractor. Certain conditions (including opening of Escrow account) of contracts with DMG are pending for compliance. Purchases, sale and inventory at year end has been accounted for based on confirmation/details as made available by the sub-contractor. The balances of DMG and sub-contractor is in process of reconciliation and pending for confirmation and there will not be any material impact on these financial statements on reconciliation/ confirmation. Management believes that above outstanding of DMG, will be cleared/ paid by sub-contractor and recoverable from sub-contractor of Rs. 25,246 lakhs is good (including above payable to DMG) and fully recoverable.

Note 55

In view of fair value for all property, plant & equipment of power plants (Jaypee Nigrie Super Thermal Power Plant and Jaypee Bina Thermal Power Plant) (including Land, Building, Plant & Machinery capitalized or under CWIP) being excess as compared to the carrying value, as estimated by a technical valuer, management does not anticipate any impairment amount which is to be provided at this stage in the financial statement in the value of property, plant and equipment (including capital work-in-progress) based on the condition of plant, market demand and supply, economic and regulatory environment and other factors.

Note 56 Jaypee Nigrie Cement Grinding Unit

2.0 MTPA cement grinding unit of the Company namely Jaypee Nigrie Cement Grinding Unit (JNCGU) which commenced commercial operation in June, 2015. However, there is nil production during the current year.

Fair value of JNCGU being excess as compared to the carrying value of Rs. 20,291 Lakhs (previous year Rs. 23,699 Lakhs) as assessed by the management considering the expected future cash flows, Also management is of the view that no impairment provision in the carrying amount of property, plant & equipment (including capital work in progress) is necessary at this stage considering above stated reason.

The Board of Directors in its meeting held on 10th October, 2022 had resolved for restructuring (including to divest) it’s 2 MTPA Jaypee Nigire Cement Griding Unit (JNCGU) being a non-core asset and as a part of its debt reduction plan and subsequently on 12th December 2022 a non-binding framework agreement has been signed between the Company and buyer (party) for a consideration of Rs. 250 crores (subject to due diligence and necessary statutory, regulatory approval, lenders approval etc.).On 13th February, 2023 Board of Directors as per offer received from the buyer and with the mutual understanding (between the Company and the buyer), have approved for to enter into a Tolling / Lease agreement (on mutually agreed terms) for a period of upto Seven (7) YEARS, with the buyer shall have right to purchase the JNCGU, on or before the 7th year at an Enterprise Value of Rs. 250.00 Crore. The definitive agreement in this respect is yet to be executed. Note 57

During the current year, Company has been declared successful bidder by Nominated Authority, Ministry of Coal, Government of India for Bandha North Coal Block located in Madhya Pradesh state. The Company is in the process of complying with necessary/ applicable conditions of Coal Block Development and Production Agreement/allocation order/tender documents. Initial outlays, as estimated by the management, for coal block would be Rs.8,000 lakhs (including fixed amount deposited of Rs. 3,868 lakhs and amount of bank guarantee of Rs. 1,560 lakhs given in this regard). Currently, fixed amount deposited of Rs.3,868 lakhs is shown as part of intangible assets under development. For financial year 2023-24, estimated outlays would be Rs. 2500 lakhs where the Company is in process of issuing necessary work orders.

Note 58

On account of outbreak of Coronavirus (Covid-19), during the period from March,2020 to 31st March,2021 there was lockdown across the country / frequent

lockdown for a significant period and there were disruption in business activities however, the Company had continued to generate and supply electricity to its customers, which had been declared as an essential service by the Government of India. However the Company had received notices in earlier year for invoking force majeure clause provided in the power purchase agreement (PPA) by M.P Power Management Company Limited (MPPMCL) and UPPCL in respect of units JNSTPP & JBTPP and VHEP respectively and PTC with whom Company has short term PPA which had been suitably replied by the Company / clarified that the said situation is not covered under force majeure clause, considering generation and distribution of electricity falls under essential services vide notification dated March 25, 2020 issued by Ministry of Home Affairs, Government of India. The Power Ministry had also clarified on April 6, 2020 that the parties to the contract to comply with the obligation to pay fixed capacity charges as per PPA to the Power Producers.

Note 59

(a) Pending confirmations/reconciliation of balances (this is to be read with note no. 54) of certain secured and unsecured borrowings (current & non-current), banks (including certain fixed deposits), trade receivables/ payables (including of MSME) and others (including capital creditors and of Sub-contractors, CHAs and receivables/payables from/to related parties), liabilities, loans & advances and inventory lying with third parties/in transit balances as per the books has been considered. The management is in the process of reconciliation /confirmation of the same and is confident that there will not be any material impact on the profit for the year and the state of affairs of the Company on such reconciliation /confirmation (this is to be read with note no. 21.10).

(b) In view of the financial constrains and to get longer credit period the company is procuring Coal for power generation by making arrangement with coal handling agents (CHAs) (who engaged for lifting and transportation of Coal from different collieries). Sometimes there have been delays in supply of Coal by CHA(s) as they had to procure coal from mines located at distance places and having substantial value and volume and also quality variance. The management is in process to further strengthen its internal control over handling /transportation, receipt, consumption etc of coal through process automation. Also, the Company has regular system of physical verification which is carried out by independent third party.

(c) Overdue receivables of amounting to Rs. 59,962 Lakhs (including delayed payment surcharges of Rs. 11,743 lakhs on delayed payment/overdue receivables) {Previous year Rs. 53,045 Lakhs (including delayed payment surcharges of Rs. 11,743 lakhs on delayed payment/overdue receivables)} (including of matters mentioned in note no. 47& 52 and 59(d)) for which management has initiated legal and other persuasive action for the recovery and is confident about the recovery/realisation of the same. Accordingly these been considered good and realisable by the management.

(d) In earlier year, company had claimed Additional Coal levy of Rs. 295 per metric tonne from MPPMCL amounting to Rs. 2245 lakhs (approx.) (included in overdue receivables in (c) above) in respect of Nigire STPP During the current year, Company has received order of APTEL pertaining to additional levy of Rs. 295 per metric tonne imposed on original allottees of the captive coal block does not entitle to be included in the determination of the generation tariff to be passed on to the end consumers. Company has filed review petition in APTEL against the above stated order and the same is pending. Company has also filed an appeal in Hon''ble Supreme Court against the above stated order. Pending this, no provision has been considered necessary by the management.

(e) One of the Capital supplier, having outstanding balance of Rs.11,742 Lakhs as on 31.03.2023 (previous year Rs.1,1742 Lakhs), has initiated arbitration proceedings against the Company and has filed claims of Rs. 465,46 Lakhs, Company has also filed counter claim of Rs. 162,613 Lakhs. Currently, both the matters are pending before the Arbitration Tribunal. The Company has credible grounds in its favour and strongly believes that claims of supplier has no merits, Accordingly no provision has been considered necessary by the management at this satge.

Note 60

The annual return of GST for F.Y 2022-23 is under process of filing with statutory

authorities.The Management belive that there will not be any any material impact

over financial statement/filing. The date of filing of GST return are 31st Dec. 2023.

Note 61 Tariff/ Billing/ True up:

(a) Jaypee Bina Thermal, Power Plant (JBTPP):

Capacity charges of JBTPP for control period FY 2019-20 to 2023-24 are determined by MPERC vide Multi Year Tairff (MYT) Order dated 30.04.2021. Capacity charges determined for each year are subject to be trued up on the basis of audited financial statements. During FY 2022-23, invoices for Capacity Charges have been raised on MPPMCL on the basis of Tariff approved for same year as determined vide Multi Year Tairff (MYT) Order dated 30.04.2021. True Up Orders for FY 2020-21 & FY 2021-22 have been received during the year and accordingly Rs 58 lakhs payable (net) to MPPMCL on account of true up has been adjusted in revenue.

JBTPP has filed the following petitions and proceedings for the same are in progress:

(i) Appeals with APTEL against True up Orders for Tariff of financial years from 2014-15 to 2021-22 and MYT Order for 2019-24 for certain disallowances in tarrif. Further appeals regarding recovery of bills disputed by MPPMCL on account of invoking force majeure clause and/ or non-scheduling of power due to RSD are also pending before APTEL.

(b) Jaypee Nigrie Super Thermal Power Plant (JNSTPP):

Capacity charges of JNSTPP for control period FY 201


Mar 31, 2022

(B) As per the Framework Agreement (‘the Agreement’) dated 18th April, 2019 and agreements with banks post issuance of RBI circular for resolution of stressed assets part of loans amount outstanding of lenders (Bank & FI) of Rs. 384,005 lakhs converted into Preference Share Capital (including redeemable preference shares of Rs. 3,452 lakhs) during earlier year. In the year 2021-22, out of redeemable preference shares of Rs. 2.5 crore of Bank (a lender) also redeemed on 25.03.2022 as per the terms of agreement with a lender (a nationalised bank) (previous year redeemable preference shares of Rs. 2.5 crore redeemed).

Further, as envisaged in the above Agreement loan amount outstanding of JSW Energy Limited and FCCB having of Rs. 35,177 lakhs and Rs. 59,121 lakhs converted into Equity Share Capital in the Jan’2020. Company believes that above redemption of Redeemable Preference Shares ( as stated above) post issue of equity under the stated circumstances and also as per the opinion of an expert, is in compliance of the Provisions of Section 55 of the Companies Act,2013.

Note 19.2 - The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital

(i) Equity Share Capital

The Company has issued only one class of equity shares having a par value of Rs. 10/- per share which rank pari-passu in all respects including voting rights and entitlement to dividend.

In the event of liquidation, each share carry 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.

(ii) Preference Share Capital

The Authorised Share Capital provides for Preference Shares at a par value of Rs. 10/- , Rs. 100/-, Rs. 1,000/-, Rs. 1,00,000/- and Rs. 10,00,000/-.

(A) 150 nos. (previous year 175 nos.) 9.5% Cumulative Redeemable Preference Shares Face Value Rs. 10,00,000/- each

(i) These CRPS shall carry dividend @ 9.5% per annum (cumulative).The CRPS shall be non-participating in surplus and in surplus assets and profit, on winding up which may remain after the entire capital has been repaid. The CRPS shall carry a preferencial vis-a-vis equity shares with respect to payment of dividend or repayment of capital. The CRPS shall have a voting right as per the provision of section 47(2) of the Companies Act, 2013. The CRPS shall be redeemed by the Company at par in nine equal annual instalments of Rs. 250 Lakhs started from 26th March, 2020 and last instalment of redemption will be on or before 26th March, 2028, (ii) On account of the carried forward losses no dividend on these CRPS have been provided for in financial statements.

(B) 1,202 nos. 9.5% Cumulative Redeemable Preference Shares Face Value Rs. 1,00,000/- each

(i) These CRPS shall carry dividend @ 9.5% per annum (cumulative). The CRPS shall be non-participating in surplus and in surplus assets and profit, on winding up which may remain after the entire capital has been repaid. The CRPS shall carry a preferencial vis-a-vis equity shares with respect to payment of dividend or repayment of capital. The CRPS shall have a voting right as per the provision of section 47(2) of the Companies Act, 2013. The CRPS shall be redeemed as per the provision of the Bilateral Agreement dated 18th April, 2019 (between Company and Canara Bank ) subject to the provisions of the Companies act, 2013 and any other applicable law for the time being in force,(ii) Scheduled date of redemption (subject to bilateral agreement) :16th December, 2048, (iii) On account of the carried forward losses no dividend on these CRPS have been provided for in financial statements.

(C) 63 and 38,049 nos. 0.01% Cumulative Compulsory Convertible Preference Shares(CCPS) Face Value Rs. 1,00,000/- and 10,00,000/- each respectively

(i) These CCPS carry cumulative dividend @ 0.01% per annum. The CCPS shall be non-participating in surplus and in surplus assets and profit, on winding up which may remain after the entire capital has been repaid. The CCPS shall carry a preferencial vis-a-vis equity shares with respect to payment of dividend or repayment of capital. The CCPS shall have a voting right as per the provision of section 47(2) of the Companies Act, 2013.

(ii) The CCPS shall be Converted into such number of Equity Shares as may be determined at the time of conversion as per prevalling provision of Companies Act/SEBI/ RBI Rules and Regulations and Such equity shares so converted shall be listed on the stock exchanges where existing equity shares are listed and shall rank pari passu.

(iii) The CCPS shall have a maturity period of 29 years from the date of allotment and have right to be converted, at the option of CCPS holders after 20 years or earliers, as per the provision of the Companies act, 2013/SEBI Guidelines as prevalling at that time in to equity shares of the Company.

(iv) On account of the carried forward losses no dividend on these have been provided for in financial statements.

Note No. 19.5 - Equity shares reserved for issue under options and contracts / commitments for the sale of shares / disinvestments, including terms and amounts

The Company had signed a ‘Framework Agreement’ (the Agreement) dated 18th April 2019 with the Banks and Financial Institutions for restructuring of the outstanding Loans (in respect of its units JNSTPP JBTPP VHEP JNCGU including Corporate Loans) & interest accrued thereon as of 31st July 2018 with the revised terms & conditions. In terms of ‘the Agreement’ and as agreed upon, the Company had allotted Fully paid 0.01% Cumulative Compulsory Convertible Preference Shares (CCPS) for an aggregate amount of Rs. 3,80,553 lakhs on 23.12.2019, to its lenders on private placement basis.

No equity shares have been reserved for issue under options and contracts / commitments for the sale of shares/disinvestments other than mentioned above.

Security and Repayments for Term Loans and Working Capital limits

(ii) First ranking pari-passu charge on, assignment of Project Agreements, Trust & Retention account. Debt & Service Reserve Account and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Contracts/ loss proceeds, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Plant ;

(iii) Pledge of 648 Lakhs equity shares (Previous Year 648 Lakhs equity shares) of the Company held by JAL, the party to whom the company is associate , on pari passu basis among the lenders of JBTPP.

Repayments :

21.2(b) Rupee term loan outstanding Rs. 1,15,016 Lakhs (Previous year Rs.1,18,887 Lakhs) are repayable in 43 structured quarterly installments, as detailed as % age of principal outstanding as on 31st March, 2022 ; 4.47% in FY 2022-23, 9.13 % in FY 2023-24, 8.52% in FY 2024-25, 9.17% in FY 2025-26, 9.22% in FY 2026-27 and balance 59.49% from FY 2028 to 2034.

21.2(c) The aforesaid security ranks pari-passu with working capital lenders (i.e. IDBI Bank Limited, State Bank of India and Jammu & Kashmir Bank Ltd.) having outstanding balance (fund based) of Rs. 14,464 Lakhs (Previous Year - Rs. 14,630 Lakhs). Bank Guarantees/ LCs outstanding of Rs.1,748 Lakhs (Previous Year - Rs.1,901Lakhs) (margin money of Rs. 1,228 Lakhs against Bank Guarantees/ LCs outstanding) (previous year Rs.798 Lakhs)

21.3 1320 MW Jaypee Nigrie Super Thermal Power Plant:

21.3(a) Rupee Term Loans (after conversion of part of Debt into Equity under SDR scheme and conversion of part of Debt into CCPS & CRPS under restructuring as per Framework Agreement in earlier years) outstanding of Rs. 1,95,099 Lakhs (Previous Year 2,00,305 Lakhs) out of sanctioned amount of Rs. 7,31,500 Lakhs and out of short term financial assistance sanctioned amount of Rs, 4,600 Lakhs from consortium Banks and of Financial Institutions, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari-passu among all the participating Banks and financial Institutions viz. Punjab National Bank (PNB), Canara Bank, Central Bank of India, Oriental Bank of Commerce (merged with PNB), Bank of Baroda, Bank of Maharashtra, Indian Overseas Bank, Syndicate Bank (merged with Canara Bank), UCO Bank, United Bank of India (merged with PNB), State Bank of India, Corporation Bank (merged with Union Bank of India) , IDBI Bank Ltd., ICICI Bank Ltd., Edelweiss Assets Reconstruction Company Limited and LIC of India, are secured by way of :

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to the Jaypee Nigrie Super Thermal Power Plant ;

(ii) First ranking pari-passu charge on, assignment of Project Agreements, Trust & Retention account., all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Contracts, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Plant ;

(iii) Pledge of 6,291 Lakhs equity shares (Previous Year - 6,291 Lakhs equity shares) of the Company held by JAL, the party to whom the company is associate, on pari-passu basis with lenders of Jaypee Vishnuprayag HEP and

(iv) Letter of Comfort from Jaiprakash Associates Limited, the party to whom the company is associate, for the additional loan of Rs.1,64,500 Lakhs (Previous Year- Rs.1,64,500 Lakhs) Outstanding Rs. 98,705 Lakhs (Previous Year Outstanding Rs.98,705 Lakhs) {pre-restructuring balance merged with loan mentioned above in note no. 21.3(a)} in addition to above securities.

21.1 400 MW Jaypee Vishnuprayag HEP :

21.1(a) Rupee Term Loans (after conversion of Debt into Equity under SDR scheme in earlier years) aggregating to Rs. 58,129 Lakhs (Previous Year-Rs.61,541 Lakhs) outstanding out of sanctioned amount of Rs. 2,15,000 Lakhs, from Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari passu among all the participating Banks viz. State Bank of India [Including loan assigned by Bank of India and Andhra Bank (merged with Corporation Bank) during the earlier year], Oriental Bank of Commerce (merged with Punjab National Bank), Allahabad Bank (merged with Indian Bank), Bank of Baroda and IDBI Bank Ltd. by way of :

(i) First charge on 400 MW Vishnuprayag HEP’s present and future book debts, operating cash flows, receivables, commissions, revenue of whatsoever nature ; and

(ii) First charge on 400 MW Vishnuprayag HEP’s all the bank accounts including the Trust & Retention Account, Escrow Account of Uttar

Pradesh Power Corporation Limited and Debt Service Reserve Account and each of the other accounts required to be created by the Company under any 400 MW Vishnuprayag HEP financing document or any contract.

The loans are inter-alia also secured by way of:

(iii) First charge on 400 MW Vishnuprayag HEP’s all intangible assets, hypothecation of all the movable assets, assignment of Project Agreements and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Policies, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Plant ;

(iv) First ranking equitable mortgage on all rights, titles, interests and benefits in respect of immovable properties and assets of the 400 MW Vishnuprayag HEP ;

(v) Pledge of 6,291 Lakhs (Previous Year - 6,291 Lakhs) equity shares of the Company held by Jaiprakash Associates Ltd. (JAL) the party to whom the company is associate, on pari-passu basis with lenders of Nigrie Super Thermal Power Plant (except for term loan of Rs. 50,000 Lakhs (Previous Year - Rs.50,000 Lakhs) disbursed by State Bank of India); and

Repayments :

21.1(b) Rupee term loan outstanding Rs.58,129 Lakhs (Previous year Rs..61,541Lakhs) are repayable in 37 structured quarterly installments, as detailed as % age of principal outstanding as on 31st March, 2022 ; 4.49 % in FY 2022-23, 11.01% in FY 2023-24, 10.29 % in FY 202425,11.09% in FY 2025-26,11.14% in FY 2026-27 and balance 51.98% from FY 2028 to 2032 .

21.2 500 MW Jaypee Bina Thermal Power Plant:

21.2(a) Rupee Term Loans outstanding (after conversion of Debt into Equity under SDR scheme in earlier years) of Rs.1,15,016 Lakhs (Previous Year Rs.1,18,887 Lakhs) outstanding out of sanctioned amount of Rs. 2,25,800 Lakhs (original Rs.1,92,800 Lakhs and additional Rs.33,000 Lakhs) from consortium of Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari-passu among all the participating Banks viz. Punjab National Bank, Union Bank of India, Allahabad Bank (merged with Indian Bank), Canara Bank, Central Bank of India, State Bank of India, IDBI Bank Ltd., ICICI Bank Ltd. and The Jammu and Kashmir Bank Ltd., are secured by ;

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to Jaypee Bina Thermal Power Plant and

Repayments :

(v) There is a vacant land parcel admeasuring 64.741 Ha. which was acquired for the purpose of submergence as and when barrage level went up at Nigrie TPP on which security was to be created in favour of Lenders. However the same could not be created, as NOC from Govt. of Madhya Pradesh (GoMP) is yet to be received. In order to give requisite comfort to the lenders, a valuation exercise was conducted and as per valuation report, the fair market value of the said land is Rs. 453 Lakhs. Accordingly in lieu of Creation of Security in favour of the lenders, JPVL has provided cash collateral of INR 453 Lakhs in the form of FD and ICICI Bank has kept lien mark over the said FD. Further JPVL has also executed undertaking for negative lien on said parcel of land and given undertaking that the same will not be disposed-off without approval of the lenders.

Repayments :

21.3(b) Rupee term loan outstanding Rs. 1,95,099 Lakhs (Previous year Rs. 2,00,305 Lakhs) are repayable in 50 structured quarterly installments , as detailed as % age of principal outstanding as on 31st March, 2022 ; 2.02 % in FY 2022-23, 7.30 % in FY 2023-24, 7.30% in FY 2024-25, 7.30% in FY 2025-26, 7.30% in FY 2026-27 and balance 68.78% from FY 2028 to 2035.

21.3(c) The working Capital facilities sanctioned by ICICI Bank Ltd, Punjab National bank and IDBI Bank Ltd. are secured by pari-passu charge on the assets as per note no. 21.3 (a)(i)(ii) and note no. 21.5(a)(i) and outstanding balance (fund based) of Rs 29,404 Lakhs (Previous Year-Rs.31,897 Lakhs). Bank Guarantees outstanding of Rs. 5,858 Lakhs (margin money paid against above Bank Guarantees is of Rs.881Lakhs) (Previous Year-Rs.5,181 Lakhs,margin money paid against Bank Guarantees was of Rs.1,971 Lakhs) and Letter of Credit of Rs Nil (Margin money paid against above Letter of Credit of Rs Nil Lakhs ) (Previous Year-Rs. 1,463 Lakhs Margin money paid against Letter of Credit of Rs 146 Lakhs ).

21.4 Jaypee Nigrie Cement Grinding Unit:

21.4(a) Rupee Term Loan outstanding of Rs. 3,885 Lakhs (Previous Year Rs. 3,967 Lakhs) out of sanctioned/disbursed amount of Rs. 5,000 Lakhs by Canara Bank are secured by way of; first ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues, receivables and assignment of clinker supply and cement off take agreement pertaining to the Jaypee Nigrie Cement Grinding Unit.

Repayments :

21.4(b) Rupee term loan outstanding Rs. 3,885 Lakhs (Previous year Rs. 3,967 Lakhs ) are repayable in in 50 structured quarterly installments, as detailed as % age of principal outstanding as on 31st March, 2022 ; 0.15% in FY 2022-23, 7.30% in FY 2023-24, 7.30% in FY 2024-25, 7.30% in FY 2025-26, 7.30% in FY 2026-27 and balance 70.65% from FY 2028 to 2035.

21.5 Amelia (North) coal mine:

21.5(a) Financial assistance (after conversion of part of Debt into Equity under SDR scheme and conversion of part of Debt into CCPS under restructuring as per Framework Agreement in earlier years) of Rs.4,052 Lakhs (Previous Year - Rs. 4,098 Lakhs) availed from consortium of Banks viz Bank of Baroda, ICICI Bank Limited, Oriental Bank of Commerce (merged with PNB) and State Bank of India, out of sanctioned amount of Rs.15,700 Lakhs are secured by way of :

(i) First charge on the assets of Amelia (North) Coal Mine ranking pari passu with the term and working capital Lenders of Jaypee Nigrie Super Thermal Power Plant as per Note 21.3 (c) above (except assets which were specifically financed under equipment finance facility by SREI Equipment Finance Company Ltd., which shall be excluded from security package for lenders) on reciprocal basis.

21.5(b) Rupee term loan outstanding Rs. 4,052 Lakhs (Previous year Rs. 4,098 Lakhs ) are repayable in in 50 structured quarterly installments, as detailed as % age of principal outstanding as on 31st March, 2022 ; 5.07% in FY 2022-23, 7.07% in FY 2023-24, 7.07% in FY 2024-25, 7.07% in FY 2025-26, 7.07% in FY 2026-27 and balance 66.65% from FY 2028 to 2035.

21.6 (a) Rupee Term Loan/Corporate Loan:

(i) Rupee Term Loan of Rs. 2,958 Lakhs ( Previous Year - Rs. 3,019 Lakhs) (after conversion of Debt into Equity under SDR scheme in earlier year) outstanding out of sanctioned amount of Rs. 1,00,000 Lakhs by State Bank of India, is secured by way of residual charge on all movable and immovable assets of the Company on pari-passu basis with, Corporate Loan of Rs.1,20,000 Lakhs & Rs. 15,000 Lakhs by ICICI bank & IDBI Bank respectively and also secured by way of pledge of 1,500 Lakhs equity shares of the Company held by JPVL Trust (Previous Year-1,500 Lakhs equity shares) .

(ii) Rupee Term Loan of Rs. 62,213 Lakhs ( Previous Year - 63,274 Lakhs) (after conversion of Debt into Equity under SDR scheme in earlier years) outstanding out of sanctioned amount of Rs. 1,20,000 Lakhs by ICICI Bank, is secured by way of residual charge on all movable and immovable assets of the Company on pari-passu basis with Corporate Loan of Rs.1,00,000 Lakhs by State Bank of india, Corporate Loan of Rs.15,000 Lakhs by IDBI Bank and also secured by way of pledge of

3.860 Lakhs equity shares of the Company held by JAL (Previous Year-

3.860 Lakhs equity shares) and pledge of 192.11 Lakhs equity shares of the Company held by JPVL Trust (Previous Year-192.11 Lakhs) and Non Disposal Undertaking for 1,021.89 Lakhs equity shares of the Company held by JAL (Previous Year-1021.89 Lakhs)

(iii) Rupee Term Loan of Rs. 8,703 Lakhs ( Previous year - Rs.8,831Lakhs) outstanding out of sanctioned amount of Rs. 15,000 Lakhs by IDBI Bank , is secured by residual charge on all movable and immovable assets of the Company on pari-passu basis with Corporate Loan of Rs.1,00,000 Lakhs by State Bank of india, Corporate Loan of Rs.1,20,000 Lakhs by ICICI bank and also secured by way of pledge of 315 Lakhs equity shares (Previous Year 315 Lakhs) of the Company held by JPVL Trust , pleadge of 1,206 Lakhs shares( Previous Year 1206 Lakhs shares) of the company held by JAL, the party to whom the company is associate and personal guarantee of Shri Manoj Gaur, Chairman of the Company.

(iv) Corporate loan of Rs.40,000 Lakhs availed from ICICI Bank Limited had been repaid in financial year 2015-16. However, pledge of 783 Lakhs equity shares (Previous year - 783 Lakhs equity shares) of the Company held by JAL are yet to be released by ICICI Bank Limited.

(v) Corporate loan of Rs.50,000 Lakhs availed from ICICI Bank Limited had been repaid in financial year 2016-17. However, pledge of 1755 Lakhs equity shares (Previous Year-1,755 equity shares) of the Company held by JAL, 1433 Lakhs equity shares (Previous year - 1,433 Lakhs equity shares) of the Company held by JPVL Trust are yet to be released by ICICI Bank Limited.

Repayments :

(vi) Corporate loan State Bank of India - Rupee Term Loan outstanding of Rs. 2,958 Lakhs (Previous year Rs. 3,019 Lakhs) is repayable in 50 structured quarterly installments, as detailed as % age of principal outstanding as on 31st March, 2022 ; 3.29% in FY 2022-23, 6.89% in FY 2023-24, 6.89% in FY 2024-25, 6.89% in FY 2025-26, 6.89% in FY 2026-27 and balance 69.15% from FY 2028 to 2035.

(vii) Corporate loan ICICI Bank - Rupee Term Loan outstanding of Rs.62,213 Lakhs (Previous year Rs. 63,274Lakhs) is repayable in 50 structured quarterly installments, as detailed

the hearing held on 03rd February, 2020. In view of implementation of Debt Resolution Plan as stated above, some of the lenders who had earlier initiated action under the SARFAESI Act, were withdrawn all such legal proceedings against the Company during earlier years.

as % age of principal outstanding as on 31st March, 2022 ; 3.29% in FY 2022-23, 6.89% in FY 2023-24, 6.89% in FY 2024-25, 6.89% in FY 2025-26, 6.89% in FY 2026-27 and balance 69.15% from FY 2028 to 2035.

(viii) Corporate loan IDBI Bank - Rupee Term Loan outstanding of Rs. 8,703 Lakhs (Previous year Rs. 8,831 Lakhs) is repayable in 50 structured quarterly installments, as detailed as % age of principal outstanding as on 31st March, 2022 ; 3.29% in FY 2022-23, 6.89% in FY 2023-24, 6.89% in FY 2024-25, 6.89% in FY 2025-26, 6.89% in FY 2026-27 and balance 69.15% from FY 2028 to 2035.

21.6(b) The outstanding loans balances are excluding Ind AS adjustment of Rs.1631 Lakhs (previous year Rs. 1841 Lakhs).

21.7 All above term loans/debts and working capital facilities mentioned in note no. 21.1,21.2, 21.3, 21.4,21.5 & 21.6 are also additionaly secured by personal guarantee of Shri Manoj Gaur, Chairman of the Company.

21.8 Resolution/ Revival plan

(i) The financial performance and cash flows of the Company have been adversely impacted by the overall stress in the power sector and also due to specific challenges faced by the Company in the previous year(s) in its Thermal Power Plants, viz. Nigrie Super Thermal Power Plant (Nigrie STPP) and Bina Thermal Power Plant (Bina TPP), prominent of which are de-allocation of coal mines by the Hon’ble Supreme Court of India in September 2014, delay in new PPAs in Nigrie STPP abnormally low merchant tariffs and insufficient availability of coal, lower PLF in Bina TPP due to dispatch schedule of very low off take by State loan Dispatch Centre (SLDC), which is technically not feasible to run the plant optimally and forcing Company to sell balance power on power exchanges at market driven tariff resulting unremunerative prices and insufficient availability of coal etc. These factors have put significant strain on the Company’s ability to service the dues of lenders.

(ii) Lenders had invoked SDR during financial year 2016-17 as per RBI guidelines for stressed assets. Consequent to that the Company had allotted 30,580 lakhs equity shares at Rs.3,05,800 lakhs on 18.02.2017 to Banks and Financial Institutions upon conversion of part of their outstanding loans/ interest. The lenders shareholding stood at 51% as on 18.02.2017, which stands reduced to 23.12 % as on 31.03.2022 of paid up capital of the Company. The lenders who are holding equity share capital of the Company, had to offload the shareholding as per RBI guidelines. The lenders had invited bids for divestment of part of their equity in the Company in earlier year. Since the response was not satisfactory, lenders closed the process.

(iii) The Company had signed a ‘Framework Agreement’ (the Agreement) dated 18th April 2019 with the Banks and Financial Institutions for restructuring of the outstanding Loans (in respect of its units JNSTPP JBTPP VHEP JNCGU including Corporate Loans) & interest accrued thereon as of 31st July 2018 with the revised terms & conditions. In terms of ‘the Agreement’ and as agreed upon, the Company had allotted (i) Fully paid 0.01% Cumulative Compulsory Convertible Preference Shares (CCPS) for an aggregate amount of Rs.3,80,553 lakhs on 23.12.2019 and (ii) Fully paid up 9.50% Cumulative Redeemable Preference Shares (CRPS) for aggregate amount of Rs.3,452 lakhs (CRPS of Rs.1,202 lakhs and Rs.2,250 lakhs allotted on 16.12.2019 and 23.12.2019 respectively), to its lenders on private placement basis.In view of the above ‘Framework Agreement’ and post filing of withdrawal pursis by ICICI bank before the Ahmedabad Branch of National Company Law Tribunal (the NCLT), the NCLT had allowed ICICI bank to withdraw its Insolvency and bankruptcy petition (earlier filed u/s 7) vide Order dated 10th January 2020. On the signing of ‘the Agreement’, Corporation Bank, which had initiated recovery proceedings against the Company in Debts Recovery Tribunal-III (DRT), New Delhi, had filed an application for the withdrawal of original application, which had been allowed by DRTIII, New Delhi in

(iv) (a) Repayment schedules and interest rates of secured lenders mentioned herein the note no. 21 is in accordance with Framework Agreement dated 18th April 2019 (the agreement).

(b) As per the terms of the agreement, if in the opinion of the Lenders, the profitability and cash flows of the Company improves, the Lenders shall have the right to receive recompense for the sacrifices made by them in accordance with the IRAC Norms.Provided that the maximum amount of recompense should be limited to the sum of waivers provided by the Lenders and the present value of future economic loss on account of reduction in interest rate and/or on account of any changes to the repayment schedule.

(c) During the prevous year, Company had made prepayment of Loan to lenders from the proceed of divestment of Jaypee Powergrid Limited. As per Framework Agreement prepayment in relation to realigned debts shall be applied in the chronological order towards balance instalments in relation to payment of principal of the realigned debts. Accordingly, company had treated the prepayment against the repayment of FY 2021-22 and part prepayment for FY 2022-23 hence no current maturities of Loans had been shown in financial statements as on 31st March 2021.

21.9 Unsecured Loans

(i) Unsecured loan outstanding of Rs.1,000 Lakhs (interest free)(Previous Year - 1,000 Lakhs) is repayable to Government of Uttarakhand/ Uttar Pradesh against sanctioned amount of Rs. 2,500 Lakhs, which would be paid after having decision arrived between Government of Uttar Pradesh and Government of Uttarakhand for receipt of said payment.

(ii) Oustanding loan from other of Rs. 12,000 Lakhs (Interest free) (previous year Rs. 12,000 Lakhs) [excluding Ind AS impact of Rs.1019 Lakhs (previous year Rs.1972 Lakhs] is repayable to a body corporate(JSW Energy Ltd.), after payment of 10% of restructured debts due as on the date of implementation of the resolution plan to the secured lenders under the resolution plan and repayble in quarterly instalments from the cash flow of Company after meeting the scheduled debts service payments to its lenders in respect of the restructured debts and its operating expenses but in priority to any and all other payments or obligations of Company.

21.10 Impact of the above stated ‘Agreement’ (the Agreement as stated in note no. 21.8(iii)) had been given in earlier year to the extent information/ confirmation received from the lenders. Further, balances of certain lenders, banks and other liabilities are subject to confirmation/ reconciliations. In the opinion of the management, there will not be any material impact on confirmation/reconciliations.(read with note no.

21.11 below).

21.11 Certain charges are pending for satisfication due to pending release of charge/NOC from respective lenders/security trustee as on 31st March,2022. The Company is in the continuous follow up/process of

filing the charge satisfaction e-form with MCA, within the timelines, as and when it receives NOCs from the respective charge holders.

21.12 Interest rates (excluding penal interest) on above loans are as follows:

(i) Vishnuprayag HEP Loans: Interest rate at 9.50% p.a.

(ii) Bina TPP Loans (including working capital facility): Interest rate at 9.50% p.a.

(iii) Nigrie STPP Loans (including working capital facility): Interest rate at 9.50% p.a.

(iv) Amelia Coal Mine Loans: Interest rate at 9.50% p.a.

(v) Nigrie Cement Grinding Unit Loan: Interest rate at 9.50% p.a.

(vi) Corporate Loans: Interest rate at 9.50% p.a.

Note 46 Financial Commitments for Subsidiaries:

The Company along with its associates is to infuse equity in Jaypee Arunachal Power Ltd. (JAPL) and Jaypee Meghalaya Power Ltd. (JMPL) JV subsidiary & subsidiary company respectively to the extent of 89% and 74% respectively.In the previous year, State Government of Meghalaya has advised that the 270 MW Umngot HEP will not be operationalised till further Orders and during the previous year 2020-21 State Government of Meghalaya has forfeited the up front fees paid amounting to Rs. 135 Lakhs in pursuance of the termination of Agreement for 270 MW Umngot HEP Accordingly, during the previous year (2020-21) company has provided for amounting to Rs. 135 Lakhs as diminution in value against investment of Rs. 846 Lakhs . Till 31st March, 2022 the company has made total Investment of amounting to Rs. 22,872 Lakhs (Previous Year Rs.22,867 Lakhs) in JAPL and of Rs. 846 Lakhs (Previous Year Rs.841 Lakhs) in JMPL.

Note 47

In the earlier years, Uttar Pradesh Power Corporation Ltd. (UPPCL) had sent notice/ recovery plan in respect of unit VHEP for recovery of Rs. 39,970 lakhs (including carrying cost of Rs. 2916 lakhs for year ended 31st March,2022 and Rs 8,193 lakhs for the financial year 2018-19 to 2020-21) (as at 31.03.2021 Rs. 37,054 lakhs) being amount excess paid to the Company as assessed and estimated by the UPPCL on account of carrying cost (excess payment made to the Company towards income tax and secondary energy charges for financial years 2007-08 to 2019-20 and 2014-15 to 2019-20 respectively) and hold back Rs. 16,044 Lakhs till March’22 (up to March’21 Rs. 9,140 Lakhs) including recovery for carrying cost of Rs 11,109 lakhs (upto March’21 Rs. 8,193 Lakhs) as stated above. Based on the legal opinion obtained by the Company, the action of UPPCL for denying income tax and secondary charges and holing / deducting amount, is not as per the terms of the power purchase agreement (PPA), and the Company had filed a petition with Uttar Pradesh Electricity Regulatory Commission (UPERC) against UPPCL for the aforesaid recovery. UPERC vide its order dated 12th June,2020 had disallowed the claims of the Company and upheld the recovery/proposed recovery of excess payment made. Against the Order of UPERC the Company has preferred an appeal before APTEL. Meanwhile in 2020-21 UPPCL and Company both have agreed that recovery of amount paid in excess (subject to ongoing reconciliations and final outcome of appeal filed with APTEL for revision in design energy) to be made from monthly power sale invoices raised/to be raised for next 7 years starting from FY 2021-22. In addition to that as per recovery plan, UPPCL will charge carrying cost on outstanding amount @SBI MCLR plus 350 basis points starting from financial year 2021-22 to financial year 2027-28. In view of the above and considering prudence, from 2020-21 onwards, revenue from UPPCL has been accounted for net of the component of income tax and excess secondary energy charges. Pending the decision on Company’s appeal filed with Appellate Tribunal for Electricity (APTEL) as stated above, no provision in these financial statements has been considered necessary by the management against the disallowances of income tax and secondary energy charges of Rs. 39,970 lakhs and carrying cost (amount unascertainable). Further the management believes that it has credible case in its favour and accordingly amount which has been deducted by UPPCL of Rs.16,044 Lakhs (shown as part of trade receivables) is considered good and same is recoverable with interest from UPPCL Note 48 Entry Tax

(i) The Company has not made provision against Entry Tax in respect of Nigrie STPP (including Nigrie Cement Grinding Unit) of amounting to Rs.10,871 Lakhs (Previous year Rs.10,871 Lakhs) and interest thereon (Interest impact unascertainable). In respect of Unit- Nigrie STPP (including Nigrie Cement Grinding Unit) receipt of approval for extension of the time for eligibility of exemption from payment of Entry Tax is pending from concerned authority, for which the company has made representations before the concerned authority and management is confident for favourable outcome. Against the above entry tax demand, till date Rs.6,085 Lakhs (Previous year Rs. 5,885 Lakhs) has been deposited (and shown as part of other non-current assets) which is in the opinion of the management good and recoverable.

(ii) In respect Bina TPP Company has received letter dated 20.03.2020 of Entry Tax Exemption from Madhya Pradesh Industrial Development Corporation Limited (Govt of Madhya Pradesh Undertaking) for the period commencing from 12.03.2013 and ending on 30.06.2017. Company is in process filing necessary application/appeals for getting quashed all demands raised by commercial tax department till date. Total Entry Tax demand amounting to Rs 12,206 lakhs (previous year Rs. 12,206 lakhs) against which Rs. 1,963 lakhs (previous year Rs. 1,963 lakhs) has been deposited (and shown as part of other non-current assets) which is in the opinion of the management good and recoverable.

Note 49 Disputed Green Energy Cess & Water Tax (Vishnuprayag HEP)

Company has not made the provision amounting to Rs. 10,770 Lakhs (Previous year Rs.9,204 Lakhs) and Rs. 4,671 Lakhs (Previous year Rs. 3,966 Lakhs) of Green Energy Cess and Water Tax respectively against the demand and an appeal filed before The Hon’ble High Court of Uttarakhand at Nainital which has granted stay in January, 2017. Subsequently in February''2021, in case of wate cess, Hon''ble High Court of Uttarakhand at Nainital passed a common Order against the Company throught a common judgement for all petitioners against which a special appeal has been filed in March,2021 before division bench headed by Honible Chief Justice of Hon''ble High Court of Uttarakhand at Nainital and stay has been granted against the Order passed in February,2021 for Water cess. Currently matters are pending in the Hon’ble High Court of Uttarakhand at Nainital. The Management is confident that no demand will be crystallized due to the amended implementation agreement dated 22nd March, 2003 in which it has mentioned that Vishnuprayag HEP, being a run of the river scheme, shall utilize the flowing water of the river to generate electricity. Such right to utilize water available upstream of the project are granted by Government of Uttaranchal for non-consumptive use without charging any royalty, duty, cess or levy of any kind.

Note 50

Disclosure as required under Notification No. G.S.R.(E) dated 4th September,

Note 51

During the previous year 2020-21, the Company, in terms of the definitive agreement signed (Share Purchase Agreement) dated March 19, 2021 with the Power Grid Corporation of India Limited (The JV Partner), had sold of its 74% equity stake (22,20,00,000 nos. fully paid-up equity shares) in a JV subsidiary Company Jaypee Powergrid Limited (JPL), for total consideration of Rs 35,450 lakhs (including recoverable of Rs 285 lakhs as on 31.03.2021 on account of accretion in the book value of JPL between March 01, 2021 and Closing Date i.e. March 25, 2021).Profit on sale of investment in JPL (JV Subsidiary Company) amounting to Rs. 13,250 Lakhs has been shown as part of exceptional items in books of previous year 2020-21.

Note 52

In respect of Bina TPP revenue amounting to Rs 17,706 lakhs (till 31st March 2021

Rs19,535 lakhs) related to invoices raised on MPPMCL for capacity charges for the month of April’20, May’20 and August’20 to October’20 which has been disputed by MPPMCL as notices of invoking force majeure clause as stated in note 58 below had been served and/or non-scheduling of power by MPPMCL. In the Opinion of the Management considering the prevailing Madhya Pradesh Electricity Grid Code (revision -ii), 2019 (MPEGC, 2019) and based on opinion of an expert (legal opinion taken by the Association of Private Electricity Generating Stations of MP), the MPPMCL is liable to make payment of capacity charges for declared availability of Contracted Capacity under PPA and for which invoices had been raised in terms of PPA signed between company and MPPMCL. Further, during the year, Company has also filed petitions with Madhya Pradesh Electricity Regulatory Commission (MPERC) for the recovery of capacity charges as stated above. Considering above stated facts and pending decision of the MPERC, amount stated above which is overdue for payment, has been considered good and fully recoverable by the management.

Note 53

(a) The Company has investment of Rs. 78,795 lakhs (previous year Rs. 78,785 lakhs) in subsidiary companies [including investment in SPGCL as stated in note no. (c) below]. No provision for diminution in value against certain these long-term investments has been considered necessary by the management,

as in the opinion of the management such diminution is temporary in nature considering the intrinsic value of assets, future prospects and management is confident for settlement of claims in their favour.

(b) During the year, based on the Management assessment, fair valuation of long-term investment in Trust has been carried out. Accordingly, a reversal of provision of amounting to Rs. 12,215 lakhs has been made and included in the other income (Previous year Rs. 9,118 Lakhs).

(c) Investment in Sangam Power Generation Company Limited (SPGCL) Sangam Power Generation Company Limited (SPGCL, a Subsidiary Company) was acquired by JPVL (the Company) from Uttar Pradesh Power Corporation Ltd (UPPCL) in earlier year for implementation of 1320 MW Power Project (Karchana STPP) at Tahsil Karchana, Distt. Allahabad, Uttar Pradesh. The Company has investment of Rs.55,207 lakhs (5,520 lakhs equity shares of Rs. 10/- each fully paid till 31/03/2022) in SPGCL. In the books of SPGCL, amount aggregating to Rs.16,055 lakhs (excluding value of land) is shown as expenditure incurred during the construction and incidental to setting up of the project, capital advances etc. and same been carried over since long and the Net Worth of SPGCL have been eroded significantly as on 31st March, 2022. In view of abnormal delay in handing over the physical possession of land by UPPCL, SPGCL had written to UPPCL in earlier year and to all procurers of power that the Power Purchase Agreement (PPA) be rendered void and cannot be enforced. As advised, draft of Share Purchase Agreement (SPA) was sent to UPPCL / UPRVUNL by SPGCL for their approval but there was abnormal delay in resolving the matter by UPPCL, therefore SPGCL had withdrawn all its undertakings given to UPPCL and also had filed a petition before Hon’ble UPERC (State Commission) for release of performance bank guarantee and also for payment against claim lodged of Rs 1,15,722 lakhs. UPERC vide its Order dated 28.06.2019 has allowed claim (of SPGCL) for Rs.25,137 Lakhs along with interest @ 9% p.a. on Rs.14,925 lakhs for the period from 11.04.2014 to 31.03.2019 and also directed UPPCL to immediately release Performance Bank Guarantee (Rs. 99 crore) to SPGCL and SPGCL to transfer the entire land parcel to UPPCL. UPPCL had appealed against the said order in APTEL and SPGCL had also filed counter appeal. During the current year, APTEL vide its order dated 14th July, 2021, upheld the State Commissions order dated 28.06.2019 and directed State Commission to complete the verification of relevant documents of the claim filed by SPGCL within a period of three months from the date of pronouncement of this judgment and crystallize the total amount to be paid to SPGCL. SPGCL has filed application with Hon’ble UPERC for verification of expenditure and payment thereof and release of performance bank guarantee. Further, UPPCL has filed an appeal with Hon’ble Supreme Court against above mentioned order of APTEL and also Company has filed an appeal with Hon’ble Supreme Court against the order of APTEL. Hon’ble Supreme Court has stayed the Order of APTEL. Further pursuant to the Order of Hon’ble Supreme Court, application filed with UPERC has been kept in abeyance. Pending these and management is confident about settlement of claims in its favour, no provision against diminution in value of investment, has been considered necessary at this stage.

Note 54

During last quarter of financial year ended 31st March 2021, the Company was declared successful bidder for sand mining in the State of Andhra Pradesh and as per the contracts signed with Director Mines & Geology (DMG), Government of Andhra Pradesh, the Company was required to pay in total Rs. 1528.80 crore to DMG over a period of two years as fortnightly upfront payment/instalments (w.e.f. 16 May 2021 in fortnightly instalment). The Sand Contracts have been Sub-contracted to a party (Sub-contractor) on back to back basis and mining has been commenced in current financial year. However certain conditions (including opening of Escrow account) are pending. The balances of DMG and sub-contractor is in process of reconciliations. Management believes that there will not be any material impact on the profit for the year and the state of affairs of the Company on reconciliation/confirmation.

Note 55

In view of fair value for all property, plant & equipment of power plants (Jaypee Nigrie Super Thermal Power Plant and Jaypee Bina Thermal Power Plant) (including Land, Building, Plant & Machinery capitalized or under CWIP) being excess as compared to the carrying value, as estimated by a technical valuer, management does not anticipate any impairment amount which is to be provided at this stage in the financial statement in the value of property, plant and equipment (including capital work-in-progress) based on the condition of plant, market demand and

supply, economic and regulatory environment and other factors.

Note 56 Jaypee Nigrie Cement Grinding Unit

2.0 MTPA cement grinding unit of the Company namely Jaypee Nigrie Cement Grinding Unit (JNCGU) which commenced commercial operation in June, 2015 and is presently operational at low capacity.

Fair value of JNCGU being excess as compared to the carrying value of Rs. 23,699 Lakhs (previous year Rs. 24,640 Lakhs) as assessed by the management considering the expected future cash flows, Also management is of the view that no impairment provision in the carrying amount of property, plant & equipment (including capital work in progress) is necessary at this stage considering above stated reason.

Note 57

Exceptional items for the previous year includes:

(i) Profit on sale of investment in JPL (JV Subsidiary Company) amounting to Rs. 13,250 Lakhs (ii) Provision for diminution in value of investment in Jaypee Meghalaya Power Limited (Subsidiary Company) amounting to Rs. 135 Lakhs (iii) Write back of FCCBs of amounting to Rs. 11,250 lakhs who had not accepted the option given /applied for conversion in terms of the Second Supplementary Trust Deed.

Note 58

On account of outbreak of Coronavirus (Covid-19), in the previous year there was lockdown across the country / frequent lockdown for a significant period and there were disruption in business activities however, the Company had continued to generate and supply electricity to its customers, which had been declared as an essential service by the Government of India. However the Company had also received notices for invoking force majeure clause provided in the power purchase agreement (PPA) by M.P Power Management Company Limited (MPPMCL) and UPPCL in respect of units JNSTPP & JBTPP and VHeP respectively and PTC with whom Company has short term PPA which had been suitably replied by the Company / clarified that the said situation is not covered under force majeure clause, considering generation and distribution of electricity falls under essential services vide notification dated March 25, 2020 issued by Ministry of Home Affairs, Government of India. The Power Ministry had also clarified on April 6, 2020 that the parties to the contract to comply with the obligation to pay fixed capacity charges as per PPA to the Power Producers. The management believes that there will not be much of impact likely, due to this pandemic on the business of the Company in long term.

Note 59

(a) Pending confirmations/reconciliation of balances (this is to be read with note no. 54) of certain secured and unsecured borrowings (current & noncurrent), banks (including certain fixed deposits), trade receivables/payables (including of micro and small) and others (including capital creditors and of Sub-contractors, CHAs and receivables/payables from/to related parties), liabilities, loans & advances and inventory lying with third parties/in transit balances as per the books has been considered. The management is in the process of reconciliation /confirmation of the same and is confident that there will not be any material impact on the profit for the year and the state of affairs of the Company on such reconciliation /confirmation (this is to be read with note no. 21.10).

(b) In view of the financial constrains and to get longer credit period the company is procuring Coal for power generation by making arrangement with coal handling agents (CHAs) (who engaged for lifting and transportation of Coal from different collieries). Sometimes there have been delays in supply of Coal by CHA(s) as they had to procure coal from mines located at distance places and having substantial value and volume and also quality variance. The management is in process to further strengthen its internal control over handling /transportation, receipt, consumption etc of coal through process automation. Also, the Company has regular system of physical verification which is carried out by independent third party.

(c) Overdue receivables of amounting to Rs. 53,045 Lakhs (including interest of Rs.11,735 lakhs on delayed payment/overdue receivables) [Previous year Rs. 40,818 Lakhs (including interest of Rs. 6,575 lakhs on delayed payment/overdue receivables) ] (including of note no. 47& 52) for which management has initiated legal and other persuasive action for the recovery and is confident about the recovery/realisation of the same. Accordingly these been considered good and realisable by the management.

(d) In earlier year, company had claimed Additional Coal levy of Rs. 295 per metric tonne from MPPMCL amounting to Rs. 2245 lakhs (approx.) (included

in overdue receivables in (c) above) in respect of Nigire STPP. During the current year, Company has received order of APTEL pertaining to additional levy of Rs. 295 per metric tonne imposed on original allottees of the captive coal block does not entitle to be included in the determination of the generation tariff to be passed on to the end consumers. Company has filed review petition in APTEL against the above stated order and the same is pending. Company has also filed an appeal in Hon''ble Supreme Court against the above stated order. Pending this, no provision has been considered necessary by the management.

(e) One of the Capital supplier, having outstanding balance of Rs.11,742 Lakhs as on 31.03.2022 (previous year Rs.1,1742 Lakhs), has initiated arbitration proceedings against the Company and has filed claims of Rs. 465,46 Lakhs, Company has also filed counter claim of Rs. 162,613 Lakhs. Currently, both the matters are pending before the Arbitration Tribunal. The Company has credible grounds in its favour and strongly believes that claims of supplier has no merits, Accordingly no provision has been considered necessary by the management at this satge.

Note 60

The Company is in process of reconciling the data of GSTR 2A with GSTR 3B. In view of the management, on final reconciliation the impact will not be material. Note 61 Tariff/ Billing/ True up:

(a) Jaypee Bina Thermal, Power Plant (JBTPP):

Capacity charges of JBTPP for control period FY 2019-20 to 2023-24 are determined by MPERC vide Multi Year Tairff (MYT) Order dated 30.04.2021. Capacity charges determined are subject to be true up on the basis of audited financial statements. Since, no Tariff had been approved for FY 201920, FY 2020-21 and FY 2021-22 by MPERC till April 2021, JBTPP during FY 2019-20, FY 2020-21 and April 2021 raised invoices on MPPMCL on the basis of Capacity Charges determined for FY 2018-19 Vide MYT order for control period 2016-2019. Since MPERC has issued MYT Order for control period FY 2019-20 to FY 2023-24. adjustment of revenue in for the period from 01.04.2019 to 30.04.2021 has been made in current year.

JBTPP has filed the following petitions and proceedings for the same are in progress:

(i) Appeals with APTEL against True up Orders for Tariff of FY2014-15, FY2015-16, FY 2016-17 FY 2017-18, FY 2018-19. FY 2019-20 and MYT Order for 2019-24 for certain disallowances in tarrif.Further application filed with MPERC for recovery of bills disputed by MPPMCL on account of invoking force majeure clause and/or non-scheduling of power due to RSD.

(b) Jaypee Nigrie Super Thermal Power Plant (JNSTPP):

Capacity charges of JNSTPP for control period FY 2019-20 to 2023-24 are determined by MPERC vide Multi Year Tairff (MYT) Order dated 03.05.2021. Since, no Tariff had been approved for FY 2019-20 FY 2020-21 & FY 202122 by MPERC till April 2021 , JNSTPP during FY 2019-20, FY 2020-21 & April 2021 raised invoices on MPPMCL on the basis of Capacity charges determined for FY 2018-19 vide MYT order control period 2016-2019. Since MPERC has issued MYT Order for control period fY 2019-20 to FY2023-24 adjustment of revenue in for the period from 01.04.2019 to 30.04.2021 has been made in current year.

JNSTPP has filed the following petitions and proceedings for the same are in progress:

(i) Appeals with APTEL against Trueup Orders for Tariff of FY2015-16, FY 2016-17, FY 2017-18, FY2018-19 and FY2019-20 for certain disallowances in tarrif.

(ii) Appeal with APTEL for disallowance in Tariff by MPERC in MYT Order

for the period FY2016-17 to FY 2018-19 and for the period FY2019-20 to FY 2023-24.

(iii) Appeal with APTEL for disallowance of capital cost by MPERC in determination of capital cost vide Order dated 24.05.2017 for FY 14-15 and FY 15-16.

(iv) On the auction of certain coal mines by the Central Government in earlier year, as per the provisions of rules framed thereunder, the Amelia (North) Coal Mines was allotted to JPVL for the end use of power generation at JNSTPP with payment of additional premium of Rs 612/- per MT

Additional premium is in the nature of charge payable for getting the right to mine coal from the captive coal mine allocated to the Company, and accordingly has been treated as capital cost for calculation of capacity charges. The same is not accepted by Regulatory Commission and appeal is pending with APTEL. In the opinion of the management, the company has credible good case. Accordingly, the payment made for Additional Premium has been reflected as Expenditure in the books of accounts of the company as a matter of principal of prudence. The treatment of amount paid towards Additional Premium will be revised accordingly for the purposes of Capacity Charge Calculation on final settlement /decision of the APTEL.

(c) Vishnuprayag Hydro Electric power plant (VHEP)

(i) In respect of Vishnuprayag HEP Company has accounted for revenue for the year ended 31st March, 2022 based on provisional tariff computed in accordance with Power Purchase Agreement (PPA) and various orders of UPERC and the same is subject to true up.

(ii) Design energy of Vishnuprayag HEP (1774.42 MU) has been revised considering release of minimum average water flow from river as per Hon''ble NGT Order dated June 05, 2018 from 03.10.2018 to 14th December 2019 (1695.54 MU) and w.e.f 15th December 2019 (1432.28MU) as per Central Government notification no SO 5195(E) dated 09.10.2018 and further amended vide notification no SO 3286(e) dated 14.09.2019 through Barrage for aquatic life, which is more than the release of water flow as mentioned in the PPA. The revision of design energy has been approved by CEA.

A petition was filed with Hon''ble UPERC for amendment in PPA in respect of Design Energy and Tariff.

UPPCL has objected the revision in design energy and submitted a representation with CEA for review of approved design energy on the grounds that current generation is more than/ equal to original design generation. UPERC vide its Order dated 22.02.2021 has not accepted the change in design energy and Ordered that in case actual saleable generation is less than design energy then full primary energy charges will be paid. An Appeal has been filed against the said Order with APTEL by the Company."

(d) W.e.f. 01.04.2019, for the purpose of Tariff determination rate of interest is considered @ 9.50% by MPERC vide MYT Orders for control period 20192024 for JBTPP and jNsTPP In view of Framework Agreement [note no. 21.8(iii)] interest cost charged to P&L of year 2019-20 and subsequent year is @ 9.50% p.a. [on implementation of debt restructuring (scheme)] however the lenders have the right of recompense. Whenever lenders exercise this right and recompense is received to them, the same will be claimed in tariff rate calculation. In case of VHEP, for the purpose of interest on Working capital, Interest rate of 12.40% has been considered on working capital. In view of Framework Agreement [note no. 21.8(iii)] interest cost charged to P&L of year 2019-20 and subsequent year is @ 9.50% p.a. [on implementation of debt restructuring (scheme)] however the lenders have the right of recompense.

The fair values of current debtors, cash & bank balances, security deposit to government department, current creditors and current borrowings and other financial liability are assumed to approximate their carrying amounts due to the short-term maturities of these assets and liabilities.(read with note no 44(e) and 53(a) & (b) ).

(iii) Valuation techniques used to determine Fair value

The Company maintains policies and procedures to value financial assets or financial liabilities using the best and most relevant data available. The fair values of the financial assets and liabilities are included at the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

Note 65 (2): FINANCIAL RISK MANAGEMENT

The Company’s principal financial liabilities, other than derivatives, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assets include loans, trade and other receivables and cash and cash equivalents that are derived directly from its operations

The Company’s financial risk management is an integral part of how to plan and execute its business strategies. The Company is exposed to market risk, credit risk and liquidity risk. The company’s focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance.

The Company''s activities are exposed to market risk, credit risk and liquidity risk. i Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices comprise three types of risk: currency rate risk, interest rate risk and other price risks, such as equity price risk and commodity price risk. Financial instruments affected by market risk include loans and borrowings, deposits, investments, and derivative financial instruments.

The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks.

(a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. In order to optimize the Company''s position with regard to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of the fixed rate and floating rate financial instruments in its total portfolio .

(b) Foreign currency risk

The Company has no foreign currency trade payables and receivable outstanding as on 31st March, 2022 and is therefore, not exposed to foreign exchange risk.

(c) Commodity Risk

Commodity Price Risk of the Company will fluctuate on account of changes in market price of key raw materials.The Company is exposed to the movement in price of key raw materials in domestic market The Company has in place policies to manage exposure to fluctuations in the prices of the key raw materials used in operations.

ii Credit risk:

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company. The Company’s credit risk arises from accounts receivable balances on sale of electricity is based on tariff rate approved by electricity regulator. The credit risk is very low as the sale of electricity is based on the terms of the PPA which has been approved by the Regulator. The concentration of credit risk is very limited due to the fact that the large customers are mainly government entities.

In general the average credit period on sales of energy (PPAs) is 21 to 30 days

No interest is charged on trade receivables (PPAs) for the first 30 days from the date of the invoice. Thereafter, Company is having the option to charge interest at 15% to 18% per annum on the outstanding balance, based on the terms of agreement/contract.

Expected Credit Loss:

The Company uses a provision matrix to determine impairment loss allowance on portfolio of its trade receivables. The provision matrix is based on its historically observed default rates over the expected life of the receivables and is adjusted for forward-looking estimates. At every reporting date, the historical observed default rates are updated and changes in the forward looking estimates are analysed. Where management resonably feel that recovery may be made in due course of time or where the chances of non-recovery is lessor co


Mar 31, 2018

Note 1-General Information of the Company

The Company was incorporated on 21st December, 1994 as Jaiprakash Hydro Power Limited (JHPL). Pursuant to Scheme of Amalgamation approved by Hon’ble High Court of Himachal Pradesh, erstwhile Jaiprakash Power Ventures Limited (JPVL) was amalgamated into JHPL. Subsequent to the merger the name of JHPL was changed to Jaiprakash Power Ventures Limited w.e.f. 23rd December, 2009. The Company is engaged in the business of generation of Thermal and Hydro Power, cement grinding and Captive Coal Mining. The Company owns and operates 400 MW Jaypee Vishnuprayag Hydro Electric Plant at District Chamoli, Uttarakhand, 1320 MW Jaypee Nigrie Super Thermal Power Plant at Nigrie, Distt. Singrauli, M.P, 500 MW Jaypee Bina Thermal Power Plant at Village. Sirchopi, Distt. Sagar, M.P The Company is operating Cement Grinding Unit (2 MTPA) at Nigrie, Distt. Singrauli (M.P) and is also engaged in Captive coal mining operations at Amelia Coal Block allotted by Government of India for supply of Coal to Jaypee Nigrie Super Thermal Power Plant.

The Company had operated 1980MW Thermal Power Plant through Prayagraj Power Generation Company Limited (erstwhile subsidiary of the Companyup to 17.12.2017) at Bara, District Allahabad.

The Company through its subsidiary Jaypee Powergrid Limited has set up 219.80 Km long power transmission line to evacuate power from 1091 MW Karcham Wangtoo Hydro electric Plant up to Abdullapur, Haryana.

The Company envisages to set up the following Power Plants through its subsidiaries:

(a) 2700 MW Lower Siang and 500 MW Hirong Hydro Electric Plants through Jaypee Arunachal Power Limited in Arunachal Pradesh.

(b) 450 MW Kynshi and 270 MW Umngot Hydro Electric Plants through Jaypee Meghalaya Power Limited in Meghalaya.

The financial statements for the financial year ended March 31, 2018 were approved by the Board of Directors and authorized for issue on 5th May, 2018.

Note 2.1 - Equity shares reserved for issue under options and contracts / commitments for the sale of shares / disinvestments, including terms and amounts

The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCBs) of US$ 1 Lakhs each aggregating to US$ 2,000 Lakhs at par on 12.02.2010. These Bonds were convertible at the option of the bond-holders into equity shares of Rs. 10/- each fully paid up at the conversion price of Rs. 85.8139 per share, subject to the terms of issue with a fixed exchange rate of Rs. 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

The bonds were redeemable at maturity on 13.02.2015 at a YTM of 7% p.a inclusive of coupon rate of 5% p.a. No conversion has taken place up to 31.03.2018. The status of FCCBs has been mentioned at note 24.9(ii).

No shares have been reserved for issue under options and contracts / commitments for the sale of shares / disinvestments other than above.

The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCBs) of US$ 1 Lakhs each aggregating to US$ 2,000 Lakhs at par on 12.02.2010. These Bonds were convertible at the option of the bond-holders into equity shares of Rs. 10/- each fully paid up at the conversion price of Rs. 85.8139 per share, subject to the terms of issue with a fixed exchange rate of Rs. 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

The bonds were redeemable at maturity on 13.02.2015 at a YTM of 7% p.a inclusive of coupon rate of 5% p.a. No conversion has taken place up to 31.03.2018. The status of FCCBs has been mentioned at note 24.9(ii).

Note 2.2 - Calls unpaid (showing aggregate value of calls unpaid by directors and officers)

There are no calls unpaid including by directors and officers of the Company.

Note 2.3 - Forfeited shares (amount originally paid up)

The Company has not forfeited shares.

Nature and purpose of reserves

a) Securities premium account

The amount received in excess of face value of the equity shares issued is recognised in Securities premium account.

b) General reserve

The Company had transferred a portion of net profit before declaring dividend to general reserve pursuant to the earlier provisions of Companies Act, 1956

c) Capital reserve on amalgamation / demerger

During amalgamation/demerger, the excess of net assets taken/ transferred over the cost of consideration paid/received are trated as capital reserve

d) Surplus

Surplus are the profit/(loss) that the Company has earned till date less amount transferred to reserves, dividend or other distributions paid to shareholders

Security and Repayments for Term Loans and Working Capital limits

3.1 400 MW Jaypee Vishnuprayag HEP :

Rupee Term Loans and Foreign Currency Loans (after conversion of Debt into Equity under SDR scheme in previous year) aggregating to Rs.77,668 Lakhs (including foreign currency loan Rs. nil) (Previous Year-Rs.91,293 Lakhs including foreign currency loan of Rs. 503 lakhs) outstanding out of sanctioned amount of Rs.2,15,000 Lakhs, from Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari passu among all the participating Institutions and Banks viz. State Bank of India, Andhra Bank, Bank of India, Oriental Bank of Commerce, Allahabad Bank, Dena Bank and IDBI Bank Ltd. by way of :

(i) First charge on 400 MW Vishnuprayag HEP’s present and future book debts, operating cash flows, receivables, commissions, revenue of whatsoever nature ; and

(ii) First charge on 400 MW Vishnuprayag HEP’s all the bank accounts including the Trust & Retention Account, Escrow Account of Uttar Pradesh Power Corporation Limited and Debt Service Reserve Account and each of the other accounts required to be created by the Company under any 400 MW Vishnuprayag HEP financing document or any contract.

The loans are inter-alia also secured by way of:

(i) First charge on 400 MW Vishnuprayag HEP’s all intangible assets, hypothecation of all the movable assets, assignment of Project Agreements and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Policies, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Plant ;

(ii) First ranking equitable mortgage on all rights, titles, interests and benefits in respect of immovable properties and assets of the 400 MW Vishnuprayag HEP ;

(iii) Pledge of 6,291 Lakhs (Previous Year - 6,291 Lakhs) equity shares of the Company held by Jaiprakash Associates Ltd. (JAL) the party to whom the company is associate, on pari-passu basis with lenders of Nigrie Super Thermal Power Plant (except for term loan of Rs. 50,000 Lakhs (Previous Year - Rs.50,000 Lakhs) disbursed by State Bank of India); and

(iv) Corporate Guarantee furnished by JAL, the party to whom the company is associate, for outstanding financial assistance of Power Finance Corporation Ltd., as on 31.03.2018 - Nil (Previous Year US$ 7.70 Lakhs ).

Repayments :

(i) Rupee term loan outstanding Rs. 28,171 Lakhs (Previous year Rs. 41,293 Lakhs) are repayable in 15 structured quarterly installments payable in May, August, November and February every year, commenced from Novemebr, 2009.

(ii) Rupee term loan outstanding of Rs. 49,497 Lakhs (Previous year Rs. 50,000 Lakhs) sanctioned by State Bank of India against securitisation of future receivables of Vishnuprayag HEP is repayable in 30 structured quarterly installments payable in June, September, December and March every year, commenced from June, 2017.

3.2 500 MW Jaypee Bina Thermal Power Plant:

3.2(a) Rupee Term Loans outstanding (after conversion of Debt into Equity under SDR scheme in previous year) of Rs.1,46,589 Lakhs (Previous Year Rs.1,55,047 Lakhs) outstanding out of sanctioned amount of Rs. 2,25,800 Lakhs (original Rs.1,92,800 Lakhs and additional Rs.33,000 Lakhs) from consortium of Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari-passu among all the participating Institutions and Banks viz. Punjab National Bank, Union Bank of India, Allahabad Bank, Canara Bank, Central Bank of India, State Bank of India, IDBI Bank Ltd., ICICI Bank Ltd. and The Jammu and Kashmir Bank Ltd., are secured by:

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to Jaypee Bina Thermal Power Plant and

(ii) First ranking pari-passu charge on, assignment of Project Agreements, Trust & Retention account. Debt & Service Reserve Account and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Contracts/ loss proceeds, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Plant ;

(iii) Pledge of 648 Lakhs equity shares (Previous Year 648 Lakhs equity shares) of the Company held by JAL, the party to whom the company is associate , on pari passu basis among the lenders.

Repayments :

(i) Rupee term loan outstanding Rs. 56,345 Lakhs (Previous year Rs.57,965 Lakhs) are repayable in 24 quarterly instalments, commenced from 1st January, 2014.

(ii) Rupee term loan outstanding Rs.35,011 Lakhs (Previous year Rs.36,971 Lakhs) are repayable in 23 quarterly instalments, commenced from 1st January, 2014.

(iii) Rupee term loan outstanding Rs.44,133 Lakhs (Previous year Rs.48,171 Lakhs) are repayable in 22 quarterly instalments, commenced from 1st January, 2014.

(iv) Rupee term loan outstanding Rs. 6,200 Lakhs (Previous year Rs.6,800Lakhs) are repayable in 22 quarterly instalments, commenced from 1st March, 2013.

(v) Rupee term loan outstanding Rs. 4,900 Lakhs (Previous year Rs.5,140Lakhs) are repayable in 21 quarterly instalments, commenced from 1st January, 2014.

3.2(b) The aforesaid security ranks pari-passu with working capital lenders (i.e. IDBI Bank Limited, State Bank of India and Jammu & Kashmir Bank Ltd.) for working capital limits of Rs. 29,700 Lakhs (Previous Year - Rs.39,100 Lakhs). Fund based limit outstanding Rs.17,748 Lakhs (Previous Year - Rs.22,729 Lakhs) and Bank Guarantees/ LCs outstanding of Rs.2,576 Lakhs (Previous Year - Rs.1,734 Lakhs) (including additional margin of Rs.120 Lakhs against Bank Guarantees/ LCs-Previous Year - Nil).

3.3 1320 MW Jaypee Nigrie Super Thermal Power Plant:

3.3(a) Rupee Term Loans (after conversion of Debt into Equity under SDR scheme in previous year) and External commercial borrowing (ECB) outstanding of Rs.5,98,554 Lakhs (including ECB Rs. Nil) (Previous Year - Rs.6,00,217 Lakhs including ECB Rs. 67,427 Lakhs ) out of sanctioned amount of Rs. 7,31,500 Lakhs and short term financial assistance outstanding of Rs.4,000 Lakhs (Previous Year Rs. 4,000 Lakhs) out of sanctioned amount of Rs, 4,600 Lakhs from consortium Banks and of Financial Institutions, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari-passu among all the participating Banks and financial Institutions viz. Punjab National Bank, Canara Bank, Central Bank of India, Oriental Bank of Commerce, Bank of Baroda, Bank of Maharashtra, Indian Overseas Bank, Syndicate Bank, UCO Bank, United Bank of India, State Bank of India, Corporation Bank, IDBI Bank Ltd., ICICI Bank Ltd., IDFC Bank Ltd. and LIC of India, are secured by way of :

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to the Jaypee Nigrie Super Thermal Power Plant ;

(ii) First ranking pari-passu charge on, assignment of Project Agreements, Trust & Retention account., all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Contracts, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Plant ;

(iii) Pledge of 6,291 Lakhs equity shares (Previous Year - 6,291 Lakhs equity shares) of the Company held by JAL, the party to whom the company is associate, on pari-passu basis with lenders of Jaypee Vishnuprayag HEP and

(iv) Letter of Comfort from Jaiprakash Associates Limited, the party to whom the company is associate, for the additional loan of Rs.1,64,500 Lakhs (Previous Year- Rs.1,64,500 Lakhs) Outstanding of Rs.98,705 Lakhs (Previous Year Outstanding of Rs.98,705 Lakhs) in addition to above securities.

Repayments :

(i) 32.05% of Original Rupee Term Loan outstanding Rs.4,31,644 Lakhs (Previous Year Rs. 4,34,085 Lakhs) are repayable in 28 structured quarterly installments commencing from 15th September , 2018 and balance 67.95 % of the loan shall be a bullet repayment alongwith 28th instalment falling due on 15th June 2025 with an option to refinance of the same .

(ii) 32.05% of Additional Rupee Term Loan outstanding Rs.98,705 Lakhs (Previous Year Rs. 98,705 Lakhs) are repayable in 28 structured quarterly installments commencing from 15th September , 2018 and balance 67.95 % of the loan shall be a bullet repayment alongwith 28th instalment falling due on 15th June 2025 with an option to refinance of the same.

(iii) Short term rupee loan outstanding Rs. 4,000 Lakhs (Previous year Rs. 4,000 Lakhs) are repayable in six equal quarterly installments commenced from 1st April, 2017.

(iv) Rupee Term Loan outstanding Rs 68,205 Lakhs (Previous year Rs. NIL) (as a sub Limit of External Commercial Borrowings (ECB) ) are repayable in 15 half yearly installments commenced from 7th May, 2017.The entire amount of outstanding ECB has been converted to Indian Rupee during the year.

3.3(b) The working Capital facilities of Rs.60,000 Lakhs (Previous Year-Rs.60,000 Lakhs ) sanctioned by ICICI Bank Ltd, Punjab National bank Ltd and IDBI Bank Ltd. are secured by pari-passu charge on the assets as per note 24.3 (a)(i)(ii) & 24.5 (i) . Fund based limit outstanding of Rs.39,470 Lakhs (Previous Year-Rs. 39,268 Lakhs), Bank Guarantees outstanding of Rs. 10,804 Lakhs (margin money paid against above Bank Guarantees is of Rs.212 Lakhs) (Previous Year-Rs.13,207 Lakhs) and Letter of Credit of Rs.165 Lakhs (including Letter of Credit of Rs.117 Lakhs against 100% margin) (Previous Year-Rs.173 Lakhs - including Letter of Credit of Rs.95 Lakhs against 100% margin).

3.4 Jaypee Nigrie Cement Grinding Unit:

Rupee Term Loan outstanding of Rs. 4,725 Lakhs (Previous Year Rs.4,725 Lakhs) out of sanctioned/disbursed amount of Rs.5,000 Lakhs by Canara Bank are secured by way of; first ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues, receivables and assignment of clinker supply and cement off take agreement pertaining to the Jaypee Nigrie Cement Grinding Unit.

Repayments :

Rupee term loan outstanding Rs.4,725 Lakhs ( Previous year Rs. 4,725 Lakhs ) are repayable in 27 structured quarterly instalments, commenced from June, 2016.

3.5 Amelia (North) coal mine:

(i) Financial assistance (after conversion of Debt into Equity under SDR scheme in previous year) of Rs. 12,229 Lakhs (Previous Year

- Rs.12,229 Lakhs) availed from consortium of Banks viz Bank of Baroda, ICICI Bank Limited, Oriental Bank of Commerce and State Bank of India , out of sanctioned amount of Rs.15,700 Lakhs are secured by way of :

First charge on the assets of Amelia (North) Coal Mine ranking pari passu with the term and working capital Lenders of Jaypee Nigrie Super Thermal Power Plant as per Note 24.3 (b) above (except assets which are specifically financed under equipment finance facility by SREI Equipment Finance Company Ltd. having charge on assets financed, which shall be excluded from security package for lenders) on reciprocal basis.

(ii) Financial assistance outstanding of Rs.3,103 Lakhs (Previous Year

- Rs.4,689 Lakhs) availed from SREI Equipment Finance Company Ltd. out of sanctioned amount of Rs.6,298 Lakhs are secured by way of exclusive charge on assets offered under equipment finance facilities.

Repayments :

(i) 50% of Rupee term loan outstanding Rs. 12,229 Lakhs ( Previous year Rs. 12,229 Lakhs) are repayable in 37 structured quarterly instalments, commenced from 12 months from the mining commencement date/plan i.e., June, 2016. Balance 50% of the loan shall be paid as bullet repayment along with the 37th instalment with the option to refinance.

(ii) Equipment finance facility outstanding of Rs.3,103 Lakhs (Previous year Rs. 4,689 Lakhs) sanctioned by SREI Equipment

Finance Ltd. are repayable in 20 structured monthly instalments, commenced from 22 October, 2015.

3.6 Rupee Term Loan/Corporate Loan:

(i) Rupee Term Loan of Rs. 3,600 Lakhs ( Previous Year - Rs. 4,000 Lakhs) (after conversion of Debt into Equity under SDR scheme in previous year) outstanding out of sanctioned amount of Rs. 1,00,000 Lakhs by State Bank of India, is secured by way of residual charge on all movable and immovable assets of the Company on pari-passu basis with, Corporate Loan of Rs.1,20,000 Lakhs & Rs. 15,000 Lakhs by ICICI bank & IDBI Bank respectively and also secured by way of pledge of 1,500 Lakhs equity shares of the Company held by JPVL Trust (Previous Year-1,500 Lakhs equity shares) and residual charge on the assets of Prayagraj Power Generation Company Ltd (erstwhile subsidiary company).

(ii) Rupee Term Loan of Rs.73,839 Lakhs ( Previous Year - 73,839 Lakhs) (after conversion of Debt into Equity under SDR scheme in previous year) outstanding out of sanctioned amount of Rs. 1.20.000 Lakhs by ICICI Bank, is secured by way of residual charge on all movable and immovable assets of the Company on pari-passu basis with Corporate Loan of Rs.1,00,000 Lakhs by State Bank of india, Corporate Loan of Rs.15,000 Lakhs by IDBI Bank and also secured by way of pledge of 3,860 Lakhs equity shares of the Company held by JAL (Previous Year- 3,860 Lakhs equity shares) and pledge of 192.11 Lakhs equity shares of the Company held by JPVL Trust (Previous Year-192.11 Lakhs) and Non Disposal Undertaking for 1,021.89 Lakhs equity shares of the Company held by JAL (Previous Year-1021.89 Lakhs).

(iii) Rupee Term Loan of Rs.10,321 Lakhs ( Previous year - Rs. 10,321 Lakhs) outstanding out of sanctioned amount of Rs. 15.000 Lakhs by IDBI Bank , is secured by residual charge on all movable and immovable assets of the Company on pari-passu basis with Corporate Loan of Rs.1,00,000 Lakhsby State Bank of india, Corporate Loan of Rs.1,20,000 Lakhs by ICICI bank and also secured by way of pledge of 315 Lakhs equity shares (Previous Year 315 Lakhs) of the Company held by JPVL Trust and personal guarantee of Shri Manoj Gaur, Chairman of the Company.

(iv) Rupee Term Loan outstading of Rs .Nil ( Previous year -Rs. 1,00,000 Lakhs ) sanctioned by Axis Bank was secured by corproate guarantee from JSW Energy Limited.

(v) Corporate loan of Rs.40,000 Lakhs availed from ICICI Bank Limited has been repaid in financial year 2015-16. However, pledge of 783 Lakhs equity shares (Previous year - 783 Lakhs equity shares) of the Company held by JAL and residual charge ranking pari-passu with other lenders viz State Bank of India and IDBI Bank Ltd on assets of the Company are yet to be released by ICICI Bank Limited.

(vi) Corporate loan of Rs.50,000 Lakhs availed from ICICI Bank Limited has been repaid in financial year 2016-17. However, pledge of 1755 Lakhs equity shares (Previous Year-1,755 equity shares) of the Company held by JAL, 1433 Lakhs equity shares (Previous year - 1,433 Lakhs equity shares) of the Company held by JPVL Trust and Residual Charge on all movable and immovable assets of the Company ranking pari-passu with other lenders viz State Bank of India and IDBI Bank Ltd on assets of the Company and residual charge on the assets of Prayagraj Power Generation Company Ltd (erstwhile Subsidiary company)are yet to be released by ICICI Bank Limited.

(vii) 1,206 Lakhs (Previous Year - 1,206 Lakhs) equity shares of the Company held by JAL pledged in favour of lenders of Karcham Wangtoo H.E.P which was divested during the year 2015-16 are yet to be released by IDBI Bank Ltd. as the entire loan/ financial assistance has been repaid.

Repayments :

(i) Corporate loan State Bank of India - Rupee Term Loan outstanding of Rs.3,600 Lakhs (Previous year Rs. 4,000 Lakhs) is repayable in 1 installment, commenced from 30th September, 2014.

(ii) Corporate loan ICICI Bank - Rupee Term Loan outstanding of Rs.73,839 Lakhs (Previous year Rs. 73,839 Lakhs) is repayable in 19 structured quarterly installments, commenced from September, 2015.

(iii) Corporate loan IDBI Bank - Rupee Term Loan outstaidng of Rs.10,321 Lakhs (Previous year Rs. 10,321 Lakhs) is repayable in 10 quarterly equal installments, commenced from July, 2015.

3.7 Resolution/ Revival plan as per guidelines of Reserve Bank of India (RBI)

(i) The financial performance and cash flows of the Company have been adversely impacted by the overall stress in the power sector and also due to specific challenges faced by the Company in the previous year(s) in its Thermal Power Plants, viz. Nigrie Super Thermal Power Plant (Nigrie STPP) and Bina Thermal Power Plant (Bina TPP), prominent of which are de-allocation of coal mines by the Hon’ble Supreme Court of India in September 2014, delay in new PPAs in Nigrie STPP, abnormally low merchant tariffs, lower PLF in Bina TPP due to dispatch schedule of very low off take by State loan Dispatch Centre (SLDC), which is technically not feasible to run the plant optimally and forcing Company to sell balance power at power exchanges at unremunerative prices etc. These factors have put significant strain on the Company’s ability to service the dues of lenders.

(ii) I n order to overcome the financial stress, the Company/ Lenders has formulated a revival plan in previous year. Accordingly, in the Joint Lender Forum (JLF) meeting dated 25 July 2016, the Lenders invoked Strategic Debt Restructuring (SDR) . Consequent to that the Company has allotted 30,580 Lakhs equity shares valued Rs.3,05,800 Lakhs on 18.02.2017 to Banks and Financial Institutions upon conversion of part of outstanding loans/ interest towards implementation of SDR Scheme as per RBI guidelines, after obtained requisite approval of Shareholders/ Board of Directors etc. Accordingly the equity share capital of the Company was increased to Rs.5,99,600 Lakhs from Rs.2,93,800 Lakhs and the lenders shareholding stood at 51% of paid up capital.

(iii) The lenders who are holding equity share capital of the Company, have to offload the shareholding as per RBI guidelines. The lenders had invited bids for divestment of part of their equity in the Company. The bids received by Lenders and many condition precedent were not found favourable by the Lenders. Therefore lender(s) decided to close the process and intimate the bidders/ advisors suitably. Thereafter, resolution/ revival plan is under consideration of Lender(s) as per revised RBI guidelines dated 12.02.2018.

3.8 Overdue instalments and interest to Banks and Financial Institutions :

(i) Outstanding amount of loans from banks and financial institutions as mentioned in ‘Other financial liabilities’ (Current maturities of long term debts) as at 31.03.2018, includes repayment of principal amount of loans overdue of Rs. 541,35 Lakhs (Previous Year- Rs.3,743 Lakhs), of which maximum overdue period is 664 days. Further the interest amount of Rs.1,21,825 Lakhs (Previous Year- Rs.42,432 Lakhs) on various loans is overdue for payment as on 31.03.2018 with maximum overdue period is 728 days .

(ii) Further, overdue cash credit facility/working capital from banks is amounting to Rs.28,678 Lakhs with maximum overdue period of 364 days as on 31.03.2018.

3.9 Unsecured Loans

(i) Unsecured loan outstanding of Rs.1,000 Lakhs ( Previous Year

- 1000 Lakhs) is repayable to Government of Uttarakhand/ Uttar Pradesh against sanctioned amount of Rs.2,500 Lakhs, which would be paid after having decision arrived between Government of Uttar Pradesh and Government of Uttarakhand for receipt of said payment.

(ii) The Company had issued Foreign Currency Convertible Bonds (FCCBs) of US$ 2,000 Lakhs in February, 2010, which has been partially redeemed to the extent of principal amount of US$ 986 Lakhs, premium amount of US$ 235 Lakhs and also paid applicable interest upto 12th February, 2016. As on 31st March, 2018 the total outstanding amount in relation to FCCBs was US$ 1,014 Lakhs (Previous Year-US$ 1,014 Lakhs) and Interest outstanding of Rs. 5,268 Lakhs as on 31st March, 2018 (Previous year Rs. 5,268 Lakhs) (excluding interest due from 1st April, 2017 to 31st March, 2018 amounting to Rs 4,618 Lakhs which has not been provided in books of accounts. (Read with note no.59 (a) ).

The Company entered into a Standstill Agreement on 11th February, 2016, wherein the standstill period was extended till 31st March, 2016. Pursuant to discussions with the Bondholders, the Company and certain Bondholders holding 75.56% of the principal amount of FCCBs, had further entered into a Standstill Agreement, pursuant to which, the participating Bondholders had agreed to Standstill their repayment of the principal and interest amount up till 15th May, 2017, subject to certain conditions, which also included remittance to them an amount equivalent to Rs.15,000 Lakhs from the part proceeds of liquidity events of sale of 2 MTPA Nigrie Cement Grinding Unit and /or sale of entire shareholding of Sangam Power Generation Company Limited. to UPPCL/ UPRVUNL. The Reserve Bank of India vide its letter dated 26th April, 2017 had approved the proposal subject to the consent of the Bondholders and Joint Lender(s) Forum (JLF). The Company had approached JLF for its approval, which is under process and the Company is in further discussions with Bondholder(s) for restructuring of outstanding amount of FCCBs.

No conversion of the FCCBs has taken place up to 31.03.2018.

(iii) Rupee Term Loan outstanding of Rs.75,177 Lakhs ( Previous year

- Nil) from JSW Energy Ltd who has paid the Rupee Term loan of Rs. 1,00,000 Lakhs to Axis bank who had disbursed the loan to the Company on the basis of Corporate guarantee given by JSW Energy Limited.However, as per agreement security for the loan to be created in favour of JSW Energy Limited.(Read with note no.24.6 (iv). Loan of Rs. 75,177 Lakhs and Interest of Rs. 2,622 Lakhs is to be paid as on 31.03.2018 to JSW Energy Limited.

3.10 Interest rates (excluding penal interest) on above loans are as follows:

(i) Vishnuprayag HEP Loans: Interest rates varies from 11.45% to 12.60% p.a.

(ii) Bina TPP Loans: Interest rates varies from 11.80% to 12.25% p.a.

(iii) Nigrie STPP Loans: Interest rates varies from 11.65% to 13.75 % p.a.

(iv) Amelia Coal Mine Loans: Interest rates varies from 12.40% to 13.15% p.a.

(v) Nigrie Cement Grinding Unit Loans: Interest rates at 12.95% .

(vi) Corporate Loans: Interest rates varies from 12.00% to 13.05% p.a.

(vii) Foreign Currency Convertible Bonds : Interest rates at 7% p.a.

Note 4

Expenditure incurred on Corporate Social Activities (CSR)

No amount was required to be spent by the Company on the activities of CSR , as per schedule VII and as per provisions of Companies Act, 2013, whereas the Company has spent Rs.138 Lakhs (Previous year-Rs.157 Lakhs).

Note 5

During current year, ICICI Bank Ltd. had converted its entire outstanding ECB facilities extended to the company into rupee term loan and subsequently hedging contracts have been unwound. Bank has charged unwinding cost of Rs.4,300 lacs which has been charged to other expense during current year.

Note 6

Financial Commitments for Subsidiaries:

The Company along with its associates is to infuse equity in Jaypee Arunachal Power Ltd. (JAPL) and Jaypee Meghalaya Power Ltd. (JMPL) JV subsidiary & subsidiary company respectively to the extent of 89% and 74% respectively. JAPL is in process of implementing 2700 MW Lower Siang HEP & 500 MW Hirong HEP in the state of Arunachal Pradesh and JMPL is implementing 450 MW Kynshi II HEP and 270 MW Umngot HEP in the state of Meghalaya. The balance equity amount to be contributed by respective State Governments. State Government of Meghalaya has advised that the 270 MW Umngot HEP will not be operationalised till further Orders. Till 31st March, 2018 the company has made total Investment of amounting to Rs.22,842 Lakhs (Previous Year Rs.22,717 Lakhs) in JAPL and of Rs.838 Lakhs (Previous Year Rs.838 Lakhs) in JMPL.

Note 7

During the year, based on the report of a consultant the Chief Engineer (PPAD), Uttar Pradesh Power Corporation Ltd. (UPPCL) have advised that no further payment will be released to Company as excess payment towards income tax amounting to Rs. 22,091 Lakhs and secondary energy charges amounting to Rs. 3,554 Lakhs has been made to the Company in earlier years. Based on the legal opinion obtained by the Company that action of UPPCL is not as per the terms of the power purchase agreement (PPA) and the Company has requested to UPPCL to withdraw its letter issued in December 2017 and resume regular monthly payments and subsequently on the request of the Company UPPCL is releasing 70% of bill amount for servicing the Debt of Lender(s) and to meet Operation and Maintenance Expenses and for the balance outstanding amount of Rs.1,819 Lakhs the management is confident for recovery from UPPCL.

Note 8

Entry Tax

The Company has not made provision against Entry Tax in respect of Bina TPP and Nigrie STPP (including Nigrie Cement Grinding Unit) amounting to Rs.11,533 lakhs and Rs.9,074 Lakhs respectively and interest thereon (Interest impact unascertainable). The concerned authority once issued the exemption certificate in respect of Bina TPP for exemption of entry tax later on cancelled and in respect of Nigrie STPP & Nigrie Cement Grinding Unit’ receipts of approval for extension of the time for eligibility of exemption from payment of Entry Tax is pending, for which the company has made representations before the concerned authority and management is confident for favourable outcome. Against the entry tax demand, till date Rs.1,946 Lacs and Rs.2,580 lakhs has been deposited (and shown as part of other non-current assets) in respect of Bina TPP & Nigrie STPP (including Cement grinding unit) respectively which is in the opinion of the management good and recoverable.

Note 9

Green Energy Cess & Water Tax (Vishnuprayag HEP)

Company has not made the provision amounting to Rs. 4,246 lakhs and Rs. 1,677 lakhs of Green Energy Cess and Water Tax respectively against the demand and an appeal filed before The Hon’ble High Court of Uttarakhand at Nainital which has granted stay in January, 2017. Currently matter is pending in the Hon’ble High Court of Uttarakhand at Nainital. The Management is confident that no demand will be crystalized due to the amended implementation agreement dated 22nd March, 2003 in which it has mentioned that Vishnuprayag HEP, being a run of the river scheme, shall utilize the flowing water of the river to generate electricity. Such right to utilize water available upstream of the project are granted by Government of Uttaranchal for non-consumptive use only without charging any royalty, duty, cess or levy of any kind.

Note 10

Other expenses for the year ended 31st March,2018 includes provision against doubtful advance amounting to Rs. 7100 Lakhs given towards arrangement for supply of coal from a Coal Block (prior to deallocation of Coal Block) for Coal Supply to the Bina TPP The said Coal Block has since been cancelled by the Hon’ble Supreme Court vide its order dated 24th Septemebr, 2014. Accordingly, during the year management has made necessary provision there against.

Note 11

Disclosure as required under Notification No. G.S.R.(E) dated 4th September, 2015 issued by the Ministry of Corporate Affairs (As certified by the Management):

Note 12

900 Lakhs Equity Shares of Rs. 10/- each fully paid (Previous Year 900 Lakhs) held by the Company of Jaypee Powergrid Limited (JV Subsidiary Company) are pledged with Security Trustees, IDBI Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Jaypee Powergrid Limited (JPL).

Note 13

(a) The Company has outstanding liability of USD 1,014.21 Lakhs (Previous Year-USD 1,014.21 Lakhs) (unhedged) as on 31.03.2018 against principal amount of Foreign Currency Convertible Bonds (FCCBs).

(b) The Company has unhedged trade receivables of USD 16 Lakhs (Previous year USD 30 Lakhs) and interest payable on FCCBs of USD 81 Lakhs (Previous Year-USD 81 Lakhs) as on 31.03.2018.

(c) I n the previous year,the External Commercial Borrowings (ECBs) JPY 1,14,750 Lakhs were fully hedged (JPY to USD) in respect of coupon as well as repayment.USD to INR portion was hedged for 50% of outstanding i.e. JPY 57,375 Lakhs (equivalent to USD 523.97 Lakhs) and balance 50% was unhedged.

Note 14

(a) No provision for diminution in value against certain long term investments of amounting to Rs.2,77,486 lakhs (Book Value) (including investment in trust amounting to Rs.1,98,594 Lakhs, which in turn holding investment in the Company) has been made by the management, as in the opinion of the management such diminution is temporary in nature considering the intrinsic value of the assets, future prospects and claims etc.

(b) Investment in Prayagraj Power Generation Company Limited:

The Company has made investment of Rs.2,89,038 Lakhs (Including Investment and loan component of compound financial instrument-

Optionally Convertible Preference Shares) (26,192 Lakhs Equity Shares of Rs. 10/- each fully paid and 2,700 Lakhs Optionally Convertible Preference Shares of Rs.10/- each fully paid) in Prayagraj Power Generation Co. Ltd. (PPGCL) (erstwhile Subsidiary Company). The entire shares were pledged with Security Trustees, SBI Cap Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to PPGCL. Security Trustee for lender(s) of PPGCL has invoked the entire pledge of Equity and Preference Shares of PPGCL on 18th December, 2017 held by the Company due to default in payment of interest to banks/ financial institutions because of unsatisfactory operations mainly due to paucity of working capital limits etc. Consequent upon invocation of entire pledged shares, PPGCL ceased to be subsidiary of the Company w.e.f 18th December, 2017.Pending disposal/ transfer of shares by the Lenders, no provision has been considered necessary in these financial statement by the management, as impact, if any is currently unascertainable. The entire amount of investment in PPGCL of Rs.2,89,038 Lakhs (Including Investment and loan component of compound financial instrument- Optionally Convertible Preference Shares) is shown as Current Investments and Current Financial Assets-Loans.

(c) Investment in Sangam Power Generation Company Limited (SPGCL)

Sangam Power Generation Company Limited was acquired by JPVL (the Company) from Uttar Pradesh Power Corporation Limited (UPPCL) in earlier years, for the implementation of 1320 MW (2 x 660 Mw) Thermal Power Project (with provision to add one additional unit of 660 MW) in Tehsil Karchana of District Allahabad, Uttar Pradesh. All major statutory approvals for Phase-1, are in place and Coal linkage for 4.68 MTPA by Northern Coalfield Limited has been issued for Phase-1 of the Project. SPGCL executed Deed of Conveyance with Uttar Pradesh Power Corporation Limited (UPPCL) but the District Administration could not hand over physical possession of land to SPGCL and hence, no physical activity could be started for the implementation of Project. SPGCL has written to UPPCL and all procurers that the Power Purchase Agreement is rendered void and cannot be enforced.

There is abnormal delay in resolving the matter by UPPCL, SPGCL has withdrawn all its undertakings given to UPPCL and lodged a claim of Rs. 1,15,722 Lakhs (inclusive of Rs. 31,324 Lakhs paid to L & T towards BTG advance) on UPPCL.

The Company has made investment of Rs.55,207 Lakhs in SPGCL up to 31th March, 2018. Where no provision is considered necessary by the management, keeping in view the above stated facts and considering value of assets/ claims.

Note 15 Capacity linked consideration from JSW Energy Ltd. on receipt of enhenced capacity approval for Karcham Wangtoo Hydro Electric Plant (KWHEP) from 1,000 MW to 1091 MW.

(a) I n earlier years, Karcham Wangtoo Hydro Electric Plant (KWHEP) and Baspa Hydro Electric Plant were transferred to Himachal Baspa Power Company Limited (HBPCL) as per Scheme of Arrangement sanctioned by Hon’ble High Court of Himachal Pradesh at Shimla, which is effective from dated 01st September, 2015.Pursuant to this as per security purchase agreement (SPA) dated 16th November, 2014, the entire Securities (Shares and Debentures) issued by HBPCL to the Company were transferred/ sold to JSW Energy Ltd.(buyer/ JSW Energy).The buyer shall pay to the Company Rs. 30,000 Lakhs on receipts of approval of CEA / MOEF for installed capacity of KWHEP at 1091 MW or such other higher capacity within the 5 years after closing date i.e.01st September, 2015 as per ameded SPA dated dated 29th December,2017.

(b) As per amendment to SPA dated 29th December,2017 signed with JSW Energy the amount receivable (the buyer) on enhancement of capacity shall be set off against the amount of loan payable back by the Company, which has received from buyer during the year.

Note 16

In view of fair value for all fixed assets of power plants (Jaypee Nigrie Super Thermal Power Plant and Jaypee Bina Thermal Power Plant) (including Land, Building, Plant & Machinery capitalized or under CWIP) being excess as compared to the carrying value, as estimated by a technical valuer, management does not anticipate any impairment amount which is to be provided at this stage in the financial statement for in the value of property, plant and equipment (including capital work-in-progress) based on the condition of plant, market demand and supply, economic and regulatory environment and other factors.

Note 17

Jaypee Nigrie Cement Grinding Unit 2.0 MTPA cement grinding unit of the Company namely Jaypee Nigrie Cement Grinding Unit which commenced commercial operation in June, 2015 and is presently not operating in full capacity and incurring operational losses.

The Company has signed an agreement dated 31st May, 2017 with Orient Cement Limited (OCL) for sale of aforesaid unit as a going concern basis at an estimated enterprise value of Rs. 50,000 Lakhs subject to compliance of certain terms and conditions stated in the agreement. Currently, discussion are underway and terms are being negotiated. As assessed by an expert and by the management carrying value is lower than the fair value of Cement unit hence no provision for impairment at this stage is considered necessary.

Note 18

(a) Company has not provided Interest on outstanding Foreign Currency Convertible Bonds (FCCBs) of amounting to Rs 4,618 lakhs in the financial statements, as the company is in process to negotiate with the bond holders for settlement/conversion of the loan in equity and waiver of interest.

(b) Company has not provided penal interest of amounting to Rs. 3,040.94 Lakhs in these financial statements as majority of the lenders / banks did not confirm balances / charge penal interest in view of the facility granted to the Company by them has classified as NPA (31st March 2018).

Note 19

For the financial year ended 31st March, 2018, the Company has incurred cash loss and as at the year end current liabilities exceed current assets. The Company expects to meet its financial obligations based on the resolution/ revival plan under consideration by Lender(s) and expected revenue generation from sale of energy under long term PPAs/ Merchant sales etc. as may be required to sustain its operations on a going concern basis.

Note 20

Pending confirmations/reconciliation of balances of certain secured and unsecured loans, balances with banks, trade receivables, trade and other payables (including capital creditors) (Including receivables/payables from/ to related parties) and loans & advances and management is in the process of reconciliation /confirmation of the same and is confident that there will not be any material impact on the loss for the year and the state of affairs of the Company on such reconciliation /confirmation.

Note 21

Tariff/ Billing/ True up:

Jaypee Bina Thermal, Power Plant (JBTPP):

Capacity charges of JBTPP for FY 2016-17, 2017-18 & FY 2018-19 is determined by MPERC vide MYT Order dated 08-08-2016. Accordingly, JBTPP raised invoice on Madhya Pradesh Power Management Co. Limited (MPPMCL) during FY 2016-17 and FY 2017-18. Capacity charges so determined being subject to true up on the basis of audited accounts. JBTPP has filed a True up Petition for FY 2016-17 before Hon’ble MPERC and proceedings for the same are in progress.

Jaypee Nigrie Super Thermal Power Plant (JNSTPP):

Jaypee Nigrie Super Thermal Power Plant (JNSTPP) raised invoices during FY 2016-17 for capacity charges on the basis of provisional tariff order dated 3103-2015 for the FY 2015-16 . Subsequently, Capacity Charges for FY 2015-16 were approved by MPERC vide Order dated 24.05.2017 on the basis of Capital Cost as on 31-03-2015 which is also subject to be true up on the basis of Audited accounts of FY 2015-16. Difference of capacity charges relating to FY 2015-16 and 2016-17 along with interest thereon amounting to Rs.855 Lakhs (including interest Rs 150 Lakhs) & Rs 777 Lakhs (including interest Rs.54 Lakhs) respectively have been recovered by JNSTPP from MPPMCL on the basis of MPERC Order dated 24.05.2017. Company has accounted for revenue for the year ended 31st March, 2018 on the basis of final tariff order for the financial year 2014-15 and 2015-16 for JNSTPP as per the orders of Madhya Pradesh Electricity Regulatory Commission (MPERC) which are subject to true up/final assessment.

True up Petition for FY 2015-16 has been filed before MPERC and the proceedings are in progress.

Meanwhile, MYT Petition for FY 2016-17, 2017-18 & 2018-19 on the basis of Audited accounts of FY 2016-17 has also been filed for JNSTPP. The Capacity Charges determined against this Petition shall be final for FY 2016-17 and Capacity Charges for FY 2017-18 & 2018-19 shall be subject to be True up on the basis of audited accounts of respective years. However, this Petition is yet to be admitted for hearing.

JBTPP True Up (FY-2014-15):

As per Tariff Review Order dated 08.05.2015, annual Capacity Charges of Jaypee Bina Thermal Power Plant (JBTPP) were provisionally determined at Rs 536.96 Crores for FY 2014-15. Pursuant to True up Order dated 03.06.2016 for FY 2014-15 and subsequent review thereof vide Order dated 25-09-2017, same were determined at Rs 528.86 Crores at 85% Normative Plant Availability Factor (PAF) for the year. During FY 2014-15, by virtue of having achieved PAF at 97.30%, JBTPP had billed Rs 575.81 Crores of Capacity Charges as against provisionally determined amount of Rs. 536.96 Crs. After revision in the Capacity Charges of Rs 528.86 Crores on true up the billing entitlement amount was reduced to Rs 567.12 Crores (at 97.30% PAF) from Rs.575.81 Crores. Notable highlights of this Order were:-

i. Disallowance of O&M on Transmission Line.

ii. MPERC allowed recovery of only 65% of the Annual Fixed Charges (AFC) against 68.42% of AFC as claimed by JPVL.

The Company has filed an Appeal with APTEL on dated 17.11.2017 for disallowance of O&M on Transmission Line.

JBTPP True Up (FY-2015-16):

Annual capacity charges of JBTPP for FY 2015-16 were provisionally determined at Rs 527.85 Crores vide Tariff Review Order dated 08.05.2015. Pursuant to True up Order dated 21.06.2017 for FY 2015-16 the same were determined at Rs 494.00 Crores at 85% Normative Plant Availability Factor (PAF) for the year. During FY 2015-16, by virtue of having achieved 99.81% PAF, JBTPP had billed Rs 573.08 Crores of capacity charges as against provisionally determined amount of Rs 527.85 Crores. After revision in the capacity charges of Rs 494 Crores on true up the billing entitlement amount was reduced to Rs 537.04 Crores (at 99.81% PAF) from Rs.573.08 Crores. Major highlights of this Order were:-

i. Disallowance of Grossing up of MAT with ROE.

ii. Disallowance of O&M on Transmission Line.

iii. MPERC allowed recovery of only 65% of the Annual Fixed Charges (AFC) against 68.42% of AFC as claimed by JPVL.

JPVL has filed Appeal with APTEL on dated 04.08.2017 challenging issues appearing at Sl.No.ii & iii above and the proceedings for the same are in progress. Difference of capacity charges relating to FY 2015-16 along with interest thereon amounting to Rs.40.54 Crs (Excess Capacity Charges of Rs 36.04 Crs along with interest of Rs 4.49 Crs) have been recovered by MPPMCL on the basis of MPERC Order dated 21.06.2017.

JBTPP - Determination of Capital Cost - Appeal filed before APTEL:

MPERC had determined capital cost of JBTPP at Rs.3471.73 Crores as on 31.03.2014 vide Order dated 26.11.2014. While determining the same MPERC disallowed Rs.13.24 Crores from Capital Cost and this disallowed cost was not considered for the purpose of tariff determination. The disallowance of Capital cost was challenged before APTEL and this issue was remanded back to MPERC. Company again filed the Remand Petition before MPERC where Rs 4.01 Crores was added to the Capital Cost vide MPERC Order dated 04-12 2017.

However, the Company has again filed appeal before APTEL for balance Rs 9.23 Crores against the said Order the proceedings of which are underway.

Vishnuprayag Hydro Electric power plant (VHEP)

In respect of Vishnuprayag HEP Company has accounted for revenue for the year ended 31st March, 2018 based on final tariff computed in accordance with Power Purchase Agreement (PPA) and various orders of UPERC.

Note 22

Related Party Disclosures, as required in terms of Indian Accounting Standard [Ind AS] 24’ are given below:

(1) Relationships (Related party relationships are as identified by the Company and relied upon by the Auditors)

(a) Holding Company:

Jaiprakash Associates Limited (JAL) (till 17.02.2017)

(b) Subsidiary Companies (direct or indirect through investment in subsidiaries)

(1) Jaypee Powergrid Limited (JV Subsidiary)

(2) Jaypee Arunachal Power Limited (JV Subsidiary)

(3) Sangam Power Generation Company Limited

(4) Jaypee Meghalaya Power Limited

(5) Bina Power Supply Limited

(6) Prayagraj Power Generation Company Limited (PPGCL) (till 17.12.2017) *

(* The Company has made investment of 261,91,89,200 Equity Shares of Rs.10/- each and 27,00,00,000 Preference Shares of Rs.10/- each in PPGCL.The entire shares were pledged with SBICAP Trustee Company Ltd (SBI Cap) for financial assiatance granted by lenders to PPGCL. SBI Cap has invoked entire pledge of shares on 18th December, 2017. Consequent upon invocation of entire pledged shares of JPVL by SBI Cap, PPGCL ceased to be subsidiary of JPVL w.e.f 18.12.2017.)

(c) Fellow Subsidiary Companies:

(1) Jaypee Infratech Limited (JIL) (subsidiary of JAL) (till 17.02.2017)

(2) Bhilai Jaypee Cement Limited (JV subsidiary of JAL) (BJCL) (till 17.02.2017)

(3) Himalyan Expressway Limited (subsidiary of JAL) (till 17.02.2017)

(4) Gujarat Jaypee Cement & Infrastructure Limited (JV subsidiary of JAL) (till 17.02.2017)

(5) Jaypee Ganga Infrastructure Corporation Limited (subsidiary of JAL) (till 17.02.2017)

(6) Jaypee Agra Vikas Limited (subsidiary of JAL) (till 17.02.2017)

(7) Jaypee Fertilizers & Industries Limited (JFIL) (subsidiary of JAL) (till 17.02.2017)

(8) Jaypee Cement Corporation Limited (JCCL) (subsidiary of JAL) (till 17.02.2017)

(9) Himalyaputra Aviation Limited (HAL) (subsidiary of JAL) (till 17.02.2017)

(10) Jaypee Assam Cement Limited (subsidiary of JAL) (till 17.02.2017)

(11) Jaypee Infrastructure Development Limited (new name of Jaypee Cement Cricket (India) Limited) (subsidiary of JAL) (till 17.02.2017)

(12) Jaypee Healthcare Limited (subsidiary of JIL) (till 17.02.2017)

(13) Jaypee Cement Hockey (India) Limited (subsidiary of JAL) (till 17.02.2017)

(14) Jaiprakash Agri Initiatives Company Limited (subsidiary of JCCL) (till 17.02.2017)

Note: The Company and its subsidiary companies (as per b above) ceased to be a subsidiaries of JAL as the Company allotted 51% of its share capital to its various lenders on 18.02.2017 and consequently, JAL’s holding in JPVL reduced to 29.74%. Accordingly, fourteen subsidiaries of JAL also ceased to be fellow subsidiaries of the Company from that date.

(d) Entity to whom the Company is an Associate Company:

Jaiprakash Associates Limited (JAL) (w.e.f. 18.02.2017.

(e) Other Related parties:

(1) Companies at S.No. c (1 to 14) above were Fellow Subsidiary companies till 17.02.2017 and thereafter become other related parties.

(2) Yamuna Expressway Tolling Limited (formerly known as Jaypee Mining Ventures Private Limited/Yamuna Expressway Tolling Private Limited) (subsidiary of JAL w.e.f. 25.03.2017 & wholly owned subsidiary of JAL w.e.f. 20.04.2017)

(3) Jaypee Uttar Bharat Vikas Private Limited (JUBVPL) (JV Associate Co. till 25.07.17. It became subsidiary of JFIL [hence of JAL also] w.e.f. 26.07.17)

(4) Kanpur Fertilizers & Cement Limited (JV Associate Co. till 25.07.17. It became subsidiary of JUBVPL [hence of JFIL & JAL also] w.e.f. 26.07.17)

(f) Associate Companies/Enterprise over which Key Management Personnel and their relatives exercise significant infulence

(1) MP Jaypee Coal Limited (JV Associate of JAL) (till 17.02.2017)

(2) MP Jaypee Coal Fields Limited (JV Associate of JAL) (till 17.02.2017)

(3) Madhya Pradesh Jaypee Minerals Limited (JV Associate of JAL) (till 17.02.2017)

(4) Jaypee Uttar Bharat Vikas Private Limited (JV Associate of JAL) (till 17.02.2017)

(5) Kanpur Fertilizers & Cement Limited (JV Associate of JAL) (till 17.02.2017)

(6) Jaypee Infra Ventures (A Private Company With Unlimited Liability) (JIV) (Associate of JAL) (till 17.02.2017)

(7) Jaypee Development Corporation Limited (JDCL) (Subsidiary of JIV) (till 17.02.2017)

(8) Andhra Cements Limited (subsidiary of JDCL) (till 17.02.2017)

(9) JIL Information Technology Limited (JILIT) (Subsidiary of JIV) (till 17.02.2017)

(10) Gaur & Nagi Limited (Subsidiary of JILIT) (till 17.02.2017)

(11) Jaypee International Logistics Company Private Limited (subsidiary of JIV) (till 17.02.2017)

(12) Tiger Hills Holiday Resort Private Limited (subsidiary of JDCL) (till 17.02.2017)

(13) I ndesign Enterprises Private Limited (IEPL) (subsidiary of JIV) (till 17.02.2017)

(14) I bonshourne Limited (subsidiary of IEPL w.e.f. 11.01.16) (till 17.02.2017)

(15) RPJ Minerals Private Limited (RPJMPL) (Associate of JAL) (till 17.02.2017)

(16) Sarveshwari Stone Products Private Limited (subsidiary of RPJMPL) (till 17.02.2017)

(17) Rock Solid Cement Limited (subsidiary of RPJMPL) (till 17.02.2017)

(18) Sonebhadra Minerals Private Limited (Associate of JAL) (till 17.02.2017)

Enterprise over which Key Management Personnel and their relatives exercise significant infulence

(19) Jaiprakash Kashmir Energy Limited

(20) Yamuna Expressway Tolling Limited (formerly known as Yamuna Expressway Tolling Private Limited/Jaypee Mining Ventures Private Limited (till 24.03.2017)

(21) Ceekay Estates Private Limited

(22) Jaiprakash Exports Private Limited

(23) Bhumi Estate Developers Private Limited

(24) Jaypee Jan Sewa Sansthan (‘Not For Profit’ Private Limited Company)

(25) Think Different Enterprises Private Limited

(26) JC World Hospitality Private Limited

(27) JC Wealth & Investments Private Limited

(28) CK World Hospitality Private Limited

(29) Akasva Associates Private Limited

(30) Renaissance Lifestyle Private Limited

(31) Lucky Strike Financers Private Limited

(32) First Light Estates Private Limited

(33) Gandharv Buildcon Private Limited

(34) Viaan Technologies (P) Limited

(35) Samvridhi Advisors LLP

(36) Sandhar Hospitality (a Partnership Firm)

(37) Kram Infracon Private Limited (KIPL) (subsidiary of Bhumi Estate Developers Private Limited) (Bhumi Estate holds 67% in Kram Infracon.)

(38) Librans Ventures Private Limited (upto 27.04.2017)

(39) Librans Real Estate Private Limited (upto 27.04.2017)

(40) Saindhar Infosystems Private Limited

(41) Akasva infrastructure Private Limited

(g) Key Management Personnel:

(1) Shri Manoj Gaur, Chairman

(2) Shri Sunil Kumar Sharma, Vice Chairman and CEO

(3) Shri Suren Jain, Managing Director and CFO

(4) Shri Parveen Kumar Singh, Whole-time Director

(5) Dr. Jagannath Gupta

(6) Shri R. N. Bhardwaj

(7) Shri B. B. Tandon

(8) Shri A. K. Goswami

(9) Shri S. S. Gupta

(10) Lt. Gen. (Retd.) Shri Ravindra Mohan Chadha

(11) Shri K. N. Bhandari

(12) Shri S. L. Mohan

(13) Shri Umesh Jain

(14) Ms. Sunita Joshi

(15) Shri K. P Rau

(16) Shri M. K. V. Rama Rao,Whole Time Director

(17) Shri Arun Balakrishnan (Till 08.07.2017)

(18) Shri D. P Goyal (Till 23.07.2017)

(19) Shri Atanu Sen (Till 12.09.2017)

(20) Shri G.PGaur (Till 10.12.2017)

Note:

1. Amount of loans/ advances paid Rs.4,145 Lakhs as mentioned at column 1 (d) above includes amount of Rs.4,137 Lakhs paid to Jaiprakash Associates Ltd. for payment of statutory dues of the Company.

2. Guarantees given and shares pledged by JAL on behalf of the Company and guarantee given by the Company on behalf of the JAL/erstwhile subsidiary company have been mentioned elsewhere in the Notes to Financial Statements.(Refer note no.24.1(iii)(iv), 24.2(a)(iii),24.3(a)(iii)(iv), 24.6(ii)(v)(vi)(vii) and 45 (e).

3. During the year, settlement agreement has been entered among Company, Larsen & Turbo Limited (L&T), L&T- MHPS Boilers Private Limited (L&T-MHPS) and Jaiprakash Associates Limited(JAL) relating to outsanding amount due and payable to L&T and L&T-MHPS with respect to work done by them at Nigire Power Project. In terms of agreement, in case of non payment of dues by L&T to JAL for development rights on land of JAL been assigned to L&T on agreed consideration within period of three years, the receivables of L&T from Company, to the extent due at the relevant time, shall stand assigned and transferred to JAL.

4. For Investments in subsidiary companies refer note no. 7.

Note 23

The company had filed requisite applications for obtaining the approvals of the Central Government i.e Ministry of Corporate Affairs (MCA) for the approval of remuneration to Shri Praveen Kumar Singh, Whole Time Director (WTD) for a period of three years from 12th August 2016 to 11th August, 2019 which was rejected vide letter dated 11th September 2017 and the company was asked to recover excess amount paid to him as well as from the Managing Director & CFO due to the inadequacy of profit for the financial year 2013 -14 & further 2015-16 onwards due to the default in repayment of loan & interest to banks/financial institutions. Though the company has made the representation vide letter dated 14th November, 2017 but response from MCA is awaited.

Company is in the process to obtain the approval of the Central Government for waiver of excess remuneration amounting to Rs.249.13 Lakhs, 306.61 Lakhs, 309.85 Lakhs paid during the financial years 2013-14, 2015-16 and 2016-17 respectively. For Rs.201.74 Lakhs for the financial year 2017-18, it is subject to the approval of the Shareholders in ensuing General Meeting/ Central Government.

Note: * 305,80,00,000 nos. equity shares were allotted on conversion of loans into equity on 18.02.2017, therefore in the year 2016-17 the number of shares allotted were mentioned on weighted average basis.

Note 24

(a) Provident Fund - Defined Contribution Plan

Employees are entitled to Provident Fund benefits. Amount debited to Profit and Loss account including Administrative and Employees Deposit Linked Insurance charges Rs.478 Lakhs during the period (Previous Year - Rs.407 Lakhs).

(b) Gratuity - The liability for Gratuity is provided on the basis of Actuarial Valuation made at the end of each financial year. The Actuarial Valuation is made on Projected Unit Credit method as per Ind AS 19. Jaiprakash Associates Limited (JAL) (the Company’s associate company) has constituted a Gratuity Fund Trust under the name Jaiprakash Associates Employees Gratuity Fund Trust vide Trust Deed dated 30th March, 2009 for JAL and its subsidiaries/ associates and appointed SBI Life Insurance Co. Ltd. for the management of the Trust Funds for the benefits of employees. As an associate of JAL, the Company is participating in the Trust Fund by contributing its liability accrued up to the close of each financial year to the Trust Fund.

(c) Leave Encashment - Defined Benefit Plans - Provision has been made as per Actuarial Valuation certificate as per Ind AS.

Details of Gratuity and Leave encashment as per Ind AS-19:

The fair values of current debtors, cash & bank balances, loan to related party, security deposit to goverment deparment, current creditors and current borrowings and other financial liability are assumed to approximate their carrying amounts due to the short-term maturities of these assets and liabilities. (read with note no 55(a).

(iii) Valuation techniques used to determine Fair value

The Company maintains policies and procedures to value financial assets or financial liabilities using the best and most relevant data available. The fair values of the financial assets and liabilities are included at the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

Note 24 (2): FINANCIAL RISK MANAGEMENT

The Company’s principal financial liabilities, other than derivatives, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assets include loans, trade and other receivables and cash and cash equivalents that are derived directly from its operations

The Company’s financial risk management is an integral part of how to plan and execute its business strategies. The Company is exposed to market risk, credit risk and liquidity risk. The company’s focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance.

The Company’s activities are exposed to market risk, credit risk and liquidity risk.

i Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices comprise three types of risk: currency rate risk, interest rate risk and other price risks, such as equity price risk and commodity price risk. Financial instruments affected by market risk include loans and borrowings, deposits, investments, and derivative financial instruments.

The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks.

(a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. In order to optimize the Company’s position with regard to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of the fixed rate and floating rate financial instruments in its total portfolio .

(i) The exposure of Company’s borrowings to interest rate changes at the end of reporting period are as follows:

(b) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company has obtained foreign currency convertible bond and has foreign currency receivables and is therefore, exposed to foreign exchange risk.

The following table details the company’s sensitivity to 2% increase and decrease in the Rupees against the USD. 2% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 2% change in foreign currency rates.

(c) Commodity Risk

Commodity Price Risk of the Company will fluctuate on account of changes in market price of key raw materials.The Company is exposed to the movement in price of key raw materials in domestic market The Company has in place policies to manage exposure to fluctuations in the prices of the key raw materials used in operations.

ii Credit risk:

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company. The company has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults. The company only transacts with entities that are rated the equivalent of investment grade and above. This information is supplied by independent rating agencies where available and, if not available, the company uses other publicly available financial information and its own trading records to rate its major customers. The company’s exposure and the credit ratings of its counterparties are continuously monitored and the aggregate value of transactions concluded is spread amongst approved counterparties. Credit exposure is controlled by counterparty limits that are reviewed and approved by the risk management committee.

The average credit per


Mar 31, 2017

Note 1 - Aggregate number and class OF equity shares allotted as fully paid up pursuant to contract without payment being received in cash, allotment by way OF bonus shares or shares bought back

The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCBs) OF US$ 1 Lakhs each aggregating to US$ 2,000 Lakhs at par on 12.02.2010. These Bonds were convertible at the option OF the bond-holders into equity shares OF Rs, 10/- each fully paid up at the conversion price OF Rs, 85.8139 per share, subject to the terms OF issue with a fixed exchange rate OF Rs, 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close OF business on 06.02.2015.

The bonds were redeemable at maturity on 13.02.2015 at a YTM OF 7% p.a inclusive OF coupon rate OF 5% p.a. No conversion has taken place up to 31.03.2017. The status OF FCCBs has been mentioned at note 25.11(ii).

Note 2. - Calls unpaid (showing aggregate value OF calls unpaid by directors and Officers)

There are no calls unpaid including by directors and Officers OF the Company.

Note 3. - Forfeited shares (amount originally paid up)

The Company has not forfeited shares.

Nature and purpose OF reserves

a) Securities premium account

The amount received in excess OF face value OF the equity shares issued is recognized in Securities premium account.

b) Debenture redemption reserve

The Company has recognized debenture redemption Reserve [DRR] as per the provisions OF Companies Act, 1956

c) General reserve

The Company had transferred a portion OF net profit before declaring dividend to general reserve pursuant to the earlier provisions OF Companies Act, 1956

d) Capital reserve on amalgamation / demerger

During amalgamation/demerger, the excess OF net assets taken/transferred over the cost OF consideration paid/received are treated as capital reserve

e) Surplus

Surplus are the profit/(loss) that the Company has earned till date less amount transferred to reserves, dividend or other distributions paid to shareholders

Security for Term Loans and Working Capital limits

4. 400 MW Jaypee Vishnuprayag HEP :

Rupee Term Loans and Foreign Currency Loans (after conversion OF Debt into Equity under SDR scheme) aggregating to Rs, 91,293 Lakhs (Previous Year-Rs, 84,709 Lakhs) from Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari passu among all the participating Institutions and Banks viz. State Bank OF India, Andhra Bank, State Bank OF Bikaner & Jaipur, State Bank OF Patiala, State Bank OF Travancore, Bank OF India, Oriental Bank OF Commerce, Allahabad Bank, Dena Bank, IDBI Bank Ltd., and Power Finance Corporation Ltd., by way OF :

(i) First charge on 400 MW Vishnuprayag HEP''s present and future book debts, operating cash flows, receivables, commissions, revenue OF whatsoever nature ; and

(ii) First charge on 400 MW Vishnuprayag HEP''s all the bank accounts including the Trust & Retention Account, Escrow Account OF Uttar Pradesh Power Corporation Limited and Debt Service Reserve Account and each OF the other accounts required to be created by the Company under any 400 MW Vishnuprayag HEP financing document.

The loans are inter-alia also secured by way OF:

(i) First charge on 400 MW Vishnuprayag HEP''s all intangible assets, hypothecation OF all the movable assets, assignment OF Project Agreements and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Policies, claims and benefits to all monies receivable there under and all other claims there under in respect OF all the insured assets OF the Plant ;

(ii) First ranking equitable mortgage on all rights, titles, interests and benefits in respect OF immovable properties and assets OF the 400 MW Vishnuprayag HEP ;

(iii) Pledge OF 6,291 Lakhs equity shares OF the Company held by JAL on pari-passu basis with lenders OF Nigrie Super Thermal Power Project (except for term loan OF Rs, 50,000 Lakhs (Previous Year - 25,000 Lakhs ) disbursed by State Bank OF India); and

(iv) Corporate Guarantee furnished by JAL, the Holding Company / Associate Company, for outstanding financial assistance OF Power Finance Corporation Ltd., as on 31.03.2017 amounting to US$ 7.70 Lakhs (Previous Year US$ 38.53 Lakhs ).

5. 500 MW Jaypee Bina Thermal Power Plant:

6.(a) Rupee Term Loans outstanding (after conversion OF Debt into Equity under SDR scheme) OF Rs, 1,55,047 Lakhs (Previous Year Rs, 1,79,115 Lakhs) availed out OF sanctioned amount OF Rs, 2,25,800 Lakhs (original Rs, 1,92,800 Lakhs and additional Rs, 33,000 Lakhs) from consortium OF Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari-passu among all the participating Institutions and Banks viz. Punjab National Bank, Union Bank OF India, Allahabad Bank, Canara Bank, Central Bank OF India, State Bank OF Patiala, State Bank OF Hyderabad, IDBI Bank Ltd., ICICI Bank Ltd. and The Jammu and Kashmir Bank Ltd., are secured by:

(i) First ranking pari-passu mortgage and hypothecation OF all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to Jaypee Bina Thermal Power Plant and

(ii) Pledge OF 648 Lakhs equity shares (Previous Year 648 Lakhs equity shares) OF the Company held by JAL , on pari passu basis among the lenders.

7.(b) The aforesaid security ranks pari-passu with working capital lenders (i.e. IDBI Bank Limited, State Bank OF Patiala and Jammu & Kashmir Bank Ltd.) for working capital limits OF Rs, 39,100 Lakhs (Previous Year Rs, 39,100 Lakhs). Fund based limit outstanding Rs, 22,729 Lakhs (Previous Year Rs, 17,636 Lakhs) and Bank Guarantees/ LCs outstanding OF Rs, 1,734 Lakhs (Previous Year Rs, 2,167 Lakhs).

25.3 1320 MW Jaypee Nigrie Super Thermal Power Plant:

8.(a) Financial assistance outstanding (after conversion OF Debt into Equity under SDR scheme) OF Rs, 6,00,217 Lakhs (Previous Year Rs, 7,24,169 Lakhs) availed out OF sanctioned amount OF Rs, 7,31,500 Lakhs (Original INR 4,82,110 Lakhs, External Commercial Borrowing (ECB) amounting to Jap. Yen 15.30 Billion equivalent to Rs, 84,890 Lakhs (exchange rate OF agreement date) & additional INR Rs, 1,64,500 Lakhs) and short term financial assistance OF Rs, 4,000 Lakhs (Previous Year Rs, 15,640 Lakhs) out OF sanctioned amount OF Rs, 16,500 Lakhs from consortium OF Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari-passu among all the participating Institutions and Banks viz. Punjab National Bank, Canara Bank, Central Bank OF India, Oriental Bank OF Commerce, Bank OF Baroda, Bank OF Maharashtra, Indian Overseas Bank, Syndicate Bank, UCO Bank, United Bank OF India, State Bank OF Bikanar & Jaipur, State Bank OF Patiala, State Bank OF Hyderabad, Corporation Bank, IDBI Bank Ltd., ICICI Bank Ltd., IDFC Bank Ltd. and LIC OF India, are secured by way OF :

(i) First ranking pari-passu mortgage and hypothecation OF all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to the Jaypee Nigrie Super Thermal Power Project;

(ii) Pledge OF 6,291 Lakhs equity shares (Previous Year - 6,291 Lakhs equity shares) OF the Company held by JAL on pari-passu basis with lenders OF Jaypee Vishnuprayag HEP and

(iii) Letter OF Comfort from Jaiprakash Associates Limited, the holding company/ associate company for the additional loan OF Rs, 1,64,500 Lakhs (Outstanding OF Rs, 98,705 Lakhs) in addition to above securities.

9.(b) The working Capital facilities OF Rs, 60,000 Lakhs (Previous Year Rs, 60,000 Lakhs) sanctioned by ICICI Bank Ltd, Punjab National bank Ltd and IDBI Bank Ltd. are secured by pari-passu charge on the assets as per note 25.3 (a)(i) & 25.5. Fund based limit outstanding OF Rs, 39,268 Lakhs (Previous Year-Rs, 37,060 Lakhs), Bank Guarantees outstanding OF Rs, 13,207 Lakhs (including Bank Guarantees OF Rs, 44 Lakhs against 100% margin) (Previous Year Rs, 9,423 Lakhs) and Letter OF Credit OF Rs, 173 Lakhs (including Letter OF Credit OF Rs, 95 Lakhs against 100% margin) (Previous Year Nil).

10. Jaypee Nigrie Cement Grinding Unit:

Rupee Term Loan outstanding OF Rs, 4,725 Lakhs (Previous Year- Rs, 5,000 Lakhs) availed out OF sanctioned amount OF Rs, 5,000 Lakhs by Canara Bank are secured by way OF; first ranking pari-passu mortgage and hypothecation OF all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to the Jaypee Nigrie Cement Grinding Unit.

11. Amelia (North) coal mine:

(i) Financial assistance (after conversion OF Debt into Equity under SDR scheme) OF Rs, 12,229 Lakhs (Previous Year - Rs, 34,885 Lakhs) availed from consortium OF Banks viz Bank OF Baroda, ICICI Bank Limited, Oriental Bank OF Commerce and State Bank OF Patiala , out OF sanctioned amount OF Rs, 15,700 Lakhs and the Bank Guarantee facilities OF Rs, 14,300 Lakhs (Bank Guarantees outstanding Nil (Previous Year - Rs, 23,295 Lakhs) by Canara Bank, Central Bank OF India, ICICI Bank Ltd, IDBI Bank Limited and State Bank OF Patiala for Amelia ( North) Coal Mine are secured by way OF :

(ii) First charge on the assets OF Amelia (North) Coal Mine ranking pari passu with the term and working capital Lenders OF Jaypee Nigrie Super Thermal Power Plant (except assets which are specifically financed under equipment finance facility by SREI Equipment Finance Company Ltd. having charge on assets financed, which shall be excluded from secuity package for lenders) on reciprocal basis.

12. Rupee Term Loan/Corporate Loan:

(i) Rupee Term Loan OF Rs, 1,00,000 Lakhs sanctioned by State Bank OF India, is secured by way OF residual charge on all movable and immovable assets OF the Company on pari-passu basis with, Corporate Loan OF Rs, 1,20,000Lakhs by ICICI bank, Corporate Loan OF Rs, 15,000 Lakhs by IDBI Bank, pledge OF 1,500 Lakhs equity shares OF the Company held by JPVL Trust (Previous Year-1,500 Lakhs equity shares) and residual charge on the assets OF Prayagraj Power Generation Company Ltd (a Subsidiary company). As on 31.03.2017 outstanding amount OF Rupee Term Loan stood reduced to Rs, 4,000 Lakhs after conversion OF loan OF Rs, 21,000 Lakhs into equity shares under SDR (Previous Year- Rs, 50,000 Lakhs).

(ii) Rupee Term Loan OF Rs, 1,20,000 Lakhs sanctioned by ICICI Bank, is secured by way OF residual charge on all movable and immovable assets OF the Company on pari-passu basis with Corporate Loan OF Rs, 1,00,000 Lakhs by State Bank OF india, Corporate Loan OF Rs, 15,000 Lakhs by IDBI Bank and pledge OF 3,860 Lakhs equity shares OF the Company held by JAL (Previous Year- 3,860 Lakhs equity shares), pledge OF 192.11 Lakhs equity shares OF the Company held by JPVL Trust (Previous Year-192.11 Lakhs) and Non Disposal Undertaking for 1,021.89 Lakhs equity shares OF the Company held by JAL (Previous Year-1021.89 Lakhs). As on 31.03.2017 outstanding amount OF Rupee Term Loan stood reduced to Rs, 73,839 Lakhs after conversion OF loan OF Rs, 40,160 Lakhs into equity shares under SDR (Previous YearRs, 1,14,000 Lakhs).

(iii) Rupee Term Loan OF Rs, 15,000 Lakhs sanctioned by IDBI Bank, is secured by residual charge on all movable and immovable assets OF the Company on pari-passu basis with Corporate Loan OF Rs, 1,00,000 Lakhs by State Bank OF india, Corporate Loan OF Rs, 1,20,000 Lakhs by ICICI bank and pledge OF 315 Lakhs equity shares (Previous Year 315 Lakhs) OF the Company held by JPVL Trust and personal guarantee OF Shri Manoj Gaur, Chairman OF the Company. As on 31.03.2017 outstanding amount OF Rupee Term Loan was Rs, 10,321 Lakhs (Previous Year- Rs, 12,865 Lakhs).

(iv) Rupee Term Loan OF Rs, 1,00,000 Lakhs sanctioned by Axis Bank is secured by Corporate Guarantee from JSW Energy Limited. As on 31.03.2017 outstanding amount OF Rupee Term Loan was Rs, 100,000 Lakhs (Previous Year- Rs, 100,000 Lakhs).

(v) Corporate loan OF Rs, 40,000 Lakhs availed from ICICI Bank Limited has been repaid in full. However, pledge OF 783 Lakhs equity shares (Previous year

- 1,755 Lakhs) OF the Company held by JAL, Nil equity shares (Previous year - 333 Lakhs) OF the Company held by JPVL Trust and residual charge ranking pari-passu with other lenders viz State Bank OF India and IDBI Bank Ltd on assets OF the Company are yet to be released by ICICI Bank Limited.

(vi) Corporate loan OF Rs, 50,000 Lakhs availed from ICICI Bank Limited has been repaid in full. However, pledge OF 1755 Lakhs equity shares (Previous year

- Nil ) OF the Company held by JAL, 1433 Lakhs equity shares (Previous year - 1,100 Lakhs equity shares) OF the Company held by JPVL Trust and Residual Charge on all movable and immovable assets OF the Company ranking pari-passu with other lenders viz State Bank OF India and IDBI Bank Ltd on assets OF the Company and residual charge on the assets OF Prayagraj Power Generation Company Ltd (a Subsidiary company)are yet to be released by ICICI Bank Limited.

13. 1,206 Lakhs equity shares OF the Company held by JAL pledged in favour OF lenders OF Karcham Wangtoo H.E.P which was divested during the year 2015-16 are yet to be released by IDBI Bank Ltd. as the entire loan/ financial assistance has been repaid.

14. Repayment OF Term Loans

15.a) 400 MW Jaypee Vishnuprayag HEP :

(i) Rupee term loan Rs, 1,65,000 Lakhs are repayable in 54 equal quarterly installments payable in May, August, November and February every year, which commenced from November, 2009.

(ii) Foreign currency loan (USD 308.20 Lakhs) is repayable in 40 equal quarterly installments payable in April, July, October and January, which commenced from July, 2007.

(iii) Rupee term loan OF Rs, 50,000 Lakhs sanctioned by State Bank OF India against securitization OF future receivables OF Vishnuprayag HEP is repayable in 17 structured quarterly installments payable in June, September, December and March every year, which will commence from 17th June, 2017.

16.(b) 500 MW Jaypee Bina Thermal Power Plant :

(i) Rupee term loan C 1,92,800 Lakhs) are repayable in 37 equal quarterly installments commencing from 1st January, 2014 for 74% OF loan and balance 26% in 38th Installment payable on 1st March , 2023.

(ii) Rupee term loan (Rs, 33,000 Lakhs) are repayable in 36 equal quarterly installments commencing from 1st January, 2014 for 72% OF loan and balance 28% in 37th Installment payable on 1st January, 2023.

17.(c) 1320 MW Jaypee Nigrie Super Thermal Power

Project:

(i) 32.05 % OF Original Rupee Term Loan outstanding (Rs, 4,34,085 Lakhs) are repayable in 28 structured quarterly installments commencing from 15th September , 2018 and balance 67.95 % OF the loan shall be a bullet repayment along with 28th installment falling due on 15th June 2025 with a option to refinance OF the same .

(ii) 32.05 % OF Additional Rupee Term Loan outstanding (Rs, 98,705 Lakhs) are repayable in 28 structured quarterly installments commencing from 15th September, 2018 and balance 67.95 % OF the loan shall be a bullet repayment along with 28th installment falling due on 15th June 2025 with a option to refinance OF the same.

(iii) Short term rupee loan outstanding (Rs, 4,000 Lakhs) are repayable in six equal quarterly installments commencing from 1st April, 2017.

(iv) External Commercial Borrowings availed (Japanese Yen 1,53,000 Lakhs) are repayable in 20 equal half yearly installments commenced from 7th Nov, 2014.

18.(d) Jaypee Nigrie Cement Grinding Unit:

Rupee term loan (Rs, 5,000 Lakhs) are repayable in 29

structured quarterly instalments commencing from

June, 2016.

19.(e) Amelia (North) coal mine:

(i) 50% OF the Rupee term loan (Rs, 12,229 Lakhs outstanding out OF Rs, 34,885 Lakhs sanctioned by Consortium OF Banks) are repayable in 37 structured quarterly installments commencing from 12 months from the mining commencement date/ plan. Balance 50% OF the loan shall be a bullet repayment along with the 37th installment.

(ii) Equipment finance facility outstanding OF Rs, 4,869 Lakhs out OF Rs, 6,298 Lakhs sanctioned by SREI Equipment Finance Ltd. are repayable in 47 structured monthly installments commencing from 22 October , 2015.

20.(f) Other Financial Assistance :

(i) Rupee Term Loan OF Rs, 1,00,000 Lakhs OF State Bank OF India is repayable in 4 equal installments payable on 30th September, 2014, 30th September, 2015, 30th September, 2016, 30th September, 2017.However after conversion OF Loan OF Rs, 21,000 Lakhs into Equity under SDR, the balance amount OF loan outstanding as on 31.03.2017 is Rs, 4,000 Lakhs.

(ii) Rupee Term Loan OF Rs, 1,20,000 Lakhs OF ICICI Bank Limited is repayable in 28 structured quarterly installments commencing from September, 2015. However after conversion OF Loan OF Rs, 40,160 Lakhs into Equity under SDR, the balance amount OF loan outstanding as on 31.03.2017 is Rs, 73,839 Lakhs.

(iii) Rupee Term Loan OF Rs, 15,000 Lakhs OF IDBI Bank Limited is repayable in 14 quarterly equal installments commencing from July, 2015.

(iv) Rupee Term Loan OF Rs, 1,00,000 Lakhs OF Axis Bank Limited is now repayable by 31st May, 2017.

21. Conversion OF Loans to equity after implementation

OF Strategic Debt Restructuring scheme (SDR) OF RBI

(i) The financial performance and cash flows OF the Company have been adversely impacted by the overall stress in the power sector and also due to specific challenges faced by the Company in the last two years in its Thermal Power Plants, viz. Nigrie STPP and Bina TPP prominent OF which are de-allocation OF coal mines by the Hon''ble Supreme Court OF India in September 2014, delay in new PPAs in Nigire STPP abnormally low merchant tariffs etc. These factors have put significant strain on the Company''s ability to service the dues OF lenders.

(ii) In order to overcome the financial stress, the Company/ Lenders are in process OF formulating a revival plan. Accordingly, in the Joint Lender Forum (JLF) meeting dated 25 July 2016, the Lenders invoked SDR (after the proposed CAP measures could not be achieved).Consequent to that the Company has allotted 30,580 Lakhs equity shares valued '' 3,05,800 Lakhs on 18.02.2017 to Banks and Financial Institutions upon conversion OF part OF outstanding loans/ interest towards implementation OF SDR Scheme as per Reserve Bank OF India guidelines after getting requisite approval OF Shareholders/ Board OF Directors etc. Accordingly the equity share capital OF the Company has increased to Rs, 5,99,600 Lakhs from Rs, 2,93,800 Lakhs and the lenders shareholding stood at 51% OF paid up capital.

22. Overdue installments and interest to Banks and Financial Institutions :

(i) Outstanding amount OF loans from banks and financial institutions as mentioned in ‘Other financial liabilities'' (Current maturities OF long term debts) as at 31.03.2017, includes repayment OF principal amount OF loans overdue OF Rs, 3,743 Lakhs, which was due for payment up to 31.03.2017. Further the interest amount OF Rs, 42,432 Lakhs on various loans was overdue for payment as on 31.03.2017.

(ii) On the date OF adoption OF accounts by the Board OF Directors, principal amount OF loans over due and amount OF interest overdue as above has been brought down to Rs, 3,163 Lakhs and Rs, 3,6572 Lakhs respectively.

23. Unsecured Loans

(i) Unsecured loan OF Rs, 1,000 Lakhs is repayable to Government OF Uttarakhand/ Uttar Pradesh, which would be paid after having decision arrived between Government OF Uttar Pradesh and Government OF Uttarakhand for receipt OF said payment.

(ii) The Company had issued Foreign Currency Convertible Bonds (FCCBs) OF US$ 2,000 Lakhs in February, 2010, which has been partially redeemed to the extent OF principal amount OF US$ 986 Lakhs, premium amount OF US$ 235 Lakhs and also paid applicable interest up to 12th February, 2016.

For the balance amount OF US$ 1,014 Lakhs, the Company and certain Bondholders holding 75.56% OF the principal amount entered into a Standstill Agreement, pursuant to which, the participating Bondholders had agreed to Standstill their repayment OF the principal and interest amount up till 15th May, 2017, subject to certain conditions, which also included remitting them an amount equivalent to Rs, 15,000 Lakhs from the part proceeds OF liquidity events OF sale OF 2 MTPA Nigrie Cement Grinding Unit and /or sale OF entire shareholding OF Sangam Power Generation Company Limited.

As on 31st March, 2017 the total outstanding amount in relation to FCCBs was US$ 1,014 Lakhs (excluding interest fallen due up to period ended 31.03.2017). No conversion OF the FCCBs has taken place up to 31.03.2017.

Note 24: First Time Adoption OF Ind AS

These financial statements, for the year ended 31 March 2017, are the first, the company has prepared in accordance with Ind AS. For periods up to and including the year ended 31 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 31.03.2016 and for the year ended 31 March 2016, as described in the summary OF significant accounting policies. In preparing these financial statements, the Company''s opening balance sheet was prepared as at 1 April 2015, the 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 1 April 2015 and the financial statements as at and for the year ended 31 March 2016 and 31 March 2017.

Exemptions applied:-

Deemed cost- Fair value OF property, plant and equipment

The Company has elected to continue with the carrying value OF all OF its plant and equipment, and intangible assets recognized as OF April 1, 2015 (transition date) measured as per the previous GAAP and use that carrying value as its deemed cost as OF the transition date.

Estimates

The estimates as at 1 April 2015 and at 31 March 2016 are consistent with those made for the same dates in accordance with Indian GAAP (after adjustments to reflect any differences in accounting policies) apart from the following items where application OF Indian GAAP did not require estimation:

The fair values OF current debtors, cash & bank balances, loan to related party, security deposit to government department, current creditors and current borrowings and other financial liability are assumed to approximate their carrying amounts due to the short-term maturities OF these assets and liabilities.

Impairment OF financial assets based on expected credit loss model

The estimates used by the company to present these amounts in accordance with Ind AS reflect conditions at 1 April 2015, the date OF transition to Ind AS, as OF 31 March 2016.

Classification and measurement OF financial assets

The company has classified the financial assets in accordance with Ind AS 109 on the basis OF facts and circumstances that exist at the date OF transition to Ind AS.

(iii) Valuation techniques used to determine Fair value

The Company maintains policies and procedures to value financial assets or financial liabilities using the best and most relevant data available. The fair values OF the financial assets and liabilities are included at the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

Note 44 (2): FINANCIAL RISK MANAGEMENT

The Company''s principal financial liabilities, other than derivatives, comprise loans and borrowings, trade and other payables. The main purpose OF these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets include loans, trade and other receivables and cash and cash equivalents that are derived directly from its operations

The Company''s financial risk management is an integral part OF how to plan and execute its business strategies. The Company is exposed to market risk, credit risk and liquidity risk. The company''s focus is to foresee the unpredictability OF financial markets and seek to minimize potential adverse effects on its financial performance.

The Company''s activities are exposed to market risk, credit risk and liquidity risk.

i Market risk

Market risk is the risk that the fair value or future cash flows OF a financial instrument will fluctuate because OF changes in market prices. Market prices comprise three types OF risk: currency rate risk, interest rate risk and other price risks, such as equity price risk and commodity price risk. Financial instruments affected by market risk include loans and borrowings, deposits, investments, and derivative financial instruments.

The sensitivity OF the relevant profit or loss item is the effect OF the assumed changes in respective market risks.

(a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows OF a financial instrument will fluctuate because OF changes in market interest rates. In order to optimize the Company''s position with regard to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion OF the fixed rate and floating rate financial instruments in its total portfolio.

(b) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows OF an exposure will fluctuate because OF changes in foreign exchange rates. The Company operates internationally and as the Company has obtained foreign currency convertible bond, the company is exposed to foreign exchange risk.

The following table details the company''s sensitivity to a 2% increase and decrease in the '' against the USD. 2% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management''s assessment OF the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 2% change in foreign currency rates.A positive number below indicates an increase in profit or equity where the rupee strengthens 2% against the relevant currency. For a 2% weakening OF the rupee against the relevant currency, there would be a comparable impact on the profit or equity, and the balances below would be negative.

(c) Price Risk

The company exposure to equity securities price risk arises from the investments held by company and classified in the balance sheet at fair value through profit and loss. The company does not have any investments at the current year end and previous year which are held for trading. Therefore no sensitivity is provided.

ii Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company. The company has adopted a policy OF only dealing with creditworthy counterparties and obtaining sufficient collateral, where appropriate, as a means OF mitigating the risk OF financial loss from defaults. The company only transacts with entities that are rated the equivalent OF investment grade and above. This information is supplied by independent rating agencies where available and, if not available, the company uses other publicly available financial information and its own trading records to rate its major customers. The company''s exposure and the credit ratings OF its counterparties are continuously monitored and the aggregate value OF transactions concluded is spread amongst approved counterparties. Credit exposure is controlled by counterparty limits that are reviewed and approved by the risk management committee.

The average credit period on sales OF energy (PPAs) is 21 to 30 days

No interest is charged on trade receivables (PPAs) for the first 30 days from the date OF the invoice. Thereafter, interest is charged at 15% to 18% per annum on the outstanding balance.

Note 44(3): Capital Management

i Risk Management

The Company manages its capital to ensure that the company will be able to continue as going concerns while maximising the return to stakeholders through the optimization OF the debt and equity balance.

The Company''s Audit Committee reviews the capital structure OF the Company. As part OF this review, the committee considers the cost OF capital and the risks associated with each class OF capital. The Company monitors capital on the basis OF following gearing ratio, which is net debt divided by total capital plus debt.

iii Liquidity Risk

Liquidity risk is defined as the risk that company will not be able to settle or meet its obligation on time or at a reasonable price. The Company''s objective is to at all times maintain optimum levels OF liquidity to meet its cash and collateral requirements. The Company''s management is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risk are overseen by senior management. Management monitors the company''s net liquidity position through rolling, forecast on the basis OF expected cash flows.

The table below provides details regarding the remaining contractual maturities OF financial liabilities at the reporting date based on contractual undiscounted payments:

Explanation for reconciliation OF Balance sheet as previously reported under previous GAAP to Ind AS

1 Leasehold land Operating lease has been considered as prepayment & other assets ,It is further bifurcated between current and non-current.

2 Amortization OF goodwill:- Under IndAs Goodwill OF Amelia has been amortized .

3 Equity portion OF Compound financial instrument is recognized.

4 Loan part OF Compound financial instrument is recognized.

5 Deferred tax asset has been created on Ind As adjustment.

6 Loan processing fees : As per IGAAP loan processing fees are charged to profit and loss or capitalized in the period in which it is incurred. Under Ind AS loan processing fees are amortized over the period OF loan.

7 Corporate Guarantee:-Under Ind AS Income on Corporate Guarantee is given by JPVL to PPGCL is recognized under Other financial liability.

8 As per Ind As additional provision has been created.

9 Deferred liability is created on upfront fees capitalized in PPE and amortized over the loan period.

Notes for reconciliation OF Balance sheet as previously reported under previous GAAP to Ind AS

1 Corporate Guarantee:- Under Ind As Income on Corporate Guarantee is given by JPVL to PPGCL is recognized under other income.

2 Amortization OF deferred liability over the period OF borrowing under other income.

3 Interest income recognized on unwinding OF preference share carried at amortized cost at the opening balance sheet as on 1st April, 2015.

4 Adjustment OF reclassification from operation & maintenance expenses to depreciation.

5 Goodwill has been amortized .

6 Employee benefits:-Under previous GAAP, actuarial gains and losses were recognized in the statement OF profit and loss. Under Ind AS, the actuarial gains and losses form part OF re-measurement OF net defined benefit liability / asset which is recognized in other comprehensive income in the respective periods.

7 Loan processing fees: As per IGAAP loan processing fees are charged to profit and loss or capitalized in the period in which it is incurred. Under Ind AS loan processing fees are amortized over the period OF loan.

8 Lease rental Expenses:-Operating lease has been consider as prepayment and charged Off in profit & loss over the period OF lease land.

9 As per Ind AS Prior period item has been recognized in the period on which relate.

Note 51

Corporate Guarantee

(a) The Company has given Corporate Guarantee OF US$ 1,500 Lakhs in favour OF State Bank OF india, Hong Kong branch for the credit facilities granted by lenders to Jaiprakash Associates Limited (Holding/ Associate company).The principal amount OF loan outstanding OF US$ 1,300 Lakhs has been converted to rupee term loan (Rs, 88,907 Lakhs) by State Bank OF India vide sanction letter dated 28.12.2016.

(b) The Company has given Corporate Guarantee OF Rs, 50,000 Lakhs in favour OF State Bank OF india, for Optionally Convertible Sub Debt underwritten/ granted by them to Prayagraj Power Generation Company Limited (a subsidiary OF the Company). The principal amount OF loan outstanding was Rs, 50,000 Lakhs as on 31.03.2017

(c) The Company has given Corporate Guarantee OF Rs, 60,000 Lakhs in favour OF State Bank OF india, for Optionally Convertible Short Term Loan granted by them to Prayagraj Power Generation Company Limited (a subsidiary OF the Company).The principal amount OF loan outstanding was Rs, 60,000 Lakhs as on 31.03.2017.

Note 25

(i) 900 Lakhs Equity Shares OF Rs, 10/- each fully paid (Previous Year 900 Lakhs) held by the Company OF Jaypee Powergrid Ltd. (Subsidiary Company) are pledged with Security Trustees, IDBI Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Jaypee Powergrid Ltd.

(ii) 25,392 Lakhs Equity Shares OF Rs, 10/- each fully paid (Previous Year-16,183 Lakhs) held by the Company OF Prayagraj Power Generation Co. Ltd. (Subsidiary Company) are pledged with Security Trustees, SBI Cap Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Prayagraj Power Generation Co. Ltd.

Note 26

Related Party Disclosures, as required in terms OF Indian Accounting Standard [Ind AS] 24’ are given below:

(1) Relationships (Related party relationships are as identified by the Company and relied upon by the Auditors)

(a) Holding Company

Jaiprakash Associates Limited (JAL) (holding company till 17.02.2017 and thereafter became an Associate Company)

(b) Subsidiary Companies(direct or indirect through investment in subsidiaries)

(1) Jaypee Powergrid Limited (JV Subsidiary)

(2) Jaypee Arunachal Power Limited (JV Subsidiary)

(3) Prayagraj Power Generation Company Limited

(4) Sangam Power Generation Company Limited

(5) Jaypee Meghalaya Power Limited

(6) Bina Power Supply Limited

(c) Fellow Subsidiary Companies:

(1) Jaypee Ganga Infrastructure Corporation Limited (Subsidiary OF JAL) (till 17.02.2017)

(2) Himalyan Expressway Limited (Subsidiary OF JAL) (till

17.02.2017)

(3) Jaypee Infratech Limited (Subsidiary OF JAL) (till

17.02.2017)

(4) Jaypee Cement Corporation Limited (JCCL) (Subsidiary OF JAL) (till 17.02.2017)

(5) Bhilai Jaypee Cement Limited (JV Subsidiary OF JAL) (till

17.02.2017)

(6) Gujarat Jaypee Cement & Infrastructure Limited (JV Subsidiary OF JAL) (till 17.02.2017)

(7) Jaypee Agra Vikas Limited (Subsidiary OF JAL) (till

17.02.2017)

(8) Jaypee Fertilizers & Industries Limited (Subsidiary OF JAL) (till 17.02.2017)

(9) Jaypee Assam Cement limited (Subsidiary OF JAL) (till

17.02.2017)

(10) Himalayaputra Aviation Limited (Subsidiary OF JAL) (till

17.02.2017)

(11) Jaypee Healthcare Limited (subsidiary OF Jaypee Infratech Limited) (till 17.02.2017)

(12) Jaypee Infrastructure Development Limited (New name OF Jaypee Cement Cricket (India) Limited w.e.f

21.02.2017) (Subsidiary OF JAL) (till 17.02.2017)

(13) Jaypee Cement Hockey (India) Limited (Subsidiary OF JAL) (till 17.02.2017)

(14) Jaiprakash Agri Initiatives Company Limited (subsidiary OF JCCL) (till 17.02.2017)

Note: All the above companies were fellow subsidiary companies till 17.02.2017

(d) Associate Companies

(1) Jaiprakash Associates Limited (JAL) (It become an associate company w.e.f. 18.02.2017, in place OF holding company)

(2) Companies as per S. No. C(1) to C(14) above have become associate companies w.e.f 18.02.2017, in place OF Fellow Subsidiary Companies

(3) Jaypee Infra Ventures (A Private Company with unlimited liability) (Associate OF JAL) (till 17.02.2017)

(4) Jaypee Development Corporation Limited [(subsidiary OF Jaypee Infra Ventures (A Private Company with unlimited liability)] (till 17.02.2017)

(5) Andhra Cements Limited (subsidiary OF Jaypee Development Corporation Limited) (till 17.02.2017)

(6) JIL Information Technology Limited [(subsidiary OF Jaypee Infra Ventures (A Private Company with unlimited liability)] (Subsidiary OF JIV) (till 17.02.2017)

(7) Gaur & Nagi Limited (subsidiary OF JIL Information Technology Limited) (till 17.02.2017)

(8) Indesign Enterprises Pvt. Limited [(subsidiary OF Jaypee Infra Ventures (A Private Company with unlimited liability)] (till 17.02.2017)

(9) MP Jaypee Coal Limited (JV Associate Co.) (till

17.02.2017)

(10) Madhya Pradesh Jaypee Minerals Limited (JV Associate Co.) (till 17.02.2017)

(11) MP Jaypee Coal Fields Limited (JV Associate Co.) (till

17.02.2017)

(12) Jaypee Uttar Bharat Vikas Private Limited (JV Associate Co.) (till 17.02.2017)

(13) Kanpur Fertilisers and Cement limited (JV Associate Co) (till 17.02.2017)

(14) Jaypee International Logistics Company Private Limited [(subsidiary OF Jaypee Infra Ventures (A Private Company with unlimited liability)] (till 17.02.2017)

(15) Tiger Hills Holiday Resort Private Limited (subsidiary OF Jaypee Development Corporation Limited) (till

17.02.2017)

(16) Anvi Hotels Private Limited [(subsidiary OF Jaypee Infra Ventures (A Private Company with unlimited liability)] (company dissolved w.e.f 16.07.2016)

(17) Ibonshourne Limited (subsidiary OF Indesign Enterprises Pvt. Limited) (till 17.02.2017)

(18) RPJ Minerals Private Limited (Associate Comany OF JAL) (till 17.02.2017)

(19) Sarveshwari Stone Products Pvt. Ltd. (subsidiary OF RPJ Minerals Private Limited) (till 17.02.2017)

(20) Rock Solid Cement Limited (subsidiary OF RPJ Minerals Private Limited) (till 17.02.2017)

(21) Sonebhadra Minerals Private Limited (Associate Comany OF JAL) (till 17.02.2017)

(22) Ceekay Estate Private Limited (KMP based Associate Company).

(23) Pac Pharma Drugs and Chemicals Private Limited (KMP based Associate Company) (Dissolved on 16.04.2016)

(24) Akasva Associates Private Limited (KMP based Associate Company)

(25) Jaiprakash Exports Private Limited (KMP based Associate Company)

(26) Bhumi Estate Developers Private Limited (KMP based Associate Company)

(27) Jaypee Jan Sewa Sansthan (‘Not for profit'' Private limited Company) (KMP based Associate Company)

(28) Think Different Enterprises Private Limited (KMP based Associate Company)

(29) JC World Hospitality Private Limited (KMP based Associate Company)

(30) JC Wealth & Investment Private Limited (KMP based Associate Company)

(31) C K World Hospitality Private Limited (KMP based Associate Company)

(32) Librans Venture Private Limited (KMP based Associate Company)

(33) Librans Real Estate Private Limited (KMP based Associate Company)

(34) Samvridhi Advisors LLP (KMP based partnership firm)

(35) Sandhar Hospitality (KMP based partnership firm)

(36) Renaissance Lifestyle Private Limited (KMP based Associate Company)

(37) Lucky Strike Financers Private Limited (KMP based Associate Company)

(38) Yamuna Expressway Tolling Private Limited (new name OF Yamuna Expressway Tolling Limited w.e.f. 05.04.2017, which again is the new name OF Jaypee Mining Ventures Private Limited w.e.f. 24.03.2017. (KMP based Associate Company till 24.03.2017)(subsidiary OF JAL w.e.f. 25.03.2017, hence Associate Company w.e.f that date)

(e) Key Management Personnel:

(i) Jaiprakash Power Ventures Limited (JPVL)

(1) Shri Manoj Gaur, Chairman

(2) Shri Sunil Kumar Sharma, Vice Chairman and CEO

(3) Shri Suren Jain, Managing Director and CFO

(4) Shri Parveen Kumar Singh, Whole-time Director

(5) Dr. Jagannath Gupta

(6) Shri R. N. Bhardwaj

(7) Shri B. B. Tandon

(8) Shri A. K. Goswami

(9) Shri Gyan Prakash Gaur

(10) Shri S. S. Gupta

(11) Lt. Gen. (Retd.) Shri Ravindra Mohan Chadha

(12) Shri D. P Goyal

(13) Shri K. N. Bhandari

(14) Shri Arun Balakrishnan

(15) Shri Atanu Sen

(16) Shri S. L. Mohan

(17) Shri Umesh Jain

(18) Ms. Sunita Joshi

(19) Shri K. P Rau

(20) Shri M. K. V. Rama Rao,Whole Time Director

(ii) Directors OF Jaiprakash Associates Limited till 17th February, 2017, other than those who are common Director OF JPVL

(1) Shri S.C. Rathi

(2) Shri Subrat Kumar Mohapatra

(3) Shri Shailesh Verma

(4) Shri Subhash Chandra Bhargava

(5) Shri Basant Kumar Goswami

(6) Ms. Homai A. Daruwalla

(7) Shri C.P Jain

(8) Shri T.R. Kakkar

(9) Shri Sunny Gaur

(10) Shri Pankaj Gaur

(11) Shri Ranvijay Singh

(12) Shri Rahul Kumar

1. Transactions with Jaiprakash Associates Ltd (JAL) as holding company are from 01.04.2016 to 17.02.2017 and as associate company from 18.02.2017 to 31.03.2017 have been shown under column 1(a) and 1(d) above respectively, as JAL ceased to be Holding Company from 18.02.2017.

2. Transactions with Himalayaputra Aviation Limited (HAL) as fellow subsidiary company are from 01.04.2016 to 17.02.2017 and as associate company from 18.02.2017 to

31.03.2017 have been shown under column 1(c) and 1(d) above respectively, as HAL ceased to be fellow subsidiary company from 18.02.2017.

3. Transactions with associate companies Jaypee Development Corporation Ltd, Jaypee Infra Ventures, JIL Information Technology Ltd and Gaur and Nagi Ltd Limited are from 01.04.2016 to 17.02.2017 have been shown under column 1(d) above, as they ceased to be associate companies from 18.02.2017.

4. Guarantees given by the holding/ associate company on behalf OF the Company and guarantee given by the Company on behalf OF the Holding/associate/subsidiary company have been mentioned elsewhere in the Notes to Financial Statements.

(a) Provident Fund - Defined Contribution Plan

Employees are entitled to Provident Fund benefits. Amount debited to Profit and Loss account including Administrative and Employees Deposit Linked Insurance charges Rs, 407 Lakhs during the period (Previous Year - Rs, 378 Lakhs).

(b) Gratuity - The liability for Gratuity is provided on the basis OF Actuarial Valuation made at the end OF each financial year. The Actuarial Valuation is made on Projected Unit Credit method as per Ind AS 19. Jaiprakash Associates Limited (JAL) (the Company''s holding/ associate company) has constituted a Gratuity Fund Trust under the name Jaiprakash Associates Employees Gratuity Fund Trust vide Trust Deed dated 30th March, 2009 for JAL and its subsidiaries and appointed SBI Life Insurance Co. Ltd. for the management OF the Trust Funds for the benefits OF employees. As a subsidiary/ associate OF JAL, the Company is participating in the Trust Fund by contributing its liability accrued up to the close OF each financial year to the Trust Fund.

(a) Segments have been identified in accordance with Indian Accounting Standard on Segment Reporting (Ind AS 108) taking into account the organizational structure as well as differential risk and returns OF these segments.

(b) Business segment has been disclosed as the primary segment.

(c) Type OF Products and Services in each Business Segment:

(i) Power - Generation and Sale OF Power

(ii) Coal - Coal Mining for captive use in energy generation

(iii) Others - Cement Grinding etc.

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

(a) As there is no taxable profit/ book profit for the period up to 31st March, 2017 no income tax amount/ MAT has been provided for the period up to 31st March, 2017.

(b) The Company has provided deferred tax assets (net) OF Rs, 46,356 Lakhs (Previous year Rs,- 24,176 Lakhs) for the year ended 31st March, 2017.

Note 58

M/s Tecpro Systems Ltd. (Tecpro), was awarded the contracts for supply, erection, testing, commissioning and performance OF the coal and ash handling system, ACFA system, coal crusher system by Bina Power Supply Company Ltd. which was merged with JPVL(Company) for its 500 MW Thermal Power Plant located at Bina Distt. Sagar, M.P However, Tecpro did not complete the entire work as per the terms & conditions OF contracts, and left the awarded contract work in incomplete conditions.

Company has completed the balance work itself by procuring the balance materials from other suppliers and made the systems operational. An amount OF Rs, 535.40 lakhs is recoverable on account OF mobilization advance paid to Tecpro. As Tecpro had left the work incomplete, the company has encashed the Bank Guarantee amounting to Rs, 2,013.20 Lakhs provided by them to be adjusted against advance and loss incurred by the company for leaving the work without completing / testing etc. The Company had to incur an expenditure OF Rs, 6,093 lakhs towards procurement OF remaining plant and machinery for completing the plant.

The Company had claimed liquidated damages OF Rs, 2,235 Lakhs and amount OF Rs, 6,093 Lakhs incurred on additional expenditure on procurement OF various materials to complete the Plant.

Therefore, as on date total recoverable amount from Tecpro is Rs, 8,863.40 Lakhs including advances paid and amount claimed on account OF liquidated damages and additional expenditure incurred to complete the plant.

Note 27

Statutory Auditors’ Remuneration:

Details OF remuneration (including Service Tax) paid to Statutory Auditors'' :

(i) The Scheme OF Arrangement for transfer OF businesses in relation to two OF the Company''s operating Hydro-electric plants namely, 300 MW Jaypee Baspa-II Hydro electric plant and 1091 MW Jaypee Karcham Wangtoo Hydro-electric plant to Himachal Baspa Power Company Limited (HBPCL), a subsidiary OF the Company, as a going concern, on slump exchange basis, was sanctioned by the Hon''ble High Court OF Himachal Pradesh at Shimla, vide order dated 25.06.2015. Consequent upon filing OF the aforesaid Scheme OF Arrangement with Registrar OF Companies, Chandigarh the said Scheme became effective w.e.f. 1st September,2015. Accordingly, the businesses, in respect OF Baspa-II Hydro electric plant and Karcham Wangtoo Hydro electric plant along with their assets, liabilities, rights and interests, obligations etc stood transferred and vested in Himachal Baspa Power Company Limited (HBPCL) w.e.f. 1st September, 2015.

The Company, has concluded the Sale OF Securities OF Himachal Baspa Power Company Limited (HBPCL) to JSW Energy Limited in the previous financial year (2015-16).

(ii) The following statement shows the revenue and expense OF continuing and discontinuing operations.

Note 28

Expenditure incurred on Corporate Social Activities (CSR)

No amount (Previous year- Rs, 349 Lakhs) was required to be spent by the Company on the activities OF CSR , as per schedule VII and as per provisions OF Companies Act, 2013, whereas the Company has spent Rs, 157 Lakhs (Previous year- Rs, 378 Lakhs).

Note 29

(a) The External Commercial Borrowings (ECBs) outstanding JPY 1,14,750 Lakhs as on 31.03.2017 are fully hedged (JPY to USD) in respect OF coupon as well as repayment. USD to INR portion has been hedged for 50% OF outstanding i.e. JPY 57,375 Lakhs (equivalent to USD 523.97 Lakhs) and balance 50% portion is unhedged.

(b) The Company has outstanding exposure OF USD 1,014.21 Lakhs (unhedged) as on 31.03.2017 against Foreign Currency Convertible Bonds (FCCBs).

Note 30

In terms OF ‘Indian Accounting Standard (Ind AS-36), the assets are not impaired because the recoverable amount OF fixed assets collectively determined by the present value OF estimated future cash flows is higher than its carrying value.

Note 31.

Previous Year''s figures have been regrouped/re-arranged, wherever considered necessary to make them conform to the figures for the current year.


Mar 31, 2016

Note 1 - Equity shares reserved for issue under options and contracts / commitments for the sale of shares / disinvestments, including terms and amounts

The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCBs) of US$ 1 Lac each aggregating to US$ 2,000 Lacs at par on 12.02.2010. These Bonds were convertible at the option of the bondholders into equity shares of Rs. 10/- each fully paid up at the conversion price of Rs. 85.8139 per share, subject to the terms of issue with a fixed exchange rate of Rs. 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

The bonds were redeemable at maturity on 13.02.2015 at a YTM of 7% p.a inclusive of coupon rate of 5% p.a. No conversion has taken place up to 31.03.2016. The status of FCCBs has been mentioned at note 6.12.

No shares have been reserved for issue under options and contracts / commitments for the sale of shares / disinvestments other than above.

Note 2 - Aggregate number and class of equity shares allotted as fully paid up pursuant to contract without payment being received in cash, allotment by way of bonus shares or shares bought back

Note 3. - The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital

The Company has issued only one class of equity shares having a par value of Rs. 10/- per share which rank pari-passu in all respects including voting rights and entitlement to dividend.

In the event of liquidation, each share carry 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.

The Authorized Share Capital provides for Preference Share at a par value of Rs. 100/- each. The Company has so far not issued any Preference Share.

Note 4 - Equity Shares in respect of each class in the Company held by its holding company or its ultimate holding company including shares held by or by subsidiaries or associates of the holding company or the ultimate holding company in aggregate 1,78,30,00,600 Equity shares are held by Jaiprakash Associates Limited, the holding company.

8,56,47,637 Equity shares are held by Jaypee Infra Ventures (A Private Company with unlimited liability), associate company of Jaiprakash Associates Limited.

The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCBs) of US$ 1 Lac each aggregating to US$ 2,000 Lacs at par on 12.02.2010. These Bonds were convertible at the option of the bond-holders into equity shares of Rs. 10/- each fully paid up at the conversion price of Rs. 85.8139 per share, subject to the terms of issue with a fixed exchange rate of Rs. 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

The bonds were redeemable at maturity on 13.02.2015 at a YTM of 7% p.a inclusive of coupon rate of 5% p.a. No conversion has taken place up to 31.03.2016. The status of FCCBs has been mentioned at note 6.12.

Note 5 - Calls unpaid (showing aggregate value of calls unpaid by directors and officers)

There are no calls unpaid including by directors and officers of the Company.

Note 6 - Forfeited shares (amount originally paid up)

The Company has not forfeited shares.

Note 4 - Reserves and Surplus

Security for Term Loans and Working Capital limits

7 400 MW Jaypee Vishnuprayag HEP :

Rupee Term Loans and Foreign Currency Loans aggregating to Rs.84,708.53 Lacs (Previous Year-Rs.78,272.95 Lacs) from Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari passu among all the participating Institutions and Banks viz. State Bank of India, Andhra Bank, State Bank of Bikaner & Jaipur, State Bank of Patiala, State Bank of Travancore, Bank of India, Oriental Bank of Commerce, Allahabad Bank, Dena Bank, IDBI Bank Ltd., and Power Finance Corporation Ltd., by way of :

(i) First charge on 400 MW Vishnuprayag HEP''s present and future book debts, operating cash flows, receivables, commissions, revenue of whatsoever nature ; and

(ii) First charge on 400 MW Vishnuprayag HEP''s all the accounts including the Trust & Retention Account, Escrow Account of Uttar Pradesh Power Corporation Limited and Debt Service Reserve Account and each of the other accounts required to be created by the Company under any 400 MW Vishnuprayag HEP document.

The loans are inter-alia also secured by way of:

(i) First charge on 400 MW Vishnuprayag HEP''s all intangible assets, hypothecation of all the movable assets, assignment of Project Agreements and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Policies, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Plant ;

(ii) First ranking equitable mortgage on all rights, titles, interests and benefits in respect of immovable properties and assets of the 400 MW Vishnuprayag HEP ;

(iii) Pledge of 6,291 Lacs equity shares of the Company held by JAL on pari-passu basis with lenders of Nigrie Super Thermal Power Plant (except for term loan of Rs.25,000 Lacs disbursed by State Bank of India); and

(iv) Corporate Guarantee furnished by JAL, the Holding Company, for outstanding financial assistance of Power Finance Corporation Ltd., as on 31.03.2016 amounting to US$ 38.53 Lacs (Previous Year US$ 69.35 Lacs ).

8 500 MW Jaypee Bina Thermal Power Plant:

6.2(a) Rupee Term Loans outstanding of Rs.1,79,115 Lacs (Previous Year Rs.1,92,861.80 Lacs) availed out of sanctioned amount of Rs. 2,25,800 Lacs (original Rs.1,92,800 Lacs and additional Rs.33,000 Lacs) from consortium of Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari-passu among all the participating Institutions and Banks viz. Punjab National Bank, Union Bank of India, Allahabad Bank, Canara Bank, Central Bank of India, State Bank of Patiala, State Bank of Hyderabad, IDBI Bank Ltd., ICICI Bank Ltd. and The Jammu and Kashmir Bank Ltd., are secured by:

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to Jaypee Bina Thermal Power Plant and

(ii) Pledge of 648.09 Lacs equity shares (Previous Year 648.09 Lacs equity shares) of the Company held by JAL , on pari passu basis among the lenders. 6.2(b) The aforesaid security ranks pari-passu with working capital lenders (i.e. IDBI Bank Limited, State Bank of Patiala and Jammu & Kashmir Bank Ltd.) for working capital limits of Rs. 39,100 Lacs (Previous Year Rs.39,100 Lacs). Fund based limit outstanding Rs.17,636.32 Lacs (Previous Year Rs.16,650.84 Lacs) and Bank Guarantees/ LCs outstanding of Rs.2,167.11 Lacs (Previous Year Rs.5,457.67 Lacs).

9 1320 MW Jaypee Nigrie Super Thermal Power Plant:

6.3(a) Financial assistance outstanding of Rs.7,24,168.82 Lacs (Previous Year Rs.7,19,074.71 Lacs) availed out of sanctioned amount of Rs.7,31,500 Lacs (Original Rs. 4,82,110 Lacs, External Commercial Borrowing (ECB) amounting to Jap. Yen 15.30 Billion equivalent to Rs. 84,890 Lacs (exchange rate of agreement date) & additional Rs.1,64,500 Lacs) and short term financial assistance of Rs.15,640 Lacs (Previous Year Rs. Nil) out of sanctioned amount of Rs. 16,500 Lacs from consortium of Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari-passu among all the participating Institutions and Banks viz. Punjab National Bank, Canara Bank, Central Bank of India, Oriental Bank of Commerce, Bank of Baroda, Bank of Maharashtra, Indian Overseas Bank, Syndicate Bank, UCO Bank, United Bank of India, State Bank of Bikanar & Jaipur, State Bank of Patiala, State Bank of Hyderabad, Corporation Bank, IDBI Bank Ltd., ICICI Bank Ltd., IDFC Bank Ltd. and LIC of India, are secured by way of :

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to the Jaypee Nigrie Super Thermal Power Plant ;

(ii) Pledge of 6,291 Lacs equity shares (Previous Year - 6,291 Lacs equity shares) of the Company held by JAL on pari-passu basis with lenders of Jaypee Vishnuprayag HEP and

(iii) Letter of Comfort from Jaiprakash Associates Limited, the holding company for the additional loan of Rs.1,64,500 Lacs in addition to above securities.

10(b) The working Capital facilities of Rs.60,000 Lacs sanctioned by ICICI Bank Ltd, Punjab National bank Ltd and IDBI Bank Ltd.(Previous Year Rs.60,000 Lacs ) are secured by pari-passu charge on the assets as per note 6.3 (a) (i) & 6.5. Fund based limit outstanding of Rs.37,060.46 Lacs (Previous Year-Rs. 25,177.95 Lacs) and Bank Guarantees outstanding of Rs.9,423.30 Lacs (Previous Year Rs.14,055.87 Lacs).

11 Jaypee Nigrie Cement Grinding Unit:

Rupee Term Loan of Rs. 5,000 Lacs (Previous Year-Rs.5,000 Lacs) availed out of sanctioned amount of Rs.5,000 Lacs by Canara Bank are secured by way of; first ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to the Jaypee Nigrie Cement Grinding Unit.

Amelia (North) Coal Mine:

Financial assistance of Rs. 34,885 Lacs (Previous Year -Rs.9,000 Lacs ) availed from consortium of Banks viz ICICI Bank Ltd., IDBI Bank Ltd., United Bank of India, Central Bank of India, State Bank of Patiala, Syndicate Bank, Indian Overseas Bank, Oriental Bank of Commerce, State Bank of Hyderabad, State Bank of Bikaner & Jaipur , Canara Bank, Bank of Baroda out of proposed debt amount of Rs.55,600 Lacs and the Bank Guarantee facilities of Rs.14,295.23 Lacs by ICICI Bank. Bank Guarantees outstanding of Rs.23,295.23 Lacs (Previous Year -Rs.23,295.23)given by ICICI Bank on fronting basis (which is inclusive of Rs. 14,295.23 lacs of ICICI Bank plus Counter Bank Guarantee of Rs. 9,000 Lacs given by Punjab National Bank out of working capital facilities of Jaypee Nigrie Super Thermal Power Plant), for Amelia ( North) Coal Mine are secured by way of :

First charge on the assets of Amelia (North) Coal Mine ranking pari passu with the term and working capital Lenders of Jaypee Nigrie Super Thermal Power Plant( except assets which are specifically financed under equipment finance facility which shall be excluded from security package) on reciprocal basis.

Rupee Term Loan/Corporate Loan:

(i) Rupee Term Loan of Rs.1,00,000 Lacs sanctioned by State Bank of India, is secured by way of residual charge on all movable and immovable fixed assets of the Company on pari-passu basis with, Corporate Loan of Rs.1,20,000 Lacs by ICICI bank, Corporate Loan of Rs.15,000 Lacs by IDBI Bank, Corporate Loan of Rs 50,000 Lacs by ICICI Bank, pledge of

1,500 Lacs equity shares of the Company held by JPVL Trust (Previous Year-1,500 Lacs equity shares) and residual charge on the assets of Prayagraj Power Generation Company Ltd (a subsidiary company). As on 31.03.2016 outstanding amount of Rupee Term Loan was Rs. 50,000 Lacs (Previous Year- Rs. 75,000 Lacs).

(ii) Rupee Term Loan of Rs.1,20,000 Lacs sanctioned by ICICI Bank, is secured by way of residual charge on all movable and immovable assets of the Company on pari-passu basis with Corporate Loan of Rs.1,00,000 Lacs by State Bank of india, Corporate Loan of Rs15,000 Lacs by IDBI Bank Corporate Loan of Rs 50,000 Lacs by ICICI Bank, and pledge of 3,860 Lacs equity shares of the Company held by JAL (Previous Year- 3,860 Lacs equity shares), pledge of 192.11 Lacs equity shares of the Company held by JPVL Trust (Previous Year-192.11 Lacs) and Non Disposal Undertaking for 1,021.89 Lacs equity shares of the Company held by JAL (Previous Year-1021.89 Lacs). As on 31.03.2016 outstanding amount of Rupee Term Loan was Rs. 1,14,000 Lacs (Previous Year- Rs. 1,20,000 Lacs).

(iii) Rupee Term Loan of Rs.50,000 Lacs sanctioned by ICICI Bank , is secured by residual charge on all movable and immovable assets of the Company on pari-passu basis with Corporate Loan of Rs.1,00,000 Lacs by State Bank of india, Corporate Loan of Rs.1,20,000 Lacs by ICICI bank Corporate Loan of Rs 15,000 Lacs by IDBI Bank, pledge of 1,100 Lacs equity shares of the Company held by JPVL Trust (Previous Year- 1,100 Lacs) and residual charge on the assets of Prayagraj Power Generation Company Ltd (a Subsidiary company). As on 31.03.2016 outstanding amount of Rupee Term Loan was Rs. 13,500 Lacs (Previous Year- Rs. 44,000 Lacs).

(iv) Rupee Term Loan of Rs.15,000 Lacs sanctioned by IDBI Bank , is secured by residual charge on all movable and immovable assets of the Company on pari-passu basis with Corporate Loan of Rs.1,00,000 Lacs by State Bank of india, Corporate Loan of Rs.1,20,000 Lacs by ICICI bank, Corporate Loan of Rs 50,000 Lacs by ICICI Bank, and pledge of 315 Lacs equity shares (Previous Year 315 Lacs) of the Company held by JPVL Trust and personal guarantee of Shri Manoj Gaur, Chairman of the Company. As on 31.03.2016 outstanding amount of Rupee Term Loan was Rs.12,865 Lacs (Previous Year- Rs. 15,000 Lacs).

(v) Rupee Term Loan of Rs.1,00,000 Lacs sanctioned by Axis Bank is secured by Corporate Guarantee from JSW Energy Limited. As on 31.03.2016 outstanding amount of Rupee Term Loan was Rs. 1,00,000 Lacs (Previous Year- Rs.94,500 Lacs).

(vi) Corporate loan of Rs.40,000 Lacs availed from ICICI Bank Limited has been repaid in full. However, pledge of 1,754.79 Lacs equity shares (Previous year - Nil) of the Company held by JAL, 332.89 Lacs equity shares (Previous year - Nil) of the Company held by JPVL Trust and residual charge ranking pari-passu with other lenders viz State Bank of India and IDBI Bank Ltd on assets of the Company are yet to be released by ICICI Bank Limited.

12. Consequent upon sanction of Scheme of Arrangement by Hon''ble High Court of Himachal Pradesh vide Order dated 25th June, 2015, all loans / liabilities of Baspa HEP & Karcham Wangtoo HEP, transferred / vested to Himachal Baspa Power Company Limited. 1,206 Lacs equity shares of the Company held by JAL pledged in favour of lenders of erstwhile Karcham Wangtoo H.E.P are pending for release by ICICI Bank Ltd.

13 Baspa HEP:

Rupee Term Loan, Foreign Currency Loans and Working Capital facilities outstanding as on 31.03.2016 is Nil (Previous year-Rs.52,143.96 Lacs). The Plant including all loans, liabilities and assets has been transferred to Himachal Baspa Power Company Ltd.(HBPCL) w.e.f. 01.09.2015, as per Scheme of Arrangement sanctioned by Honb''le High Court of Himachal Pradesh at Shimla vide order dated 25.06.2015. JSW Energy Ltd. has w.e.f 01.09.2015, acquired entire shareholding of HBPCL from the Company.

14 Karcham Wangtoo HEP:

Rupee Term Loan and Working Capital facilities outstanding as on 31.03.2016 is Nil (Previous year-Rs.5,51,476.86 Lacs). The Plant including all loans, liabilities and assets has been transferred to Himachal Baspa Power Company Ltd. (HBPCL) w.e.f. 01.09.2015, as per Scheme of Arrangement sanctioned by Honb''le High Court of Himachal Pradesh at Shimla vide order dated 25.06.2015. JSW Energy Ltd. has w.e.f 01.09.2015, acquired entire shareholding of HBPCL from the Company. 6.10 Repayment of Term Loans 6.10(a) 400 MW Jaypee Vishnuprayag HEP :

i) Rupee term loans (Rs. 1,65,000 Lacs) are repayable in 54 equal quarterly installments payable in May, August, November and February every year, which commenced from November, 2009.

ii) Foreign currency loan (USD 308.20 Lacs) is repayable in 40 equal quarterly installments payable in April, July, October and January, which commenced from July, 2007.

iii) Rupee term loan of Rs. 50,000 Lacs sanctioned by State Bank of India against securitization of future receivables of Vishnuprayag HEP is repayable in 17 structured quarterly installments payable in June, September, December and March every year, which will commence from 17th June, 2017.

15.(b) 500 MW Jaypee Bina Thermal Power Plant :

Rupee term loan (Rs. 1,92,800 Lacs) are repayable in 37 equal quarterly installments commenced from 1st January, 2014 for 74% of loan and balance 26% in 38th Installment payable on 1st March , 2023.

Rupee term loan (Rs. 33,000 Lacs) are repayable in 36 equal quarterly installments commenced from 1st January, 2014 for 72% of loan and balance 28% in 37th Installment payable on 1st January, 2023. 6.10(c) 1320 MW Jaypee Nigrie Super Thermal Power Project :

32.05% of Original Rupee Term Loans availed (Rs.4,82,110 Lacs) are repayable in 28 structured quarterly installments commencing from 15th September, 2018 and balance 67.95 % of the loan shall be a bullet repayment along with 28th installment falling due on 15th June 2025 with a option to refinance of the same.

32.05% of Additional Rupee Term Loans availed (Rs.1,64,497 Lacs) are repayable in 28 structured quarterly installments commencing from 15th September, 2018 and balance 67.95 % of the loan shall be a bullet repayment along with 28th installment falling due on 15th June 2025 with a option to refinance of the same.

Short term rupee loans availed ( Rs. 15,640 Lacs) are repayable in six equal quarterly installments commenced from 1st April, 2017.

External Commercial Borrowings availed (Japanese Yen 1,53,000 Lacs) are repayable in 20 equal half yearly installments commenced from 7th Nov, 2014.

6.10(d) Jaypee Nigrie Cement Grinding Unit:

Rupee term loan (Rs. 5,000 Lacs) are repayable in 29 structured quarterly installments commenced from June, 2016.

6.10(e) Amelia (North) coal mine:

i) 50% of the Rupee term loan (Rs.34,885 Lacs availed out of Rs. 55,600 lacs sanctioned by Consortium of Banks) are repayable in 37 structured quarterly installments commencing from 12 months from the mining commencement date/plan. Balance 50% of the loan shall be a bullet repayment along with the 37th installment.

ii) Equipment finance facility (Rs. 6,297.55 Lacs) sanctioned by SREI Equipment Finance Ltd. are repayable in 47 structured monthly installments commenced from 22 October, 2015.

6.10(f) Other Financial Assistance :

i) Rupee Term Loan of Rs.1,00,000 Lacs of State Bank of India is repayable in 4 equal annual installments payable on 30th September every year from the year 2014 to 2017.

ii) Rupee Term Loan of Rs.1,20,000 Lacs of ICICI Bank Limited is repayable in 28 structured quarterly installments commenced from September, 2015.

iii) Rupee Term Loan of Rs.50,000 Lacs of ICICI Bank Limited is repayable in 4 equal monthly installments payable on 30th April 2016, 31st May 2016, 30th June 2016 and 31st July 2016. The Company shall mandatorily prepay in part or in full from the proceeds of sale/ divestment of the Company''s Project assets and/or Bara Thermal Power Project. However, the Company has since repaid Rs. 36,500 Lacs out of divestment of Baspa & Karcham Wangtoo Plants.

iv) Rupee Term Loan of Rs. 15,000 Lacs of IDBI Bank Limited is repayable in 14 quarterly equal installments commencing from July, 2015.

v) Rupee Term Loan of Rs.1,00,000 Lacs of Axis Bank Limited is now repayable by 31st May, 2016.

16 Overdue installments and interest to Banks and Financial Institutions :

Outstanding amount of loans from banks and financial institutions as mentioned in Current Liabilities (current maturities of long term debts) as at 31.03.2016, includes repayment of principal amount of loans overdue of Rs.68,848.30 Lacs, which was due for payment up to 31.03.2016. It includes redemption of FCCBs of Rs.67,718.94 Lacs (US$ 101.421 Million) which was due for payment on 31.03.2016. Further the interest amount of Rs.15,218.32 Lacs on various loans was overdue for payment as on 31.03.2016. This was on account of following reasons:-

(i) Current Revenue of 1320 MW Jaypee Nigrie Super Thermal Power Plant is based on provisional tariff (pending final tariff determination), restricted operation as long term PPA is yet to be tied up and non-availability of coal in March, 2016, as the entire capacity i.e. 2.80 MTPA coal from Amelia Coal Mine for the year 2015-16 was already utilized up to February, 2016.

(ii) Generation of 500 MW Jaypee Bina Thermal Power Plant was adversely affected due to back down instructions received from SLDC from time to time because of lower demand of power.

(iii) The general depressed economic conditions affecting the power plants in the country.

On the date of adoption of accounts by the Board of Directors, principal amount of loans over due have been paid except for FCCBs of Rs.67,718.94 Lacs for which the Company is in discussions with the Bondholders for redemption of outstanding FCCBs either from fresh FCCBs/ extending redemption period on mutually agreed terms and conditions or from financial assistance from Indian banks. The amount of interest overdue as above has been brought down to Rs.1,532.17 Lacs.

17 Unsecured Loans

i) Unsecured loan of Rs.1,000 Lacs is repayable to Government of Uttarakhand/ Uttar Pradesh, which would be paid after having decision arrived between Government of Uttar Pradesh and Government of Uttarakhand for receipt of said payment.

ii) The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCBs) of US$ 1.00 Lac each aggregating to US$ 2,000 Lac at par on 12.02.2010. These Bonds were convertible at the option of the bond-holders into equity shares of Rs. 10/- each fully paid up at the conversion price of Rs. 85.8139 per share, subject to the terms of issue with a fixed exchange rate of Rs. 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

The bonds were redeemable at maturity on 13.02.2015 at a YTM of 7% p.a.(inclusive of coupon rate of 5% p.a). The Company entered into a Standstill and Voting Agreement on 3rd March, 2015 with majority of bond-holders for re-schedulement of bonds on certain terms and conditions. Reserve Bank of India had on 26th March, 2015 approved the aforesaid re-schedulement, the details whereof were incorporated in the Notes to the Financial Statements for the Financial Year 2014-15. Other existing terms & conditions of the said FCCBs remaining unchanged. Out of the total redemption amount of US$ 2,234.78 Lacs (including the yield) as on 13th February, 2015, the Company remitted an amount of US$ 1,220.57 Lacs to the bond-holders till 31.03.2016 (as detailed below), as part payment towards redemption of FCCBs in accordance with the first Standstill Agreement dated 12th February, 2015, standstill and Voting Agreement dated 3rd March, 2015 and Supplemental Trust Deed dated 31st March, 2015, executed with the said bond-holders for reschedulement of FCCBs.

The total outstanding amount in relation to FCCBs as on 31.03.2016 was US$1,014.21 Lacs, as per details given below:-

The Company paid interest @ 5% per annum up to 13th February, 2015 and interest @ 7% per annum from 14th February, 2015 to 13th February, 2016 as per terms of agreement. For the balance amount payable on or before 13th February, 2016, the Company entered into a Standstill Agreement on 11th February, 2016 valid up to 31st March, 2016 and the Company is under discussions with the bond-holders for redemption of balance amount and/ or restructuring proposal by way of elongation of maturity and/or redemption from the proceeds of fresh issuance of FCCBs.

No conversion of the FCCBs has taken place up to 31.03.2016.

Note :

1 Depreciation on Assets of Projects under implementation amounting to Rs. 568 Lacs (Previous Year 271 Lacs) has been charged to Pre-operative Expenses of New Projects pending Capitalization.

2 Other adjustment is on account of exchange fluctuation (profit) / loss on the valuation of Foreign Currency Loans for the purchase of Plant & Machinery at the exchange rate prevailing on the date of Balance Sheet.

3 Amount charged to General Reserves Rs. 12 Lacs (on a/c of mine acquired during the year) (Previous Year Rs. 1,393 Lacs) (on account of assets whose life has expired) .

2. Pursuant to Scheme of Amalgamation of erstwhile Jaypee Karcham Hydro Corporation Limited (JKHCL) and erstwhile Bina Power Supply Company Limited (BPSCL) with the Company, sanctioned by the Hon''ble High Court of Himachal Pradesh at Shimla, JPVL Trust was created on 3rd June, 2011 to hold Equity Shares allotted upon amalgamation in accordance with the share exchange ratio in terms of the said Scheme. Upon sanction of the said Scheme, the crossholdings were not cancelled and were transferred to JPVL Trust in which the Company is the sole beneficiary. Accordingly, 21,70,00,000 Equity Shares in respect of erstwhile JKHCL and 12,70,76,923 Equity Shares in respect of erstwhile BPSCL held by the Company, were transferred to JPVL Trust, as per the approved Share Exchange Ratio.

3. All Investments are trade, Long Term Investments

Note 18

Corporate Guarantee

(a) The Company has given Corporate Guarantee of US$ 1,500 Lacs in favour of State Bank of India, Hong Kong branch for the credit facilities granted by lenders to Jaiprakash Associates Limited (Holding Company).The principal amount of loan outstanding was US$ 1,300 Lacs as on 31.03.2016.

(b) The Company has given Corporate Guarantee of Rs.50,000 Lacs in favour of State Bank of India, for the short term loan granted by them to Prayagraj Power Generation Company Limited (a subsidiary of the Company).The principal amount of loan outstanding was Rs.8,843 Lacs as on 31.03.2016.

(c) The Company has given Corporate Guarantee of Rs.50,000 Lacs in favour of State Bank of India, for Optionally Convertible Sub Debt underwritten/ granted by them to Prayagraj Power Generation Company Limited (a subsidiary of the Company). The principal amount of loan outstanding was Rs.50,000 Lacs as on 31.03.2016.

Note 19

(i) 900 Lacs Equity Shares of Rs. 10/- each fully paid (Previous Year 900 Lacs) held by the Company of Jaypee Power grid Ltd.

(Subsidiary Company) are pledged with Security Trustees,IDBI Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Jaypee Powergrid Ltd. 16,183.27 Lacs Equity Shares of Rs. 10/- each fully paid (Previous Year-14,398.27) held by the Company of Prayagraj Power Generation Co. Ltd. (Subsidiary Company) are pledged with Security Trustees, SBI Cap Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Prayagraj Power Generation Co. Ltd.

ated Party Disclosures, as required in terms of ''Accounting Standard [AS] 18'' are given

Relationships (Related party relationships are as identified by the Company and relied upon by the Auditors)

(a) Holding Company

Jaiprakash Associates Limited

(b) Subsidiary Companies:

(1) Jaypee Powergrid Limited

(2) Sangam Power Generation Company Limited

(3) Prayagraj Power Generation Company Limited

(4) Jaypee Arunachal Power Limited

(5) Jaypee Meghalaya Power Limited

(6) Himachal Baspa Power Company Limited (Ceased to be subsidiary w.e.f. 08.09.2015 and transactions made up to 31.08.2016, as perSupplemental Agreement dated 31.08.2015 to Securities Purchase Agreement dated 16.11.2014 executed with JSW Energy Ltd.)

(7) Bina Power Supply Limited (Formerly known as Himachal Karcham Power Company Limited)

(c) Fellow Subsidiary Companies:

(1) Jaypee Ganga Infrastructure Corporation Limited

(2) Himalyan Expressway Limited

(3) Jaypee Infratech Limited

(4) Jaypee Cement Corporation Limited(JCCL)

(5) Bhilai Jaypee Cement Limited

(6) Gujarat Jaypee Cement & Infrastructure Limited

(7) Jaypee Agra Vikas Limited

(8) Jaypee Fertilizers & Industries Limited

(9) Jaypee Assam Cement limited

(10) Himalayaputra Aviation Limited

(11) Jaypee Healthcare Limited (subsidiary of Jaypee Infratech Limited)

(12) Jaypee Cement Cricket (India) Limited

(13) Jaypee Cement Hockey (India) Limited

(14) Jaiprakash Agri Initiatives Company Limited (subsidiary of JCCL)

(15) Jaypee Sports International Limited (JPSI)-ceased to be subsidiary of JAL as it amalgamated into JAL on 16.10.2015 w.e.f the Appointed Date 01.04.2014

(d) Associate Companies / Concerns :

(1) Jaypee Infra Ventures (A Private Company with unlimited liability)

(2) Jaypee Development Corporation Limited [(subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)]

(3) JIL Information Technology Limited [(subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)]

(4) Gaur & Nagi Limited (subsidiary of JIL Information Technology Limited)

(5) Indesign Enterprises Pvt. Limited [(subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)]

(6) Jaypee Uttar Bharat Vikas Private Limited (JV Associate Co.)

(7) Kanpur Fertilisers and Cement limited (JV Associate Co.)

(8) Jaypee International Logistics Company Private Limited[(subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)] (under process of striking off under Section 560 of the Companies Act, 1956)

(9) Tiger Hills Holiday Resort Private Limited (subsidiary of Jaypee Development Corporation Limited)

(10) Anvi Hotels Private Limited [(subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)](under process of striking off under Section 560 of the Companies Act, 1956)

(11) Ibonshourne Limited (subsidiary of Indesign Enterprises Pvt. Limited w.e.f 11.01.2016)

(12) RPJ Minerals Private Limited

(13) Sarveshwari Stone Products Pvt. Ltd. (subsidiary of RPJ Minerals Private Limited)

(14) Rock Solid Cement Limited (subsidiary of RPJ Minerals Private Limited)

(15) Sonebhadra Minerals Private Limited

(16) MP Jaypee Coal Limited (JV Associate Co.)

(17) Madhya Pradesh Jaypee Minerals Limited (JV Associate Co.)

(18) MP Jaypee Coal Fields Limited (JV Associate Co.)

(19) Jaiprakash Kashmir Energy Limited(under process of striking off under Section 560 of the Companies Act, 1956)

(20) Jaypee Hotels Limited (KMP based Associate Company)

(21) Jaypee Mining Venture Private Limited (KMP based Associate Company)

(22) Ceekay Estate Private Limited (KMP based Associate Company).

(23) Pac Pharma Drugs and Chemicals Private Limited (under process of striking off under Section 560 of the Companies Act, 1956) (KMP based Associate Company)

(24) Akasva Associates Private Limited (KMP based Associate Company)

(25) Jaiprakash Exports Private Limited (KMP based Associate Company)

(26) Bhumi Estate Developers Private Limited (KMP based Associate Company)

(27) Jaypee Technical Consultants Private Limited (KMP based Associate Company)

(28) Andhra Cements Limited (subsidiary of Jaypee Development Corporation Limited)

(29) Jaypee Jan Sewa Sansthan (''Not for profit'' Private limited Company) (KMP based Associate Company)

(30) Think Different Enterprises Private Limited (KMP based Associate Company)

(31) Dixit Holdings Private Limited (KMP based Associate Company)

(32) iValue Advisors Private Limited (KMP based Associate Company)

(33) JC World Hospitality Private Limited (KMP based Associate Company)

(34) JC Wealth & Investment Private Limited (KMP based Associate Company)

(35) C K World Hospitality Private Limited (KMP based Associate Company)

(36) Librans Venture Private Limited (KMP based Associate Company)

(37) Librans Real Estate Private Limited (KMP based Associate Company)

(e) Key Management Personnel:

Jaiprakash Power Ventures Limited

(1) Shri Manoj Gaur, Chairman

(2) Shri Sunil Kumar Sharma, Vice Chairman and CEO

(3) Shri Suren Jain, Managing Director and CFO

(4) Shri Parveen Kumar Singh, Whole-time Director

Guarantees given by the holding company on behalf of the Company and guarantee given by the Company on behalf of the holding company have been mentioned elsewhere in the Notes to Financial Statements.

Note 20

(a) Provident Fund - Defined Contribution Plan

Employees are entitled to Provident Fund benefits. Amount debited to Profit and Loss account including Administrative and Employees Deposit Linked Insurance charges Rs.378 Lacs during the period (Previous Year - Rs.334 Lacs) and Rs. Nil (Previous Year - Rs.28 Lacs) booked in Incidental Expenses during construction pending capitalization.

(b) Gratuity - The liability for Gratuity is provided on the basis of Actuarial Valuation made at the end of each financial year. The Actuarial Valuation is made on Projected Unit Credit method as per AS 15(revised). Jaiprakash Associates Limited {JAL} (the Company''s holding company) has constituted a Gratuity Fund Trust under the name Jaiprakash Associates Employees Gratuity Fund Trust vide Trust Deed dated 30th March, 2009 for JAL and its subsidiaries and appointed SBI Life Insurance Co. Ltd. for the management of the Trust Funds for the benefits of employees. As a subsidiary of JAL, the Company is participating in the Trust Fund by contributing its liability accrued up to the close of each financial year to the Trust Fund.

(c) Leave Encashment - Defined Benefit Plans - Provision has been made as per Actuarial Valuation.

Note 21

(a) As there is no taxable profit/ book profit for the period up to 31st March, 2016 no income tax amount/ MAT has been provided for the period up to 31st March, 2016.

(b) The Company has provided deferred tax assets (net) of Rs.27,489 Lacs (Previous year Rs.-716 Lacs) for the year ended 31st March, 2016.

(c) The MAT Credit Entitlement of Rs. 1,548 Lacs, which has expired has been reversed under the head in ''Surplus'' in Note No.4 (Reserves and Surplus), as the same was created out of surplus during FY 2011-12.

Note 22 Statutory Auditors'' Remuneration:

Details of remuneration (including Service Tax) paid to Statutory Auditors'' :

Note 23

To ensure coal availability for 1,320 MW Jaypee Nigrie Super Thermal Power Plant (JNSTPP), the Company participated in e-auction of coal mine conducted by Govt. of India and was allotted Amelia (North) Coal Mine in terms of Vesting Order of 23rd March, 2015. After execution of Mining lease agreement on 25th May, 2015, the Collector, Distt. Singrauli (M.P) allowed mining activities vide order dated 26th May, 2015, where after Amelia Coal Mine started mining operations. The acquisition cost of mine, mine related expenses, plant & machinery purchased from the previous mine operator and contractor i,e M.P. Jaypee Minerals Ltd (Joint Venture company of Jaiprakash Associates Ltd) and Jaiprakash Associates Ltd (the Holding company) respectively have been capitalized from the date of mine acquisition.

Note 24

In compliance of Accounting Standard-2, the Company has provided liability of Excise Duty amounting to Rs.16 Lacs (Previous year-Nil) on the stocks of Finished Goods lying at works. However, there is no impact on profit/(loss) for the current year.

Note 25

(i) The Scheme of Arrangement for transfer of businesses in relation to two of the Company''s operating Hydro-electric plants namely, 300 MW Jaypee Baspa-II Hydro electric plant and 1091 MW Jaypee Karcham Wangtoo Hydro-electric plant to Himachal Baspa Power Company Limited (HBPCL), a subsidiary of the Company, as a going concern, on slump exchange basis, was sanctioned by the Hon''ble High Court of Himachal Pradesh at Shimla, vide order dated 25.06.2015. Consequent upon filing of the aforesaid Scheme of Arrangement with Registrar of Companies, Chandigarh the said Scheme became effective w.e.f. 1st September,2015. Accordingly, the businesses, in respect of Baspa-II Hydro electric plant and Karcham Wang too Hydro electric plant along with their assets, liabilities, rights and interests, obligations etc stood transferred and vested in Himachal Baspa Power Company Limited (HBPCL) w.e.f. 1st September, 2015, against consideration of securities ( 12,500.50 Lacs Equity Shares of Rs.10/ each and 2,500 Non Convertible Debentures of Rs.100 each).

The Company, has concluded the Sale of Securities of Himachal Baspa Power Company Limited (HBPCL) to JSW Energy Limited at an Enterprise Value (EV) of Rs.9700 crores reduced by mutually agreed adjustments, including inter-alia Rs.300 crores which is payable upon receipt of certain additional consents and approvals

Note 26

related to the Karcham Wangtoo HEP Project debt of Baspa HE Plant and Karcham Wangtoo HE Plant has been transferred to HBPCL. The proceeds from sale of aforesaid securities were utilised for reducing Company''s debts. Consequent to sale of securities to JSW Ltd. the Company has earned profit of Rs. 103 Crs which has been shown as income from sale of securities as an exceptional item.

(ii) The carrying amount of the assets of Baspa HEP and Karcham HEP were Rs. Nil (Previous year-Rs.1,48,384 Lacs), Rs. Nil (Previous year-Rs.6,79,520 Lacs) respectively and its liabilities were Rs. Nil (Previous year-Rs.1,09,464 Lacs), Rs.Nil (Previous year-Rs.5,70,970 Lacs) respectively. The operating results of Baspa HEP and Karcham Wangtoo HEP are for the period from 01.04.2015 to 31.08.2015. The following statement shows the revenue and expense of continuing and discontinuing operations.

Expenditure incurred on Corporate Social Activities (CSR)

Gross amount of Rs. 349 Lacs (Previous year-Rs.593 Lacs) was required to be spent by the Company on the activities of CSR, as per schedule VII and as per provisions of Companies Act, 2013, whereas the Company has spent Rs.378 Lacs (Previous year-Rs.604 Lacs). Amount spent during the year:

Note 27

(a) The External Commercial Borrowings (ECBs) outstanding JPY 1,30,050 Lacs as on 31.03.2016 are fully hedged (JPY to USD) in respect of coupon as well as repayment. USD to INR portion has been hedged for 50% of outstanding i.e. JPY 65,025 Lacs (equivalent to USD 593.84 Lacs) and balance 50% portion is unheeded.

(b) The Company has outstanding exposure of USD 1,014.21 Lacs (unhedged) as on 31.03.2016 against Foreign Currency Convertible Bonds (FCCBs).

Note 28

(a) The Company is engaged in generation of Power (hydro & thermal), Cement grinding and Captive coal mining. The Company has been allotted Amelia Coal Block by Government of India for exertion of coal for supply to Jaypee Nigrie Super Thermal Power Plant. Further, the Company has set up Cement Grinding Unit at Jaypee Nigrie Super Thermal Power Plant, for gainful utilization of dry fly ash and as mandated by Ministry of Environment and Forests. As total assets employed in Cement Grinding Unit and Coal Mine are less than 10% of the total assets of the Company and the revenue for the same is also less than 10% of the total revenue of the Company, therefore separate segment reporting is not applicable.

(b) The operations of the Company are carried with similar economic and political conditions having similar kind of risks, therefore geographical segments are not applicable.

Note 29

In terms of ''Accounting Standard (AS) 28'', the assets are not impaired because the recoverable amount of fixed assets collectively determined by the present value of estimated future cash flows is higher than its carrying value.

Note 30.

All the figures have been rounded off to the nearest rupees in lacs.

Note 31.

Previous Year’s figures have been regrouped/re-arranged , wherever considered necessary to make them conform to the figures for the current year.

1 The cash flow statement has been prepared under the indirect method as said out in the accounting standard (AS - 3) "Cash Flow Statement".

2 Unit-1 Refers to Baspa Project and Unit-II Refers to Karcham Project.

3 Previous Year’s figures have been regrouped/re-arranged , wherever considered necessary to make them conform to the figures for the current year.


Mar 31, 2015

Note 1 Basis of Preparation of Financial Statements

The financial statements are prepared under historical cost convention, on accrual basis, on the principles of going concern, in accordance with the generally accepted accounting principles, the relevant accounting standards and the relevant guidance notes issued by the Institute of Chartered Accountants of India (ICAI) and the applicable provisions of the Companies Act, 2013.

Note 2 - The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital

The Company has issued only one class of equity shares having a par value of Rs. 10/- per share which rank pari-passu in all respects including voting rights and entitlement to dividend.

In the event of liquidation, each share carry 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.

The Authorised Share Capital provides for Preference Share at a par value of Rs. 100/- each. The Company has so far not issued any Preference Share.

Note 3 - Equity Shares in respect of each class in the Company held by its holding company or its ultimate holding company including shares held by or by subsidiaries or associates of the holding company or the ultimate holding company in aggregate

1,78,30,00,600 Equity shares are held by Jaiprakash Associates Limited, the holding company.

85,647,637 Equity shares are held by Jaypee Infra Ventures (A Private Company with unlimited liability), associate company of Jaiprakash Associates Limited.

Note 4 - Equity shares reserved for issue under options and contracts/commitments for the sale of shares/ disinvestments, including terms and amounts

The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCBs) of US$ 1 Lac each aggregating to US$ 2,000 Lacs at par on 12.02.2010. These Bonds were convertible at the option of the bond- holders into equity shares of Rs. 10/- each fully paid up at the conversion price of Rs. 85.8139 per share, subject to the terms of issue with a fixed exchange rate of Rs. 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

The bonds were redeemable at maturity on 13.02.2015 at a YTM of 7% p.a inclusive of coupon rate of 5% p.a. No conversion has taken place up to 31.03.2015. The FCCBs have been rescheduled, refer note 6.12(ii).

No shares have been reserved for issue under options and contracts/commitments for the sale of shares/ disinvestments other than above.

The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCBs) of US$ 1 Lac each aggregating to US$ 2,000 Lacs at par on 12.02.2010. These Bonds were convertible at the option of the bond-holders into equity shares of Rs. 10/- each fully paid up at the conversion price of Rs. 85.8139 per share, subject to the terms of issue with a fixed exchange rate of Rs. 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

The bonds were redeemable at maturity on 13.02.2015 at a YTM of 7% p.a inclusive of coupon rate of 5% p.a. No conversion has taken place up to 31.03.2015. The FCCBs have been rescheduled, refer note 6.12(ii).

The above is based on Standstill and Voting Agreement entered into with Bondholders for reschedulement of FCCBs as approved by Reserve Bank of India and Supplemental Trust Deed executed on 31st March, 2015.

Note 5 - Calls unpaid (showing aggregate value of calls unpaid by directors and officers)

There are no calls unpaid including by directors and officers of the Company.

Note 6 - Forfeited shares (amount originally paid up)

The Company has not forfeited shares.

Note 7 - Reserves and Surplus

300 MW Jaypee Baspa II HEP:

(a) Rupee Term Loans, Foreign Currency Loans and Working Capital Facilities aggregating to Rs.52,143.96 Lacs (Previous Year- Rs.64,506.74 Lacs) and Deferred Payment Guarantee(s) from Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari passu among all the participating Institutions and Banks viz. State Bank of India, Andhra Bank, Punjab National Bank, UCO Bank, Oriental Bank of Commerce, Allahabad Bank, United Bank of India, IDBI Bank Ltd., IFCI Ltd.and Power Finance Corporation Ltd, by way of :

(i) First Charge on book debts, operating cash flows, receivables, commissions, revenue of whatsoever nature, present & future of the Baspa II HEP ; and

(ii) First charge on all the Accounts of the Baspa II HEP including but not limited to the Trust & Retention Account, Escrow Account of HPSEB and Debt Service Reserve Account and other accounts required to be created under any Project Document or contract.

The loans are inter-alia also secured by way of :

(i) First charge on Baspa II HEP's all intangible assets, hypothecation of all the movable assets, assignment of Project Agreements and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Policies, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Plant ;

(ii) First ranking equitable mortgage on all rights, titles, interests and benefits in respect of immovable properties, and assets of the Baspa II HEP ;

(iii) Pledge of 6,291 Lacs equity shares of the Company held by Jaiprakash Associates Limited, (JAL) on pari- passu basis with lenders of Jaypee Vishnuprayag HEP and Jaypee Nigrie Super Thermal Power Project ; and

(iv) Corporate Guarantee furnished by Jaiprakash Associates Limited (JAL), the Holding Company, for the Deferred Payment Guarantee issued by Power Finance Corporation Ltd.for the Foreign Currency Loans under Buyers' Credit, as on 31.03.2015 amounting to Rs. 469.00 Lacs (Previous Year Rs. 2,506.66 Lacs).

(b) The aforesaid security rank pari-passu for working capital limit (Fund based and non fund based) of Rs. 6,900 Lacs sanctioned by Punjab National Bank - Shimla with personal guarantees of Shri Jaiprakash Gaur - Founder Chairman, Shri Manoj Gaur - Chairman, Shri Sunil Kumar Sharma - Vice Chairman & CEO and Shri S. K. Jain - former Director of the Company. [Outstanding cash credit limit Rs. 2,025.20 Lacs (Previous Year Rs. 2,690.06 Lacs) and Bank Guarantees/LCs Rs. 1625.50 Lacs (Previous Year Rs. 1,600 Lacs)]

(c) The Foreign Currency Loans under Buyers' Credit are guaranteed by Deferred Payment Guarantee issued by Power Finance Corporation Limited.

400 MW Jaypee Vishnuprayag HEP :

Rupee Term Loans and Foreign Currency Loans aggregating to Rs. 78,272.95 Lacs (Previous Year Rs. 95,633.98 Lacs) from Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari passu among all the participating Institutions and Banks viz. State Bank of India, Andhra Bank, State Bank of Bikaner & Jaipur, State Bank of Patiala, State Bank of Travancore, Bank of India, Oriental Bank of Commerce, Allahabad Bank, Dena Bank, IDBI Bank Ltd. and Power Finance Corporation Ltd., by way of :

(i) First charge on 400 MW Vishnuprayag HEP's present and future book debts, operating cash flows, receivables, commissions, revenue of whatsoever nature ; and

(ii) First charge on 400 MW Vishnuprayag HEP's all the accounts including the Trust & Retention Account, Escrow Account of Uttar Pradesh Power Corporation Limited and Debt Service Reserve Account and each of the other accounts required to be created by the Company under any 400 MW Vishnuprayag HEP document.

The loans are inter-alia also secured by way of:

(i) First charge on 400 MW Vishnuprayag HEP's all intangible assets, hypothecation of all the movable assets, assignment of Project Agreements and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Policies, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Plant ;

(ii) First ranking equitable mortgage on all rights, titles, interests and benefits in respect of immovable properties and assets of the 400 MW Vishnuprayag HEP ;

(iii) Pledge of 6,291 Lacs equity shares of the Company held by JAL on pari-passu basis with lenders of Baspa - II HEP and Nigrie Super Thermal Power Project (except for short term loan of Rs. 9300 Lacs disbursed by State Bank of India); and

(iv) Corporate Guarantee furnished by JAL, the Holding Company, for outstanding financial assistance of Power Finance Corporation Ltd., as on 31.03.2015 amounting to US$ 69.35 Lacs (Previous Year US$ 100.17 Lacs ).

1091 MW Jaypee Karcham Wangtoo HEP:

(a) The Rupee Term Loan and Working Capital assistance of Rs. 5,51,476.86 Lacs (Previous Year Rs. 5,53,117.69 Lacs) by financial institutions and banks viz. Allahabad Bank, Union Bank of India, Infrastructure Development Finance Company Ltd (IDFC Ltd), ICICI Bank Ltd.,IFCI Ltd., IREDA Ltd., LIC of India, L&T Infrastructure Finance Company Ltd, Power Finance Corporation Ltd. and PTC India Financial Services Ltd., together with all interest, cost and other charges/dues are secured by way of :

(i) First ranking pari-passu mortgage and hypothecation of all the immovable and movables assets both present and future, all intangible assets, uncalled capital and all revenues and receivables pertaining to Jaypee Karcham Wangtoo HEP ;

(ii) Pledge of 3,000 Lacs (Previous Year 3,000 Lacs) equity shares of the Company held by JAL on pari passu basis with the lenders of Rupee Term Loan and Working Capital facilities. Out of shares pledged, shares of Rs. 800 Lacs will be released on perfection of securities in terms of loan agreement and further shares of Rs. 200 Lacs will be released on creation of DSRA as per terms of agreement ;

(iii) Letter of Comfort from Jaiprakash Associates Limited, the holding company until the creation and perfection of the Security in terms of loan agreement and

(iv) Unconditional and irrevocable personal guarantee of Shri Manoj Gaur, Chairman until the creation and perfection of the Security in terms of loan agreement.

The outstanding Rupee Term Loans availed earlier from Allahabad Bank, Bank of India, Central Bank of India, Indian Bank, IDBI Bank Ltd., IDFC Ltd., ICICI Bank Ltd., L&T Infrastructure Finance Company Ltd., Punjab National Bank, PTC India Financial Services Ltd.,SIDBI,The Jammu & Kashmir Bank Ltd. and Union Bank of India has been repaid before 31.03.2014 and securities provided to lenders by way of pledge of 1,206 Lacs equity shares of the Company held by JAL on pari-passu basis and is yet to be released by them.

6.3(b) The aforesaid Security ranks pari-passu with working capital lender (i.e. IDBI Bank Limited) for Working Capital limit of Rs. 30,500 Lacs [Outstanding Cash credit limit Rs. 15,074.39 Lacs (Previous Year Rs. 122.37 Lacs) and Bank Guarantees/LCs of Rs. 3,286.18 Lacs (Previous Year Rs. 3,007.30 Lacs)].

500 MW Jaypee Bina Thermal Power Plant:

(a) Rupee Term Loans outstanding of Rs. 1,92,861.80 Lacs (Previous Year Rs. 2,10,927 Lacs) availed out of sanctioned amount of Rs. 2,25,800 Lacs (original Rs. 1,92,800 Lacs and additional Rs.33,000 Lacs) from consortium of and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari- passu among all the participating Institutions and Banks viz. Punjab National Bank, Union Bank of India, Allahabad Bank, Canara Bank, Central Bank of India, State Bank of Patiala, State Bank of Hyderabad, IDBI Bank Ltd., ICICI Bank Ltd. and The Jammu and Kashmir Bank Ltd., are secured by:

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to Jaypee Bina Thermal Power Plant and

(ii) Pledge of 648.09 Lacs equity shares (Previous Year 648.09 Lacs equity shares) of the Company held by JAL, on pari passu basis among the lenders.

(b) The aforesaid security ranks pari-passu with working capital lenders (i.e. IDBI Bank Limited, State Bank of Patiala and Jammu & Kashmir Bank Ltd.) for working capital limit of Rs. 39,100 Lacs (Previous Year Rs. 39,100 Lacs). Fund based limit outstanding Rs. 16,650.84 Lacs (Previous Year Rs. 16,218.23 Lacs) and Bank Guarantees/LCs outstanding of Rs. 5457.67 Lacs (Previous Year Rs. 2048.01Lacs).

1320 MW Jaypee Nigrie Super Thermal Power Plant:

(a) Financial assistance outstanding of Rs. 7,19,074.71 Lacs (Previous Year Rs. 6,48,066.61Lacs) availed out of sanctioned amount of Rs. 7,31,500 Lacs (Original INR 4,82,110 Lacs, External Commercial Borrowing (ECB) amounting to Jap. Yen 15.30 Billion equivalent to Rs. 84,890 Lacs (at drawl exchange rate) and additional INR Rs. 1,64,500 Lacs) from consortium of Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari-passu among all the participating Institutions and Banks viz. Punjab National Bank, Canara Bank, Central Bank of India, Oriental Bank of Commerce, Bank of Baroda, Bank of Maharashtra, Indian Overseas Bank, Syndicate Bank, UCO Bank, United Bank of India, State Bank of Bikanar & Jaipur, State Bank of Patiala, State Bank of Hyderabad, Corporation Bank, IDBI Bank Ltd., ICICI Bank Ltd., IDFC Ltd. and LIC of India, are secured by way of:

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to the Jaypee Nigrie Super Thermal Power Project ;

(ii) Pledge of 6,291 Lacs equity shares (Previous Year - 6,291 Lacs equity shares) of the Company held by JAL on pari-passu basis with lenders of Jaypee Baspa - II HEP and Jaypee Vishnuprayag HEP and

(iii) Letter of Comfort from Jaiprakash Associates Limited, the holding company for the additional loan of Rs. 1,64,500 Lacs in addition to above securities.

(b) The working Capital facilities of Rs. 60,000 Lacs sanctioned by ICICI Bank Ltd, Punjab National bank Ltd and IDBI Bank Ltd. (Previous Year Rs. 10,000 Lacs by IDBI Bank Ltd.) are secured by pari-passu charge on the assets of the Plant as per (i) above. Fund based limit outstanding of Rs.25,177.95 Lacs (Previous Year-Nil) and Bank Guarantees outstanding of Rs.14,055.87 Lacs (Previous Year Rs.10,000 Lacs).

Jaypee Nigrie Cement Grinding Unit:

Rupee Term Loan of Rs.5,000.00 Lacs (Previous Year Rs. Nil) availed out of sanctioned amount of Rs.10,000 Lacs by Canara Bank are secured by way of ; first ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to the Jaypee Nigrie Cement Grinding Unit.

Amelia (North) coal mine:

Financial assistance of Rs.9,000 Lacs (Previous Year - Rs. Nil) availed from ICICI Bank Ltd. out of proposed debt amount of Rs.55,600 Lacs and the Bank Guarantee facilities of Rs.14,295.23 Lacs by ICICI Bank (Previous Year Nil). Bank Guarantees outstanding of '23,295.23 Lacs given by ICICI bank on fronting basis (which is inclusive of '14,295.23 lacs of ICICI Bank plus Counter Bank Guarantee of '9,000 Lacs given by Punjab National Bank out of working capital facilities of JNSTPP). (Previous Year - Rs. Nil) for Amelia (North) Coal Mine are secured by way of :

First charge on the assets of respective coal mines ranking pari-passu with the term and working capital Lenders of JNSTPP on reciprocal basis.

Rupee Term Loan/Corporate Loan:

(i) Rupee Term Loan of Rs.1,00,000 Lacs sanctioned by State Bank of India, is secured by way of residual charge on all movable and immovable fixed assets of the Company on pari-passu basis with Non-Convertible Debentures (Rs.98,259 Lacs) subscribed by ICICI Bank, Corporate Loan of Rs.1,20,000 Lacs by ICICI bank, Corporate Loan of Rs.15,000 Lacs by IDBI Bank, Corporate Loan of Rs.50,000 Lacs by ICICI Bank, Corporate Loan of Rs.40,000 Lacs by ICICI Bank and pledge of 1,500 Lacs equity shares of the Company held by JPVL Trust (Previous Year-1,500 Lacs equity shares). As on 31.03.2015 outstanding amount of Rupee Term Loan was '75,000 Lacs (Previous Year- Rs.1,00,000 Lacs).

(ii) Rupee Term Loan of Rs.1,20,000 Lacs sanctioned by ICICI Bank, is secured by way of residual charge on all movable and immovable assets of the Company on pari-passu basis with Non-Convertible Debentures (Rs.98,259 Lacs) subscribed by ICICI Bank, Corporate Loan of Rs. 1,00,000 Lacs by State Bank of india, Corporate Loan of Rs.15,000 Lacs by IDBI Bank, Corporate Loan of Rs.50,000 Lacs by ICICI Bank, Corporate Loan of '40,000 Lacs by ICICI Bank and pledge of 3,860 Lacs equity shares of the Company held by JAL (Previous Year 1,451.12 Lacs), pledge of 192.10 Lacs equity shares of the Company held by JPVL Trust (Previous Year-1,610 Lacs) and Non Disposal Undertaking for 1021.89 Lacs equity shares of the Company held by JAL (Previous Year-1179.20 Lacs). As on 31.03.2015 outstanding amount of Rupee Term Loan was Rs.1,20,000 Lacs (Previous Year- Rs.1,20,000 Lacs).

(iii) Rupee Term Loan of Rs.50,000 Lacs sanctioned by ICICI Bank, is secured by residual charge on all movable and immovable assets of the Company on pari-passu basis with Non-Convertible Debentures (Rs.98,259 Lacs) subscribed by ICICI Bank, Corporate Loan of Rs.1,00,000 Lacs by State Bank of india, Corporate Loan of Rs.1,20,000 Lacs by ICICI bank, Corporate Loan of Rs.15,000 Lacs by IDBI Bank, Corporate Loan of Rs.40,000 Lacs by ICICI Bank and pledge of 1100 Lacs equity shares of the Company held by JPVL Trust (Previous Year NIL) (Total 4287.68 Lacs Shares of the Company to be pledged). As on 31.03.2015 outstanding amount of Rupee Term Loan was Rs.44,000 Lacs (Previous Year- 'NIL).

(iv) Rupee Term Loan of Rs.40,000 Lacs sanctioned by ICICI Bank, is secured by residual charge on all movable and immovable assets of the Company on pari-passu basis with Non-Convertible Debentures (Rs.98,259 Lacs) subscribed by ICICI Bank, Corporate Loan of Rs.1,00,000 Lacs by State Bank of india, Corporate Loan of Rs.1,20,000 Lacs by ICICI bank, Corporate Loan of Rs.15,000 Lacs by IDBI Bank, Corporate Loan of Rs.50,000 Lacs by ICICI Bank and pledge of 1754.79 Lacs equity shares of the Company held by JAL (Previous year NIL) and pledge of 332.89 equity Shares of the Company held by JPVL Trust (Previous Year NIL). As on 31.03.2015 outstanding amount of Rupee Term Loan was Rs.40,000 Lacs (Previous Year- ' NIL).

(v) Rupee Term Loan of Rs.15,000 Lacs sanctioned by IDBI Bank, is secured by residual charge on all movable and immovable assets of the Company on pari-passu basis with Non-Convertible Debentures (Rs.98,259 Lacs) subscribed by ICICI Bank, Corporate Loan of Rs.1,00,000 Lacs by State Bank of india, Corporate Loan of Rs.1,20,000 Lacs by ICICI bank, Corporate Loan of Rs.50,000 Lacs by ICICI Bank, Corporate Loan of Rs.40,000 Lacs by ICICI Bank and pledge of 315 Lacs equity shares (Previous Year 315 Lacs) of the Company held by JPVL Trust and personal guarantee of Shri Manoj Gaur, Chairman of the Company. As on 31.03.2015 outstanding amount of Rupee Term Loan was Rs.15,000 Lacs (Previous Year- Rs.15,000 Lacs).

(vi) Rupee Term Loan of Rs.1,10,000 Lacs sanctioned by Yes Bank, is secured by subservient charge over movable fixed asets and current assets of the Company, pledge over 30% of paid-up capital of Prayagraj Power Generation Company Limited and personal guarantee of Shri Manoj Gaur, Chairman of the Company and Shri Suren Jain, Managing Director & CFO of the Company. As on 31.03.2015 outstanding amount of Rupee Term Loan was Rs.1,06,605 Lacs (Previous Year- Rs. NIL).

(vii) Rupee Term Loan of Rs.1,00,000 Lacs sanctioned by Axis Bank is secured by Corporate Guarantee from JSW Energy Limited. As on 31.03.2015 outstanding amount of Rupee Term Loan was Rs.94,500 Lacs (Previous Year- 'NIL).

The Non-Convertible Debentures (series II) of Rs.98,259 Lacs, subscribed by ICICI Bank Limited are secured by :

(i) Residual charge on the entire fixed assets of the Company on pari-passu basis with Corporate Loan of Rs.1,00,000 Lacs by State Bank of india, Corporate Loan of Rs.1,20,000 Lacs by ICICI bank, Corporate Loan of Rs.15,000 Lacs by IDBI Bank, Corporate Loan of Rs.50,000 Lacs by ICICI Bank, Corporate loan of '40,000 Lacs by ICICI Bank;

(ii) Unconditional and irrevocable personal guarantee of Shri Manoj Gaur, Chairman towards repayment of principal and premium on redemption of Debentures ; and

(iii) Letter of Comfort from Jaiprakash Associates Limited, the holding company. Principal amount outstanding as on 31.03.2015 Rs.24,513 Lacs.

Repayment of Term Loans and Non-Convertible Debentures (a) 300 MW Jaypee BASPA-II HEP :

Rupee Term Loans (Rs.84,500 Lacs) are repayable in 56 installments payable in July, August, September and October every year, which commenced from July, 2010 except for the following variation:

Institution/Bank Repayment Schedule

IFCI Ltd

Repayment in 54 equal installments in July, August, September and October each year w.e.f. September, 2010

(b) 400 MW Jaypee Vishnuprayag HEP :

i) Rupee Term Loans (Rs.1,65,000 Lacs) are repayable in 54 equal quarterly installments payable in May, August, November and February every year, which commenced from November, 2009.

ii) Foreign currency loan (USD 308.20 Lacs) is repayable in 40 equal quarterly instalments payable in April, July, October and January every year.

iii) Short Term Loan (Rs.9,300 Lacs) from State Bank of India is now due for repayment on demand.

(c) 1091 MW Jaypee Karcham Wangtoo HEP :

(i) Rupee Term Loans (Loan-A) (Rs.4,15,295.32 lacs) are repayable in 80 structured installments payable in June, July, August, September & October every year, which will commence from 15th June, 2017.

(ii) Rupee Term Loans (Loan-B) (Rs.1,37,700 lacs) are repayable in 32 structured installments payable in June, July, August, September & October every year, which commenced from 15th June, 2014.

(d) 500 MW Jaypee Bina Thermal Power Plant :

Rupee term loan (Rs.1,92,800 Lacs) are repayable in 37 equal quarterly instalments commencing from 1st January, 2014 for 74% of loan and balance 26% in 38th Instalment payable on 1st March , 2023.

Rupee Term Loan (Rs. 33,000 Lacs) are repayable in 36 equal quarterly instalments commencing from 1st January, 2014 for 72% of loan and balance 28% in 37th Instalment payable on 1st January, 2023.

(e) 1320 MW Jaypee Nigrie Super Thermal Power Project :

Original Rupee Term Loans availed (Rs.4,82,110 Lacs) are repayable in 40 equal quarterly installments commencing from 15th September, 2015

Additional Rupee Term Loans availed (Rs.1,40,467 Lacs) are repayable in 38 structured quarterly instalments commencing from 15th March, 2016.

External Commercial Borrowings availed (Japanese Yen 1,53,000 Lacs) are repayable in 20 equal half yearly installments commenced from 7th Nov, 2014.

(f) Jaypee Nigrie Cement Grinding Unit:

Rupee term loan (Rs.5,000 Lacs) are repayable in 29 structured quarterly instalments commencing from June, 2016.

(g) Amelia (North) coal mine:

50% of the Rupee term loan (Rs.9,000 Lacs availed out of Rs.55,600 lacs sanctioned by ICICI Bank Ltd.) are repayable in 37 structured quarterly instalments commencing from 12 months from the mining commencement date/plan. Balance 50% of the loan shall be a bullet repayment along with the 37th instalment.

(h) Other Financial Assistance :

(i) Rupee Term Loan of Rs.1,00,000 Lacs of State Bank of India is repayable in 4 equal installments payable on 30th September, 2014, 30th September, 2015, 30th September, 2016, 30th September, 2017.

(ii) Rupee Term Loan of Rs.1,20,000 Lacs of ICICI Bank Limited is repayable in 28 structured quarterly installments commencing from September, 2015.

(iii) Rupee Term Loan of Rs.50,000 Lacs of ICICI Bank Limited is repayable in 4 equal monthly installments payable on 30th April 2016, 31st May 2016, 30th June 2016 and 31st July 2016 or on receipt of proceeds of sale and/ or divestment of any assets of the Company or Bara Thermal Power Project, whichever is earlier.

(iv) Rupee Term Loan of Rs.40,000 Lacs of ICICI Bank Limited is repayable in 4 equal monthly installments payable on 31st July 2015, 31st August 2015, 30th September 2015 and 31st October 2015 or on receipt of proceeds of sale /divestment of Company's assets, whichever is earlier.

(v) Rupee Term Loan of Rs.15,000 Lacs of IDBI Bank Limited is repayable in 14 quarterly equal installments commencing from July, 2015.

(vi) Rupee Term Loan of Rs.1,10,000 Lacs of Yes Bank Limited is repayable in 15 equal quarterly installments commencing from 31st August 2015 or on receipt of proceeds of sale and/or divestment of any assets of the Company, whichever is earlier.

(vii) Rupee Term Loan of Rs.1,00,000 Lacs of Axis Bank Limited is repayable on 15th March 2016.

Overdue instalments and interest to Banks and Financial Institutions :

Outstanding amount of loans from banks and financial institutions as mentioned in Current Liabilities (current maturities of long term debts) as at 31.03.2015 includes repayment of principal amount of loans overdue of '9,300 Lacs which was due for payment on 31.03.2015. Further the interest amount of '13,463 Lacs on various loans for the period February and March, 2015 was overdue for payment as on 31.03.2015. this was on account of general economic conditions which lead to inordinate delay in realisation of payments against sale of power from power procurers. On the date of adoption of accounts by the Board of Directors, principal amount of loans over due as above were brought down to Rs.5,000 Lacs, while interest overdue as above for February and March, 2015 had been fully cleared.

Note 10 Unsecured Loans

(i) Unsecured loan of Rs.1,000 Lacs is repayable to Government of Uttarakhand/Uttar Pradesh, which would be paid after having decision arrived between Government of Uttar Pradesh and Government of Uttarakhand for receipt of said payment.

(ii) The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCB) of US$ 1.00 Lac each aggregating to US$ 2,000 Lac at par on 12.02.2010. These Bonds were convertible at the option of the bond- holders into equity shares of Rs.10/- each fully paid up at the conversion price of Rs.85.8139 per share, subject to the terms of issue with a fixed exchange rate of Rs.46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

The bonds were redeemable at maturity on 13.02.2015 at a YTM of 7% p.a.(inclusive of coupon rate of 5% p.a) No conversion has taken place up to 31.03.2015.

Out of the total redemption amount of US$ 2,234.78 Lacs (including the yield) as on 13th February, 2015, the Company remitted an amount of US$ 250 Lacs to the Bondholders as part payment towards redemption of FCCBs in accordance with the first Standstill Agreement dated 12th February, 2015. The total outstanding amount in relation to FCCBs after the said remittance was US$1,984.78 Lacs

All the existing terms and conditions of the said FCCBs remaining un-changed.

RBI approved the aforesaid re-schedulement on 26th March, 2015 and subsequently the Bondholders holding 93.48% of the outstanding principal amount of the Bonds also approved the terms of the rescheduling.

Further to the approval of the Bondholders, a Supplemental Trust Deed was executed on 31st March, 2015 to give effect to the rescheduling including the maturity date of the Bonds to 13th February, 2016 and putting in place an instalment based redemption during the extended tenor.

In terms of the said re-scheduling, the Company paid US$ 250 Lacs (US$ 231.48 Lacs towards repayment of Principal amount and US$ 18.52 Lacs towards interest for the period from 13.02.2015 to 31.03.2015) on 31st March, 2015 and will pay a further US$ 750 Lacs upon receipts of proceeds of the sale of its Baspa-II and Karcham Wangtoo hydro power projects. Balance amount is payable on or before 13th February, 2016 linked to certain liquidity events in relation to Company requiring mandatory pre-payment.

The Company has also paid interest @ 5% per annum upto 13th February, 2015 and interest @ 7% per annum up to 31st March, 2015. Maturity Premium @ 11.739% aggregating US$ 234.78 Lacs has also been paid. Principal amount of US$ 246.70 Lacs has been paid leaving an outstanding principal amount of US$ 1,753.30 Lacs as on 31.03.2015.

Note 11 Contingent Liabilities not provided for: (Rs. in Lacs)

Figures as at the Figures as at the SI. Particulars end of current end of previous No. reporting period, reporting period, March 31, 2015 March 31, 2014

(a) Outstanding amount of 42,429 14,937 Bank Guarantee Margin Money against 1,147 244 above

(b) Claims against the Company not 53,364 28,980 acknowledged as debts.

(c) Income tax matters under 3,163 2,697 appeal

(d) The Government of Himachal Pradesh has imposed entry tax on goods entering the state of Himachal Pradesh. This was challenged by the company before the Hon'ble High Court of Himachal Pradesh at Shimla. The Hon'ble High Court on 22.09.2010 in an interim order has held that tax paid by the petitioner would be treated as deposit and not as tax.The final decision of Hon'ble High Court is awaited. The total liability as at 31st march, 2015 (Baspa & Karcham Wangtoo HEPs) is Rs. 3,894.06 Lacs (Previous Year Rs. 3,738.33 Lacs), against which Company has deposited Rs. 1,948.33Lacs (Previous Year Rs. 1,901.97 Lacs) and pledged banks FDRs of Rs. 1,915.24Lacs (Previous Year Rs. 1,822.53 Lacs).

Note 12 Commitments;

(a) Outstanding amount of Letter 8,723 8,757 of Credit

Margin Money against above - -

(b) Estimated amount of contracts INR 52,861 92,362 remaining to be executed USD 1 121 on Capital Euro - 31 Account and not JPY 389 30,580 provided for (net of advances)

Note 13

Corporate Guarantee

(a) The Company has given Corporate Guarantee of USD 1,500 Lacs in favour of State Bank of india, Hong Kong branch for the credit facilities granted by lenders to Jaiprakash Associates Limited.

(b) The Company has given Corporate Gurantee of Rs. 50,000 lacs in favour of State Bank of India, for the Short Term Loan granted by them to Prayagraj Power Generation Company Limited (a subsidiary of the Company).

Note 14

Related Party Disclosures, as required in terms of 'Accounting Standard [AS] 18' are given below:

(1) Relationships (Related party relationships are as identified by the Company and relied upon by the Auditors)

(a) Holding Company

Jaiprakash Associates Limited

(b) Subsidiary Companies:

(1) Jaypee Powergrid Limited

(2) Sangam Power Generation Company Limited

(3) Prayagraj Power Generation Company Limited

(4) Jaypee Arunachal Power Limited

(5) Jaypee Meghalaya Power Limited

(6) Himachal Baspa Power Company Limited

(7) Himachal Karcham Power Company Limited

(c) Fellow Subsidiary Companies:

(1) Jaypee Ganga Infrastructure Corporation Limited

(2) Himalyan Expressway Limited

(3) Jaypee Infratech Limited

(4) Jaypee Sports International Limited (JPSI)

(5) Jaypee Cement Corporation Limited (JCCL)

(6) Bhilai Jaypee Cement Limited

(7) Bokaro Jaypee Cement Limited (Up to 28.11.2014)

(8) Gujarat Jaypee Cement & Infrastructure Limited

(9) Jaypee Agra Vikas Limited

(10) Jaypee Fertilizers & Industries Limited

(11) Jaypee Assam Cement limited

(12) Himalayaputra Aviation Limited

(13) Jaypee Healthcare Limited (subsidiary of Jaypee Infratech Limited)

(14) Jaypee Cement Cricket (India) Limited (subsidiary of JPSI)

(15) Jaypee Cement Hockey (India) Limited (subsidiary of JPSI)

(16) Jaiprakash Agri Initiatives Company Limited (subsidiary of JCCL)

(d) Associate Companies/Concerns :

(1) Jaypee Infra Ventures (A Private Company with unlimited liability)

(2) Jaypee Development Corporation Limited [(subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)]

(3) JIL Information Technology Limited [(subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)]

(4) Gaur & Nagi Limited (subsidiary of JIL Information Technology Limited)

(5) Indesign Enterprises Pvt. Limited [(subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)]

(6) Jaypee Uttar Bharat Vikas Private Limited

(7) Kanpur Fertilisers and Cement limited (subsidiary of Jaypee Uttar Bharat Vikas Pvt. Limited)

(8) Jaypee International Logistics Company Private Limited [(subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)]

(9) Tiger Hills Holiday Resort Private Limited (subsidiary of Jaypee Development Corporation Limited)

(10) Anvi Hotels Private Limited [(subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)]

(11) RPJ Minerals Private Limited

(12) Sarveshwari Stone Products Pvt. Ltd. (subsidiary of RPJ Minerals Private Limited)

(13) Rock Solid Cement Limited (subsidiary of RPJ Minerals Private Limited)

(14) Sonebhadra Minerals Private Limited

(15) MP Jaypee Coal Limited

(16) Madhya Pradesh Jaypee Minerals Limited

(17) MP Jaypee Coal Fields Limited

(18) Jaiprakash Kashmir Energy Limited

(19) Jaypee Hotels Limited

(20) Jaypee Mining Venture Private Limited

(21) Ceekay Estate Private Limited.

(22) Pac Pharma Drugs and Chemicals Private Limited

(23) Akasva Associates Private Limited

(24) Jaiprakash Exports Private Limited

(25) Bhumi Estate Developers Private Limited

(26) Jaypee Technical Consultants Private Limited

(27) Andhra Cements Limited (subsidiary of Jaypee Development Corporation Limited)

(28) Jaypee Jan Sewa Sansthan ('Not for profit' Private limited Company)

(29) Think Different Enterprises Private Limited (w.e.f 03.03.2015)

(30) Dixit Holdings Private Limited

(31) iValue Advisors Private Limited

(32) J C world Hospitality Private Limited

(e) Key Management Personnel:

Jaiprakash Power Ventures Limited

(1) Shri Manoj Gaur, Chairman

(2) Shri Sunil Kumar Sharma, Vice Chairman and CEO

(3) Shri Suren Jain, Managing Director and CFO

(4) Shri Parveen Kumar Singh, Whole-time Director

(5) Shri R.K.Narang, Whole-time Director (up to 27.06.2014)

(6) Shri Suresh Chandra,Whole-time Director (up to 30.06.2014)

Note 15

Pursuant to the Companies Act, 2013 becoming effective from 1st April, 2014, the Company has computed the depreciation based on the useful life of the assets as prescribed in Schedule II of the Act. This has resulted in reduction of depreciation of Rs. 9,113 Lacs for the year ended 31st March, 2015. The carrying amount of assets which have completed its depreciated period as on 1st April, 2014 amounting to Rs.1,393 Lacs have been adjusted against 'General Reserve'.

Note 16

(a) Provident Fund - Defined Contribution Plan

Employees are entitled to Provident Fund benefits. Amount debited to Profit and Loss account including Administrative and Employees Deposit Linked Insurance charges Rs.334 Lacs during the period (Previous Year - Rs.288Lacs) and Rs.28 Lacs (Previous Year - Rs.41 Lacs) booked in Incidental Expenses during construction pending capitalisation.

(b) Gratuity - The liability for Gratuity is provided on the basis of Actuarial Valuation made at the end of each financial year. The Actuarial Valuation is made on Projected Unit Credit method as per AS 15(revised). Jaiprakash Associates Limited {JAL} (the Company's holding company) has constituted a Gratuity Fund Trust under the name Jaiprakash Associates Employees Gratuity Fund Trust vide Trust Deed dated 30th March, 2009 for

JAL and its subsidiaries and appointed SBI Life Insurance Co. Ltd. for the management of the Trust Funds for the benefits of employees. As a subsidiary of JAL, the Company is participating in the Trust Fund by contributing its liability accrued up to the close of each financial year to the Trust Fund.

(a) Pursuant to Revised Schedule-VI of the Companies Act and Guidance Note issued by the Institute of Chartered Accountants of India requiring recognition of MAT credit in the Books of Accounts, the MAT credit entitlement has been recognised in the Books of Accounts.

(b) As there is no taxable profit for the period up to 31st March, 2015 no income tax amount has been provided for the period up to 31st March, 2015. The MAT chargeable on book profit amounting to Rs. 2,725 Lacs (Previous year Rs. 282 Lacs) up to 31st March, 2015 has been treated as MAT credit entitlement.

(c) The Company has provided deferred tax assets (net) of Rs.716 Lacs (Previous year Rs. 629 Lacs) for the year ended 31st March, 2015.

Note 17

Jaypee Nigrie Super Thermal Power Project (JNSTPP) (1320 MW) was to get coal from two dedicated coal mines namely Amelia (North) and Dongri-Tal II. Both these mines were allocated to MP State Mining Corporation Ltd (MPSMCL), which in turn have formed two JV companies with Jaiprakash Associates Ltd(JAL)for supplying the Coal to JNSTPP

However, the Hon'ble Supreme Court of India vide its judgement dated August 25, 2014 read with its order dt. September 24, 2014 had cancelled allotment of 204 coal blocks which included both, Amelia (North) & Dongri Tal II coal mine(s) allotted to MPSMCL. At the time of cancellation, Amelia (North) mine was operating mine and was supplying coal to JNSTPP Upon de-allocation Amelia (North) was permitted to continue mining and to supply Coal to JNSTPP upto 31.03.2015 only. After the cancellation of coal blocks Govt of India promulgated the coal mines (Special provisions) ordinance, 2014 on October 21, 2014. Accordingly Govt of India put up certain coal blocks under the aforesaid act for auctions which included Amelia (North) block as well.

With a view to secure coal availability for JNSTPP our company participated in coal mine auctions and was declared successful bidder for Amelia (North) (mineable reserves of 703 Lacs tonnes) and signed 'Coal Mine Development and Production Agreement' (CMPDA) on March 02, 2015

In compliance of the vesting conditions as per CMPDA, the Company has paid upfront payment and furnished Performance bank guarantee to 'Nominated Authority', Ministry of Coal. The 'Nominated Authority', has issued vesting order to the Company on March 23, 2015 covering immovable assets of the Amelia (North). Company is in the process of acquiring rest of the movable assets/other assets from erstwhile Mining JV of Amelia (North) and JAL as 'Mine Development Operator'.

In view of the above, the expenditure incurred is being treated as "Expenditure Pending Allocation" and will be capitalised once the Mine becomes operational.

Note 18

In respect of hiving off of 300 MW Jaypee Baspa HEP and 1091 MW Karcham Wangtoo HEP into subsidiaries through a Scheme of Arrangement with ultimate transfer of ownership of the said subsidiaries to TAQA India Power Ventures Private Limited led consortium. TAQA India Power Ventures Private Limited had withdrawn the acquisition arrangement of the said Power Plants mainly as a result of change in the business strategy and priorities of their group. TAQA has paid an amount of Rs.5,722.20 Lacs as break amount during financial year 2014-15 for the same.

Note 19

The Board of Directors of the Company in their meeting held on15th November, 2014 considered and approved the Scheme of Arrangement for transfer of businesses in relation to two of the Company's operating Hydro-electric Power plants namely, 300 MW Jaypee Baspa-II Hydro electric plant and 1091 MW Jaypee Karcham Wangtoo Hydro-electric plant, to Himachal Baspa Power Company Limited (HBPCL), a subsidiary of the Company, as a going concern on, slump exchange basis, subject to sanction of the said Scheme by the Hon'ble High Court of Himachal Pradesh at Shimla and such other approvals, as may be required. Further, pursuant to the approval accorded by the Board of Directors in its meeting held on 16th November, 2014, the Company entered into a Securities Purchase Agreement with JSW Energy Limited (JSW) regarding sale of securities of HBPCL to JSW, subject to satisfaction of conditions precedent including approval of the said Scheme of Arrangement, as approved by the Board on 15th November, 2014. The proposed divestment will help the Company in deleveraging its Balance Sheet including reduction of debt and interest outgo.

The carrying amount of the assets of Baspa HEP and Karcham HEP were Rs.1,48,384 Lacs (Previous year-Rs.1,65,342 Lacs) and Rs.6,79,520 Lacs (Previous year-Rs.6,64,353 Lacs) respectively and its liabilities were Rs. 1,09,464 Lacs (Previous year-Rs.90,132 Lacs) and Rs. 5,70,970 Lacs (Previous year-Rs.5,80,879 Lacs) respectively. The following statement shows the revenue and expense of continuing and discontinuing operations.

A Power Purchase Agreement (PPA) for sale of long term power from the Karcham Wangtoo HEP to Power Trading Corporation of India Limited (PTC) was executed on 21st March 2006 by erstwhile Jaypee Karcham Hydro Corporation Limited (since merged with the Company) for a term of 35 years. Contracted power under the PPA is 704 MW. The Company is supplying contracted power to PTC under the PPA w.e.f. 1st May, 2014 (200 MW), w.e.f. 1st June 2014 (additional 200 MW) and w.e.f. 1st October 2014 (additional 104 MW). The present day quantum of contracted power supplying to PTC is 504 MW. It is expected that Company will commence supply of balance contracted power of 200 MW to PTC shortly. The Company has filed a petition on 27th October, 2014 before Central Electricity Regulatory Commission (CERC) for determination of tariff for block year 2014-2019. The said petition is under consideration of CERC.

Note 20

MPERC has approved the final tariff of Jaypee Bina Thermal Power Plant on 26th November, 2014. Accordingly, the Company had raised bill on the procurers in respect of arrears of Rs.11,423.80 lacs and interest on arrears amounting to Rs.1,214.56 Lacs, which has been recognised as income. It also includes arrears on tariff amounting to Rs.7,096.26 Lacs and interest on arrears of Rs.1,032.85 Lacs for the period ended 31.03.2014.

Note 21

Expenditure incurred on Corporate Social Activities (CSR)

Gross amount of Rs. 592.88 Lacs was required to be spent by the Company on the activities of CSR, as per schedule VII and as per provisions of Companies Act, 2013, whereas the Company has spent Rs.603.65 Lacs.

Note 22

(i) The External Commercial Borrowings (ECBs) outstanding JPY 1,45,350 Lacs as on 31.03.2015 are fully hedged (JPY to USD) in respect of coupon as well as repayment. USD to INR portion has been hedged for 50% of outstanding i.e. JPY 72,675 Lacs (equivalent to USD 663.70 Lacs) and balance 50% portion is unhedged.

(ii) The Company has outstanding exposure of USD 1,753.30 Lacs (unhedged) as on 31.03.2015 against Foreign Currency Convertible Bonds (FCCBs).

Note 23

(i) 900 Lacs Equity Shares of Rs. 10/- each fully paid (Previous Year 900 Lacs) held by the Company of Jaypee Powergrid Ltd. (Subsidiary Company) are pledged with Security Trustees, IDBI Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Jaypee Powergrid Ltd.

(ii) 14,398.27Lacs Equity Shares of Rs. 10/- each fully paid (Previous Year 10,904.77) held by the Company of Prayagraj Power Generation Co. Ltd. (Subsidiary Company) are pledged with Security Trustees, SBI Cap Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Prayagraj Power Generation Co. Ltd.

(a) The Company has presently one operative segment i.e. Generation of Power. The Company has set up Cement Grinding Unit at Jaypee Nigrie Super Thermal Power Plant, for gainful utilisation of dry fly ash and as mandated by Ministry of Environment and Forests. Accordingly, now the Company has two segments, Power Generation and Cement. As total assetst employed in Cement Grinding Unit are less than 10% of the total assets of the Company, therefore, separate segment reporting is not applicable.

(b) The operations of the Company are carried with similar economic and political conditions having similar kind of risks, therefore geographical segments are not applicable.

Note 24

In terms of Accounting Standard (AS) 28', the assets are not impaired because the recoverable amount of fixed assets collectively determined by the present value of estimated future cash flows is higher than its carrying value.

Note 25

All the figures have been rounded off to the nearest rupees in lacs.

Note 26

Previous Year's figures have been regrouped/re-arranged, wherever considered necessary to make them conform to the figures for the current year.


Mar 31, 2014

Note 1. - The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital The Company has issued only one class of equity shares having a par value of Rs. 10/- per share which rank pari-passu in all respects including voting rights and entitlement to dividend.

In the event of liquidation, each share carry 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.

The Authorised Share Capital provides for Preference Share at a par value of Rs. 100/- each. The Company has so far not issued any Preference Share.

Note 2. - Equity Shares in respect of each class in the Company held by its holding company or its ultimate holding company including shares held by or by subsidiaries or associates of the holding company or the ultimate holding company in aggregate 1,78,30,00,600 Equity shares are held by Jaiprakash Associates Limited, the holding company.

12,56,47,637 Equity shares are held by Jaypee Infra Ventures (A Private Company with unlimited liability), associate company of Jaiprakash Associates Limited.

Note 3.- Equity shares reserved for issue under options and contracts/commitments for the sale of shares/ disinvestments, including terms and amounts The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCB) of US$ 1 Lac each aggregating to US$ 2000 Lacs at par on 12.02.2010. These Bonds are convertible at the option of the bond- holders into equity shares of Rs. 10/- each fully paid up at the conversion price of Rs. 85.8139 per share, subject to the terms of issue with a fixed exchange rate of Rs. 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

No conversion has taken place upto 31st March, 2014. The bonds are redeemable at maturity on 13.02.2015 at a YTM of 7% p.a. inclusive of coupon rate of 5% p.a. [value as on 31.03.2014 in US$ 1.08 Lacs (Previous Year US$1.06 Lacs) for a principal amount of US$ 1 Lac each]. A reserve aggregating to Rs. 9997 Lacs up to 31.03.2014 (Previous Year Rs. 6,875 Lacs) has been created for the redemption premium.

No shares have been reserved for issue under options and contracts/commitments for the sale of shares/ disinvestments.

The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCB) of US$ 1 Lac each aggregating to US$ 2,000 Lacs at par on 12.02.2010. These Bonds are convertible at the option of the bond-holders into equity shares of Rs. 10/- each fully paid up at the conversion price of Rs. 85.8139 per share, subject to the terms of issue with a fixed exchange rate of Rs. 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

Note 4. - Calls unpaid (showing aggregate value of calls unpaid by directors and officers)

There are no calls unpaid including by directors and officers of the Company.

Note 5. - Forfeited shares (amount originally paid up)

The Company has not forfeited shares.

6. 300 MW Jaypee Baspa II HEP:

6.1(a) Rupee Term Loans, Foreign Currency Loans, Working Capital Facilities aggregating to Rs. 64,506.74 Lacs and Deferred Payment Guarantee(s) from Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari passu among all the participating Institutions and Banks viz. State Bank of India, Andhra Bank, Punjab National Bank, UCO Bank, Oriental Bank of Commerce, Allahabad Bank, United Bank of India, IDBI Bank Ltd., IFCI Ltd. and Power Finance Corporation Ltd., by way of :

(i) First Charge on book debts, operating cash flows, receivables, commissions, revenue of whatsoever nature, present & future of the Baspa II HEP ; and

(ii) First charge on all the Accounts of the Baspa II HEP including but not limited to the Trust & Retention Account, Escrow Account of HPSEB and Debt Service Reserve Account and other accounts required to be created under any Project Document or contract.

The loans are inter-alia also secured by way of :

(i) First charge on Baspa II HEP''s all intangible assets, hypothecation of all the movable assets, assignment of Project Agreements and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Policies, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Plant ;

(ii) First ranking equitable mortgage on all rights, titles, interests and benefits in respect of immovable properties, and assets of the Baspa II HEP ;

(iii) Pledge of 6,291 Lacs equity shares of the Company held by Jaiprakash Associates Limited, (JAL) on pari-passu basis with lenders of Jaypee Vishnuprayag HEP and Jaypee Nigrie Super Thermal Power Project ; and

(iv) Corporate Guarantee furnished by Jaiprakash Associates Limited (JAL), the Holding Company, for the outstanding financial assistance of Power Finance Corporation Ltd., as on 31.03.2014 amounting to Rs. 3,781.66 Lacs (Previous Year Rs. 7,115.20 Lacs).

6.1(b) The aforesaid security rank pari-passu for working capital limit (Fund based and non fund based) of Rs. 6,900 Lacs sanctioned by Punjab National Bank - Shimla with personal guarantees of Shri Jaiprakash Gaur - Founder Chairman, Shri Manoj Gaur - Chairman, Shri S.K. Sharma - Vice Chairman & CEO and Shri S. K. Jain - former Director of the Company. [Outstanding cash credit limit Rs. 2,690 Lacs (Previous Year Rs.NIL) and Bank Guarantees/LCs Rs. 1,600 Lacs (Previous Year Rs. 4,511 Lacs)]

6.1(c) The Foreign Currency Loans under Buyers'' Credit are guaranteed by Deferred Payment Guarantee issued by Power Finance Corporation Limited.

6.2 400 MW Jaypee Vishnuprayag HEP :

6.2(a) Rupee Term Loans, Foreign Currency Loans and Working Capital Facilities aggregating to Rs. 95,633.98 Lacs from Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari passu among all the participating Institutions and Banks viz. State Bank of India, Andhra Bank, State Bank of Bikaner & Jaipur, State Bank of Patiala, State Bank of Travancore, Bank of India, Oriental Bank of Commerce, Allahabad Bank, Dena Bank, IDBI Bank Ltd., ICICI Bank Ltd. and Power Finance Corporation Ltd., by way of :

(i) First charge on 400 MW Vishnuprayag HEP''s present and future book debts, operating cash flows, receivables, commissions, revenue of whatsoever nature ; and

(ii) First charge on 400 MW Vishnuprayag HEP''s all the accounts including the Trust & Retention Account, Escrow Account of Uttar Pradesh Power Corporation Limited and Debt Service Reserve Account and each of the other accounts required to be created by the Company under any 400 MW Vishnuprayag HEP document.

The loans are inter-alia also secured by way of:

(i) First charge on 400 MW Vishnuprayag HEP''s all intangible assets, hypothecation of all the movable assets, assignment of Project Agreements and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Policies, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Plant ;

(ii) First ranking equitable mortgage on all rights, titles, interests and benefits in respect of immovable properties and assets of the 400 MW Vishnuprayag HEP ;

(iii) Pledge of 6,291 Lacs equity shares of the Company held by JAL on pari-passu basis with lenders of Baspa - II HEP and Nigrie Super Thermal Power Project ; and

(iv) Corporate Guarantee furnished by JAL, the Holding Company, for outstanding financial assistance of Power Finance Corporation Ltd., as on 31.03.2014 amounting to US$ 100.17 Lacs (Previous Year US$ 130.99Lacs).

6.3 1000 MW Jaypee Karcham Wangtoo HEP:

6.3 (a) The Rupee Term Loan assistance of Rs. 5,53,117.69 Lacs (Previous Year Rs. 4,47,303.84 Lacs) by financial institutions and banks viz. Allahabad Bank, Union Bank of India, Infrastructure Development Finance Company Ltd (IDFC Ltd), ICICI Bank Ltd.,IFCI Ltd., IREDA Ltd., LIC of India, L&T Infrastructure Finance Company Ltd, Power Finance Corporation Ltd. and PTC Financial Services Ltd., together with all interest, cost and other charges/dues are secured by way of :

(i) First ranking pari-passu mortgage and hypothecation of all the immovable and movables assets both present and future, all intangible assets, uncalled capital and all revenues and receivables pertaining to Jaypee Karcham Wangtoo HEP and

(ii) Pledge of 3,000 Lacs (Previous Year 1,206 Lacs) equity shares of the Company held by JAL on pari passu basis with the lenders of Rupee Term Loan and Working Capital facilities. Out of shares pledged, shares of Rs. 800 Lacs will be released on perfection of securities in terms of loan agreement and further shares of Rs. 200 Lacs will be released on creation of DSRA as per terms of agreement.

(iii) Letter of Comfort from Jaiprakash Associates Limited, the holding company until the creation and perfection of the Security in terms of loan agreement.; and

(iv) Unconditional and irrevocable personal guarantee of Shri Manoj Gaur, Chairman until the creation and perfection of the Security in terms of loan agreement.

The outstanding Rupee Term Loans availed earlier from Allahabad Bank, Bank of India, Central Bank of India, Indian Bank, IDBI Bank Ltd., IDFC Ltd., ICICI Bank Ltd., L&T Infrastructure Finance Company Ltd., Punjab National Bank, PTC Financial Services Ltd.,SIDBI,The Jammu & Kashmir Bank Ltd., and Union Bank of India has been repaid before 31.03.2014 and securities provided to lenders by way of pledge of 1206 Lacs equity shares of the Company held by JAL on pari-passu basis and First ranking pari- passu mortgage and hypothecation of all the immovable and movables assets both present and future, all intangible assets, uncalled capital and all revenues and receivables pertaining to Jaypee Karcham Wangtoo HEP is yet to be released by them.

6.3(b) The aforesaid Security ranks pari-passu with working capital lender (i.e. IDBI Bank Limited) for Working Capital limit of Rs. 30,500 Lacs [Outstanding Cash credit limit Rs. 122.37 Lacs (Previous Year Rs. 9,486 Lacs) and Bank Guarantees/LCs of Rs. 3,007.30 Lacs (Previous Year Rs. 2,867 Lacs)].

6.4 500 MW Jaypee Bina Thermal Power Plant:

6.4(a) Rupee Term Loans of Rs. 2,10,927 Lacs (Previous Year Rs. 2,19,774 Lacs) availed out of sanctioned amount of Rs. 2,25,800 Lacs (original Rs. 1,92,800 Lacs and additional Rs. 33,000 Lacs) from consortium of and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari-passu among all the participating Institutions and Banks viz. Punjab National Bank, Union Bank of India, Allahabad Bank, Canara Bank, Central Bank of India, State Bank of Patiala, State Bank of Hyderabad, IDBI Bank Ltd., ICICI Bank Ltd. and The Jammu and Kashmir Bank Ltd., are secured by:

(i) First ranking equitable mortgage on all rights, titles, interests and benefits in respect of immovable properties and assets of the 400 MW Vishnuprayag HEP First ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to Jaypee Bina Thermal Power Plant ; and

(ii) Pledge of 648.09 Lacs equity shares (Previous Year 648.09 Lacs equity shares) of the Company held by JAL, on pari passu basis among the lenders.

6.4(b) The aforesaid security ranks pari-passu with working capital lenders (i.e. IDBI Bank Limited, State Bank of Patiala and Jammu & Kashmir Bank Ltd.) for working capital limit of Rs. 39,100 Lacs (Previous Year Rs. 31,700 Lacs). Fund based limit outstanding Rs. 16,218.23 Lacs (Previous Year Rs. 14221.34 Lacs) and Bank Guarantees/LCs outstanding of Rs. 2048.01 Lacs (Previous Year Rs. 7,704.20 Lacs).

6.5 1320 MW Jaypee Nigrie Super Thermal Power Project :

6.5(a) Financial assistance of Rs. 6,48,066.61 Lacs (Previous Year Rs. 4,88,612.62 Lacs) availed out of sanctioned amount of Rs. 7,31,500 Lacs (Original INR 4,82,110 Lacs, External Commercial Borrowing (ECB) amounting to Jap. Yen 15.30 Billion equivalent to Rs. 84,890 Lacs and additional INR Rs. 1,64,500 Lacs) from consortium of Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari- passu among all the participating Institutions and Banks viz. Punjab National Bank, Canara Bank, Central Bank of India, Oriental Bank of Commerce, Bank of Baroda, Bank of Maharashtra, Indian Overseas Bank, Syndicate Bank, UCO Bank, United Bank of India, State Bank of Bikaner & Jaipur, State Bank of Patiala, State Bank of Hyderabad, Corporation Bank, IDBI Bank Ltd., ICICI Bank Ltd., IDFC Ltd. and LIC of India, are secured by way of :

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to the Jaypee Nigrie Super Thermal Power Project; and

(ii) Pledge of 6,291 Lacs equity shares (Previous Year - 6,291 Lacs equity shares) of the Company held by JAL on pari-passu basis with lenders of Jaypee Baspa - II HEP and Jaypee Vishnuprayag HEP

6.5(b) Bank Guarantee limit of Rs. 10,000 Lacs sanctioned by IDBI Bank Limited. Bank Guarantees outstanding for Rs. 10,000 Lacs (Previous Year Rs. 10,000 Lacs). The said Bank Guarantee is secured by way of subservient charge on the movable assets of the Jaypee Nigrie STPP and also by personal guarantee of Shri Manoj Gaur, Chairman of the Company.

6.6 Rupee Term Loan/Corporate Loan:

(i) Rupee Term Loan of Rs. 1,00,000 Lacs sanctioned by ICICI Bank Limited together with all interests, liquidated damages, front end fee, premia on prepayment, costs, charges, expenses and other monies is secured by (i) second charge on all movable and immovable assets of Sangam Power Generation Company Limited and Prayagraj Power Generation Company Limited (subsidiaries of the Company), (ii) first ranking charge on the designated bank account of the Company, (iii) pledge of 3,971 Lacs equity shares of Rs. 10/- each fully paid up (Previous Year-4,800 Lacs equity shares) of the Company held by JAL. As on 31.03.2014 outstanding amount of Rupee Term Loan was Rs. 30,000 Lacs (Previous Year-Rs. 70,000 Lacs).

(ii) Rupee Term Loan of Rs.1,00,000 Lacs sanctioned by State Bank of India, is secured by residual charge on all movable and immovable fixed assets of the Company on pari-passu basis with Non-Convertible Debentures (Rs.98,259 Lacs) subscribed by ICICI Bank, Corporate Loan of Rs.1,20,000 Lacs by ICICI bank, Corporate Loan of Rs15,000 Lacs by IDBI Bank and pledge of 1,500 Lacs equity shares of the Company held by JPVL Trust (Previous Year-1,500 Lacs equity shares). As on 31.03.2014 outstanding amount of Rupee Term Loan was Rs. 1,00,000 Lacs (Previous Year- Rs. 1,00,000 Lacs).

(iii) Rupee Term Loan of Rs. 1,20,000 Lacs sanctioned by ICICI Bank, is secured by residual charge on all movable and immovable assets of the Company on pari-passu basis with Non-Convertible Debentures (Rs. 98,259 Lacs) subscribed by ICICI Bank, Corporate Loan of Rs. 1,00,000 Lacs by State Bank of india, Corporate Loan of Rs. 15,000 Lacs by IDBI Bank and pledge of 1,451.12 Lacs equity shares of the Company held by JAL (Previous Year Nil), pledge of 1,610 Lacs equity shares of the Company held by JPVL Trust (Previous Year-Nil), pledge of 833.68 Lacs equity shares of the Company held by Jaypee Infra Ventures (a private company with unlimited liability) (Previous Year-Nil) and Non Disposal Undertaking for 1179.20 Lacs equity shares of the Company held by JAL (Previous Year-Nil). As on 31.03.2014 outstanding amount of Rupee Term Loan was Rs. 1,20,000 Lacs (Previous Year- Rs. Nil).

(iv) Rupee Term Loan of Rs. 15,000 Lacs sanctioned by IDBI Bank, is secured by residual charge on all movable and immovable assets of the Company on pari-passu basis with Non-Convertible Debentures (Rs. 98,259 Lacs) subscribed by ICICI Bank, Corporate Loan of Rs. 1,00,000 Lacs by State Bank of india, Corporate Loan of Rs. 1,20,000 Lacs by ICICI bank and pledge of 315 Lacs equity shares of the Company held by JPVL Trust and personal guarantee of Shri Manoj Gaur, Chairman of the Company. As on 31.03.2014 outstanding amount of Rupee Term Loan was Rs. 15,000 Lacs (Previous Year - Rs. Nil).

6.7 The Non-Convertible Debentures (series II) of Rs. 98,259 Lacs, subscribed by ICICI Bank Limited are secured by :

(i) Residual charge on the entire fixed assets of the Company ;

(ii) Unconditional and irrevocable personal guarantee of Shri Manoj Gaur, Chairman towards repayment of principal and premium on redemption of Debentures; and

(iii) Letter of Comfort from Jaiprakash Associates Limited, the holding company.

6.8 Repayment of Term Loans and Non-Convertible Debentures

6.8(a) 300 MW Jaypee BASPA-II HEP :

Rupee Term Loans (Rs. 84,500 Lacs) are repayable in 56 installments payable in July, August, September and October every year, which commenced from July, 2010 except for the following variation:

6.8(b) 400 MW Jaypee Vishnuprayag HEP :

i) Rupee Term Loans (Rs. 1,65,000 Lacs) are repayable in 54 equal quarterly installments payable in May, August, November and February every year, which commenced from November, 2009.

ii) Short Term Loan (Rs. 5,000 Lacs) from State Bank of India is repayable as a bullet repayment on completion of 12 months (i.e on 31.03.2015) from the date of disbursement.

6.8(c) 1000 MW Jaypee Karcham Wangtoo HEP :

(i) Rupee Term Loans (Loan-A) (Rs. 4,15,295.32 lacs) are repayable in 80 structured installments payable in June, July, August, September & October every year, which commenced from 15th June, 2017.

(ii) Rupee Term Loans (Loan-B) (Rs. 1,37,700 lacs) are repayable in 32 structured installments payable in June, July, August, September & October every year, which commenced from 15th June, 2014.

6.8(d) 500 MW Jaypee Bina Thermal Power Plant :

Rupee term loan (Rs. 1,92,800 Lacs) are repayable in 37 equal quarterly instalments commencing from 1st January, 2014 for 74% of loan and balance 26% in 38th Instalment payable on 1st March, 2023.

Rupee Term Loan (Rs. 33,000 Lacs) are repayable in 36 equal quarterly instalments commencing from 1st January, 2014 for 72% of loan and balance 28% in 37th Instalment payable on 1st January, 2023''.

6.8(e) 1320 MW Jaypee Nigrie Super Thermal Power Project : Original Rupee Term Loans availed (Rs. 4,80,570.00 Lacs) are repayable in 40 equal quarterly installments commencing from November, 2014.

Additional Rupee Term Loans availed (Rs. 83,083.71 Lacs) are repayable in 38 structured quarterly instalments commencing from May, 2015.

External Commercial Borrowings availed (Japanese Yen 1,43,000 Lacs) are repayable in 20 equal half yearly installments commencing from November, 2014.

6.8(f) Other Financial Assistance :

(i) Rupee Term Loan of Rs. 1,00,000 Lacs of ICICI Bank Limited is repayable in 9 quarterly installments payable in May, August, November and February each year which commenced from August, 2012.

(ii) Rupee Term Loan of Rs. 1,00,000 Lacs of State Bank of India is repayable in 4 equal installments payable on 30th September, 2014, 30th September, 2015, 30th September, 2016, 30th September, 2017.

(iii) Rupee Term Loan of Rs. 1,20,000 Lacs of ICICI Bank Limited is repayable in 28 structured quarterly installments commencing from September, 2015.

(iv) Rupee Term Loan of Rs. 15,000 Lacs of IDBI Bank Limited is repayable in 14 quarterly equal installments commencing from April, 2015.

6.9 Unsecured Loans

(i) Unsecured loan of Rs. 1,000 Lacs is repayable to Government of Uttarakhand/Uttar Pradesh, which would be paid after having decision arrived between Government of Uttar Pradesh and Government of Uttarakhand for receipt of said payment.

(ii) The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCB) of US$ 1 Lac each aggregating to US$ 2000 Lacs at par on 12.02.2010. These Bonds are convertible at the option of the bond- holders into equity shares of Rs. 10/- each fully paid up at the conversion price of Rs. 85.8139 per share, subject to the terms of issue with a fixed exchange rate of Rs. 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

No conversion has taken place upto 31st March, 2014. The bonds are redeemable at maturity on 13.02.2015 at a YTM of 7% p.a. inclusive of coupon rate of 5% p.a. [value as on 31.03.2014 in US$ 1.08 Lacs (Previous Year US$1.06 Lacs) for a principal amount of US$ 1 Lac each]. A reserve aggregating to Rs. 9,997 Lacs up to 31.03.2014 (Previous Year Rs. 6,875 Lacs) has been created for the redemption premium.

As on 31.03.2014 the Company has outstanding exposure of US$ 2000 Lacs against FCCB unhedged, pending conversion into equity share capital. (An amount of US$ 50.67 Lacs (hedged)(Previous Year US $.145.03 Lacs) out of FCCB funds is parked overseas pending utilization as on 31.03.2014)

(i) Short Term Loan of Rs. 11,000 Lacs sanctioned by State Bank of India during the year is secured by first Pari-passu charge on future receivables of the Jaypee Vishnuprayag HEP under Power Purchase Agreement and first Pari-passu charge on movable and immovable assets of Jaypee Vishnuprayag HEP assignment of project documents and insurance benefits etc. An amount of Rs. 5,000 Lacs was disbursed during the year and outstanding amount of Loan as on 31.03.2014 was Rs. 5,000 Lacs (Previous Year- Rs. Nil). Equitable mortgage on immovable properties in favour of State Bank of India is yet to be created

(ii) For other security and repayments, refer note no. 6.1 to 6.9.

7.Note :

1 Aggregate cost of : Quoted Investments (Market Value Rs. Nil) (Previous Year Rs. Nil) - Unquoted (Previous Year Rs. 4,43,417 Lacs) (See Note No. 2 below) 480,499

2. Pursuant to Scheme of Amalgamation of erstwhile Jaypee Karcham Hydro Corporation Limited (JKHCL) and erstwhile Bina Power Supply Company Limited (BPSCL) with the Company, sanctioned by the Hon''ble High Court of Himachal Pradesh at Shimla, JPVL Trust was created on 3rd June, 2011 to hold Equity Shares allotted upon amalgamation in accordance with the share exchange ratio in terms of the said Scheme. Upon sanction of the said Scheme, the cross holdings were not cancelled and were transferred to JPVL Trust in which the Company is the sole beneficiary. Accordingly, 21,70,00,000 Equity Shares in respect of erstwhile JKHCL and 12,70,76,923 Equity Shares in respect of erstwhile BPSCL held by the Company, were transferred to JPVL Trust, as per the approved Share Exchange Ratio.

Note 8

In the opinion of the Board of Directors, the "Non Current Assets and Long Term 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.

Note 9 Contingent Liabilities not provided for: (Rs. in Lacs)

Figures as at the Figures as at the SI. Particulars end of current end of previous No. reporting period, reporting period, March 31, 2014 March 31, 2013

(a) Outstanding amount of 14,937 22,613 Bank Guarantee Margin Money against above 244 244

(b) Claims against the Company not acknowledged as debts. 28,980 18,987

(c) Income tax matters under 2,697 2,533 appeal

(d) The Government of Himachal Pradesh has imposed entry tax on goods entering the state of Himachal Pradesh. This was challenged by the company before the Hon''ble High Court of Himachal Pradesh at Shimla. The Hon''ble High Court on 22.09.2010 in an interim order has held that tax paid by the petitioner would be treated as deposit and not as tax. The final decision of Hon''ble High Court is awaited. The total liability as at 31st March, 2014 (Baspa & Karcham Wangtoo HEPs) is Rs. 3738.33 Lacs (Previous Year Rs. 3,581.77 Lacs), against which Company has deposited Rs. 1901.97 Lacs (Previous Year Rs. 1,822.95 Lacs) under protest and pledged banks FDRs of Rs. 1822.53 Lacs (Previous Year Rs. 1,646.94 Lacs).

Note 10

Corporate Guarantee

The Company has given Corporate Guarantee of USD 1,500 Lacs (equivalent to Rs. 84,000 Lacs) in favour of State Bank of india, Hong Kong branch for the credit facilities granted by lenders to Jaiprakash Associates Limited.

Note 11

Advance to Suppliers, Contractors and others shown under "Long Term Loans and Advances" in Note ''16'' and under "Short Term Loans & Advances" in Note ''21'' includes Advance to Jaiprakash Associates Limited under EPC contract, the holding Company for Rs. Nil (Previous Year Rs. 586.84 Lacs) and Rs. Nil (Previous Year Rs. 311.46 Lacs) respectively. Maximum amount outstanding during the Year was Rs. 898.30 Lacs (Previous Year Rs. 756.21Lacs).

Note 12

(a) Provident Fund - Defined Contribution Plan

Employees are entitled to Provident Fund benefits. Amount debited to Profit and Loss account including Administrative and Employees Deposit Linked Insurance charges Rs. 288 Lacs during the period (Previous Year Rs. 213 Lacs) and Rs. 41 Lacs (Previous Year Rs. 55 Lacs) booked in Incidental Expenses during construction pending capitalisation.

(b) Gratuity - The liability for Gratuity is provided on the basis of Actuarial Valuation made at the end of each financial year. The Actuarial Valuation is made on Projected Unit Credit method as per AS 15(revised). Jaiprakash Associates Limited {JAL} (the Company''s holding company) has constituted a Gratuity Fund Trust under the name Jaiprakash Associates Employees Gratuity Fund Trust vide Trust Deed dated 30th March, 2009 for JAL and its subsidiaries and appointed SBI Life Insurance Co. Ltd. for the management of the Trust Funds for the benefits of employees. As a subsidiary of JAL, the Company is participating in the Trust Fund by contributing its liability accrued up to the close of each financial year to the Trust Fund.

(c) Leave Encashment - Defined Benefit Plans - Provision has been made as per Actuarial Valuation.

Details of Gratuity and Leave encashment as per Accounting Standard-AS-15(Revised):

Note 13

(a) Pursuant to Revised Schedule-VI of the Companies Act and Guidance Note issued by the Institute of Chartered Accountants of India requiring recognition of MAT credit in the Books of Accounts, the MAT credit entitlement and Deferred Tax Liability (Net) has been recognised in the Books of Accounts from the financial year 2011-12.

(b) As there is no taxable profit for the period up to 31st March, 2014, no income tax amount has been provided for the period up to 31st March, 2014. The MAT chargeable on book profit up to 31st March, 2014 has been treated as MAT credit entitlement. Further deferred tax assets of Rs. 629 Lacs has been created for the year ended 31st March, 2014.

(c) Wealth Tax liability of Rs. 1Lac has been provided in Statement of Profit & Loss.

Note 14

The Board of Directors of the Company in their meeting held on 1st March, 2014 considered and accepted the disinvestment of two of the Company''s operating plants namely, 300 MW Jaypee Baspa Hydro Electric Plant (Baspa HEP) and 1000 MW Jaypee Karcham Wangtoo Hydro Electric Plant (Karcham HEP) subject to requisite statutory and regulatory approvals. The disinvestment is proposed to be by way of hiving off of the aforesaid plants into two seperate wholly owned subsidiaries namely Himachal Baspa Power Company Limited and Himachal Karcham Power Company Limited through a Scheme of Arrangement to be sanctioned by Hon''ble High Court of Himachal Pradesh with ultimate transfer of ownership of the said subsidiaries to the purchasers, viz Consortium led by TAQA India Power Ventures Private Limited (an indirectly owned and controlled subsidiary of Abu Dhabi National Energy Company PJSC), INDO-INFRA INC. (a large institutional Canadian investor) and India Infrastructure Fund-II (acting through IDFC Alternatives Limited). The company will use the proceeds from disinvestment to retire its debts as well as to fund the equity required for implementing its thermal power projects.

The carrying amount of the assets of Baspa HEP and Karcham HEP were Rs. 1,65,342 Lacs (Previous year-Rs. 1,83,776 Lacs) and Rs. 6,64,353 Lacs (Previous year-Rs. 6,91,023 Lacs) respectively and its liabilities were Rs. 90,132 Lacs (Previous year-Rs. 96,163 Lacs) and Rs. 5,80,879 Lacs (Previous year-Rs. 5,47,054 Lacs) respectively. The following statement shows the revenue and expense of continuing and discontinuing operations.

Note 15

Due to natural calamity in Uttarakhand, energy generation of 400 MW Jaypee Vishnuprayag H.E. Plant was suspended w.e.f. 16th June, 2013. Restoration and associated works including clearing of debris has since been completed and the Plant has commenced energy generation from 12th April, 2014. The H.E.Plant was adequately insured including all risks with Business Interruption provisions. Company has received interim insurance claim amount of Rs. 25 crores (approx.) which has been used for restoration work. Commercial aspects of this Force Majeure event are under process, in accordance with Power Purchase Agreement with Uttar Pradesh Power Corporation Limited (UPPCL).

Note 16

A Power Purchase Agreement (PPA) for sale of power from the Karcham Wangtoo HEP to Power Trading Corporation of India Limited (PTC) was executed on 21st March 2006 by erstwhile Jaypee Karcham Hydro Corporation Limited (since merged with the Company) for a term of 35 years, which was declared void by the Company in the year 2009 and disputed by PTC resulting in continued litigation at different levels. Subsequently the Company and the PTC mutually considered it prudent to end the dispute and accordingly after a series of discussions, a Settlement Agreement was executed between the Company and PTC on 5th August 2013 for restoration of the PPA and supply of power by the Company to PTC. Consequently legal cases filed either by PTC or the Company have been withdrawn and a Petition for determination of tariff has been filed by the Company before Central Electricity Regulatory Commission (CERC) on 3rd September 2013, which is under consideration of CERC. Since the Company and the PTC were keen on commencement of supply of power at the earliest and the process for determination of tariff by CERC was likely to take more time, the Company filed an application with CERC on 6th February 2014 for fixation of Provisional Tariff which is also under consideration of CERC and it is expected that the Provisional Tariff shall be fixed by CERC shortly. In the mean time the Company has commenced supply of part contracted power to PTC w.e.f. 1st May, 2014.

Note 17

(i) 900 Lacs Equity Shares of Rs. 10/- each fully paid (Previous Year 900 Lacs) held by the Company of Jaypee Powergrid Ltd. (Subsidiary Company) are pledged with Security Trustees, IDBI Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Jaypee Powergrid Ltd.

(ii) 8864.77 Lacs Equity Shares of Rs. 10/- each fully paid (Previous Year 7,844.77 Lacs) held by the Company of Prayagraj Power Generation Co. Ltd. (Subsidiary Company) are pledged with Security Trustees, SBI Cap Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Prayagraj Power Generation Co. Ltd.

Note 18

(a) The Company has presently one operative segment i.e. Generation of Power. The Company has commenced construction of Cement Grinding Unit at Jaypee Nigrie Super Thermal Power Plant, for gainful utilisation of dry fly ash and as mandated by Ministry of Environment and Forests. Accordingly, now the Company has two segments, Power Generation and Cement. As total assets employed in Cement Grinding Unit are less than 10% of the total assets of the Company, therefore, separate segment reporting is not applicable.

(b) The operations of the Company are carried within the similar economic and political conditions, having similar kind of risk, therefore geographical segments are not applicable.

Note 19

In terms of ''Accounting Standard (AS) 28'', the assets are not impaired because the recoverable amount of fixed assets collectively determined by the present value of estimated future cash flows is higher than its carrying value.

Note 20

All the figures have been rounded off to the nearest rupees in lacs.

Note 21

Previous Year''s figures have been regrouped/re-arranged, wherever considered necessary to make them conform to the figures for the current year.


Mar 31, 2013

Note 1 Basis of Preparation of Financial Statements

(a) The accounts are prepared on the historical cost basis and on the principles of going concern.

(b) Accounting policies not specifically referred to otherwise are being consistently followed and are in accordance with generally accepted accounting principles.

Note 2.1 The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital

The Company has issued only one class of equity shares having a par value of Rs. 10/- per share which rank pari-passu in all respects including voting rights and entitlement to dividend.

In the event of liquidation, each share carry 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.

The Authorised Share Capital provides for Preference Share at a par value of Rs. 100/- each. The Company has so far not issued any Preference Share.

Note 2.2 Equity Shares in respect of each class in the Company held by its holding company or its ultimate holding company including shares held by or by subsidiaries or associates of the holding company or the ultimate holding company in aggregate 1,78,30,00,600 Equity shares are held by Jaiprakash Associates Limited, the holding company.

12,56,47,637 Equity shares are held by Jaypee Infra Ventures (A Private Company with unlimited liability), associate company of Jaiprakash Associates Limited.

Note 2.3 Equity shares reserved for issue under options and contracts/commitments for the sale of shares/ disinvestments, including terms and amounts

The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCB) of US$ 1 Lac each aggregating to US$ 2000 Lacs at par on 12.02.2010. These Bonds are convertible at the option of the bond-holders into equity shares of Rs. 10/- each fully paid up at the conversion price ofRs. 85.8139 per share, subject to the terms of issue with a Axed exchange rate of Rs. 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

No conversion has taken place upto 31st March, 2013.

The bonds are redeemable at maturity on 13.02.2015 at a YTM of 7% p.a. inclusive of coupon rate of 5% p.a. [value as on 31.03.2013 in US$ 1.06 Lacs (Previous Year US$1.04 Lacs) for a principal amount of US$ 1 Lac each]. A reserve aggregating to Rs. 6,875 Lacs up to 31.03.2013 (Previous Year Rs. 3,935 Lacs) has been created for the redemption premium.

No shares have been reserved for issue under options and contracts/commitments for the sale of shares/disinvestments.

The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCB) of US$ 1 Lac each aggregating to US$ 2,000 Lacs at par on 12.02.2010. These Bonds are convertible at the option of the bond-holders into equity shares of Rs. 10/- each fully paid up at the conversion price of Rs. 85.8139 per share, subject to the terms of issue with a Axed exchange rate ofRs. 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015. Note 3.8 Calls unpaid (showing aggregate value of calls unpaid by directors and officers)

There are no calls unpaid including by directors and officers of the Company.

Note 2.4 Forfeited shares (amount originally paid up)

The Company has not forfeited shares.

3.1 300 MW Jaypee Baspa II HEP:

3.1(a) Rupee Term Loans, Foreign Currency Loans, Working Capital Facilities aggregating to Rs. 73,211.36 Lacs and Deferred Payment Guarantee(s) from Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari-passu among all the participating Institutions and Banks viz. State Bank of India, Andhra Bank, Punjab National Bank, UCO Bank, Oriental Bank of Commerce, Allahabad Bank, United Bank of India, IDBI Bank Ltd., IFCI Ltd. and Power Finance Corporation Ltd., by way of :

(i) First Charge on book debts, operating cash flows, receivables, commissions, revenue of whatsoever nature, present & future of the Baspa II HEP ; and

(ii) First charge on all the Accounts of the Baspa II HEP including but not limited to the Trust & Retention Account, Escrow Account of HPSEB and Debt Service Reserve Account and other accounts required to be created under any Project Document or contract.

The loans are inter-alia also secured by way of :

(i) First charge on Baspa II HEP''s all intangible assets, hypothecation of all the movable assets, assignment of Project Agreements and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Policies, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Plant ;

(ii) First ranking equitable mortgage on all rights, titles, interests and benefits in respect of immovable properties, and assets of the Baspa II HEP ;

(iii) Pledge of 6,291 Lacs equity shares of the Company held by Jaiprakash Associates Limited, (JAL) on pari-passu basis with lenders of Jaypee Vishnuprayag HEP and Jaypee Nigrie Super Thermal Power Project ; and

(iv) Corporate Guarantee furnished by Jaiprakash Associates Limited (JAL), the Holding Company, for the outstanding financial assistance of Power Finance Corporation Ltd., as on 31.03.2013 amounting to Rs. 7,115.20 Lacs (Previous Year Rs. 10,289.42 Lacs).

3.1(b) The aforesaid security rank pari-passu for working capital limit (Fund based and non fund based) of Rs. 6,900 Lacs sanctioned by Punjab National Bank - Shimla with personal guarantees of Shri Jaiprakash Gaur - Founder Chairman, Shri Manoj Gaur - Chairman, Shri S.K. Sharma - Vice Chairman & CEO and Shri S. K. Jain-former Director of the Company. [Outstanding cash credit limit Rs. Nil (Previous Year Rs. 51 Lacs) and Bank Guarantees/LCs Rs. 4,511 Lacs (Previous Year Rs. 4,000 Lacs)]

3.1(c) The Foreign Currency Loans under Buyers'' Credit are guaranteed by Deferred Payment Guarantee issued by Power Finance Corporation Limited.

3.2 400 MW Jaypee Vishnuprayag HEP :

3.2(a) Rupee Term Loans, Foreign Currency Loans and Working Capital Facilities aggregating to Rs. 1,13,213.46 Lacs from Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari passu among all the participating Institutions and Banks viz. State Bank of India, Andhra Bank, State Bank of Bikaner & Jaipur, State Bank of Patiala, State Bank of Travancore, Bank of India, Oriental Bank of Commerce, Allahabad Bank, Dena Bank, IDBI Bank Ltd., ICICI Bank Ltd. and Power Finance Corporation Ltd., by way of :

(i) First charge on 400 MW Vishnuprayag HEP''s present and future book debts, operating cash flows, receivables, commissions, revenue of whatsoever nature ; and

(ii) First charge on 400 MW Vishnuprayag HEP''s all the accounts including the Trust & Retention Account, Escrow Account of Uttar Pradesh Power Corporation Limited and Debt Service Reserve Account and each of the other accounts required to be created by the Company under any 400 MW Vishnuprayag HEP document.

The loans are inter-alia also secured by way of:

(i) First charge on 400 MW Vishnuprayag HEP''s all intangible assets, hypothecation of all the movable assets, assignment of Project Agreements and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Policies, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Plant ;

(ii) First ranking equitable mortgage on all rights, titles, interests and benefits in respect of immovable properties and assets of the 400 MW Vishnuprayag HEP ;

(iii) Pledge of 6,291 Lacs equity shares of the Company held by JAL on pari-passu basis with lenders of Baspa - II HEP and Nigrie Super Thermal Power Project ; and

(iv) Corporate Guarantee furnished by JAL, the Holding Company, for outstanding financial assistance of Power Finance Corporation Ltd., as on 31.03.2013 amounting to US$ 130.99 Lacs (Previous Year US$ 161.81Lacs ).

3.2(b) Working Capital Loan of Rs. 6,000 Lacs sanctioned by ICICI Bank Ltd. (outstanding Rs. 600 Lacs), is secured by second mortgage/hypothecation and charge on all movable and immovable assets of 400 MW Jaypee Vishnuprayag HEP (including all revenues, receipts, receivables and intangible properties) both present and future and second charge on bank accounts including Trust and Retention accounts of the Plant.

3.3 1000 MW Jaypee Karcham Wangtoo HEP:

3.3(a) The Rupee Term Loan assistance of Rs. 4,47,304 Lacs (Previous Year Rs. 4,56,123 Lacs) by financial institutions and banks viz. Punjab National Bank, Union Bank of India, Allahabad Bank, Indian Bank, Central Bank of India, Bank of India, IDBI Bank Ltd., ICICI Bank Ltd., Jammu and Kashmir Bank Ltd., Infrastructure Development Finance Company Ltd. and SIDBI, together with all interest, cost and other charges/dues are secured by way of :

(i) First ranking pari-passu mortgage and hypothecation of all the immovable and movables assets both present and future, all intangible assets, uncalled capital and all revenues and receivables pertaining to Jaypee Karcham Wangtoo HEP and English mortgage on immovable property at Vadgaon, Taluka Mawal, District Pune, Maharashtra ; and

(ii) Pledge of 1,206 Lacs (Previous Year 1,206 Lacs) equity shares of the Company held by JAL on pari passu basis with the lenders of Rupee Term Loan and Working Capital facilities.

3.3(b) The aforesaid Security ranks pari-passu with working capital lender (i.e. IDBI Bank Limited) for Working Capital limit of Rs. 30,500 Lacs [Outstanding Cash credit limit Rs. 9,486 Lacs (Previous Year Rs. Nil) and Bank Guarantees/LCs of Rs. 2,867 Lacs (Previous Year Rs.182 Lacs)].

3.4 500 MW Jaypee Bina Thermal Power Plant:

3.4(a) Rupee Term Loans of Rs. 2,19,774 Lacs (Previous Year Rs. 1,87,888 Lacs) availed out of amount of Rs. 2,25,800 Lacs (existing Rs. 1,92,800 Lacs and additional Rs. 33,000 Lacs) from consortium of Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari passu among all the participating Institutions and Banks viz. Punjab National Bank, Union Bank of India, Allahabad Bank, Canara Bank, Central Bank of India, State Bank of Patiala, State Bank of Hyderabad, IDBI Bank Ltd., ICICI Bank Ltd. and The Jammu and Kashmir Bank Ltd., are secured by:

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to Jaypee Bina Thermal Power Plant ; and

(ii) Pledge of 648.09 Lacs equity shares (Previous Year 648.09 Lacs equity shares) of the Company held by JAL, on pari-passu basis with the lenders.

3.4(b) The aforesaid security ranks pari-passu with working capital lenders (i.e. IDBI Bank Limited, State Bank of Patiala and Jammu & Kashmir Bank Ltd.) for working capital limit of Rs. 31,700 Lacs (Previous Year Rs. 7,500 Lacs). Fund based limit outstanding Rs. 14,221 Lacs (Previous Year Rs. Nil) and Bank Guarantees/LCs outstanding of Rs. 7,704.20 (Previous Year Rs. 4,808 Lacs).

3.5 1320 MW Jaypee Nigrie Super Thermal Power Project :

3.5(a) Financial assistance of Rs. 4,88,613 Lacs (Previous Year Rs. 2,23,169 Lacs) availed out of amount of Rs. 5,67,000 Lacs (INR 4,82,110 Lacs and External Commercial Borrowing (ECB) amounting to Jap. Yen 15.30 Billion equivalent to Rs. 84,890 Lacs) from consortium of Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari-passu among all the participating Institutions and Banks viz. Punjab National Bank, Canara Bank, Central Bank of India, Oriental Bank of Commerce, Bank of Baroda, Bank of Maharashtra, Indian Overseas Bank, Syndicate Bank, UCO Bank, United Bank of India, State Bank of Bikanar & Jaipur, State Bank of Patiala, State Bank of Hyderabad, Corporation Bank, IDBI Bank Ltd., ICICI Bank Ltd., IDFC Ltd. and LIC of India, are secured by way of :

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, and all revenues and receivables pertaining to the Jaypee Nigrie Super Thermal Power Project ; and

(ii) Pledge of 6,291 Lacs equity shares (Previous Year 6,291 Lacs equity shares) of the Company held by JAL on pari-passu basis with lenders of Jaypee Baspa - II HEP and Jaypee Vishnuprayag HEP

3.5(b) Bank Guarantee limit of Rs. 10,000 Lacs sanctioned by IDBI Bank Limited. Bank Guarantees outstanding for Rs. 10,000 Lacs (Previous Year Rs. 10,000 Lacs). The said Bank Guarantee is secured by way of subservient charge on the movable assets of the Jaypee Nigrie STPP and also by personal guarantee of Shri Manoj Gaur, Chairman of the Company.

3.6 Rupee Term Loan/Corporate Loan:

(i) Rupee Term Loan of Rs. 1,00,000 Lacs sanctioned by ICICI Bank Limited together with all interests, liquidated damages, front end fee, premia on prepayment, costs, charges, expenses and other monies is secured by (i) second charge on all present and future movable and immovable properties and assets of Sangam Power Generation Company Limited and Prayagraj Power Generation Company Limited (subsidiaries of the Company) and first charge on the designated bank account together with all the monies therein, (ii) pledge of 4,800Lacs equity shares of Rs. 10/- each fully paid up (Previous Year - 5,279 Lacs equity shares) of the Company held by JAL. As on 31.03.2013 outstanding amount of Rupee Term Loan was Rs. 70,000 Lacs (Previous Year Rs. 1,00,000 Lacs).

(ii) Rupee Term Loan of Rs. 1,00,000 Lacs sanctioned by State Bank of India during the financial year 2012-13, is secured by residual charge on all movable and immovable fixed assets of the Company on pari-passu basis with Non-Convertible Debentures (Rs. 98,259 Lacs) subscribed by ICICI Bank and pledge of 1,500 Lacs equity shares of the Company held by JPVL Trust. As on 31.03.2013 outstanding amount of Rupee Term Loan was Rs. 1,00,000 Lacs (Previous Year-Nil).

3.7 The Non-Convertible Debentures (series II) of Rs. 98,259 Lacs, subscribed by ICICI Bank Limited are secured by :

(i) Residual charge on the entire fixed assets of the Company ;

(ii) Unconditional and irrevocable personal guarantee of Shri Manoj Gaur, Chairman towards repayment of principal and premium on redemption of Debentures ; and

(iii) Letter of Comfort from Jaiprakash Associates Limited, the holding company.

3.8 Repayment of Term Loans and Non-Convertible Debentures

3.8(a) 300 MW Jaypee BASPA-II HEP :

Rupee Term Loans (Rs. 84,500 Lacs) are repayable in 56 installments payable in July, August, September and October every year, which commenced from July, 2010 except for the following variation:

3.8(b) 400 MW Jaypee Vishnuprayag HEP :

Rupee Term Loans (Rs. 1,65,000 Lacs) are repayable in 54 equal quarterly installments payable in February, May, August and November every year, which commenced from November, 2009.

3.8(c) 1000 MW Jaypee Karcham Wangtoo HEP :

Rupee Term Loans (Rs. 4,79,254 lacs) are repayable in 75 equal installments payable in June, July, August, September & October every year, which commenced 15th June, 2012.

3.8(d) 500 MW Jaypee Bina Thermal Power Plant :

Rupee term Loans (Rs.1,92,800 Lacs) are repayable in 40 equal quarterly installments which commenced from 1st March, 2013 for 80% of loan and balance 20% in 41st Installment payable on 1st March, 2023.

Rupee term Loans (Rs. 33,000 Lacs) are repayable in 40 equal quarterly installments which commenced from 1st January, 2013 for 80% of loan and balance 20% in 41st Installment payable on 1st January, 2023.

3.8(e) 1320 MW Jaypee Nigrie Super Thermal Power Project :

Rupee Term Loans (Rs. 4,17,250 Lacs) are repayable in 40 equal quarterly installments commencing from November, 2014.

External Commercial Borrowings (Japanese Yen 1,21,800 Lacs) are repayable in 20 equal half yearly installments commencing from November, 2014.

3.8(f) Other Financial Assistance :

(i) Rupee Term Loan of Rs. 1,00,000 Lacs of ICICI Bank Limited is repayable in 9 quarterly installments payable in February, May, August and November each year which commenced from August, 2012.

(ii) Rupee Term Loan of Rs. 1,00,000 Lacs (Amount drawn Rs. 50,000 Lacs) of State Bank of India is repayable in 4 equal installments payable on 30th September, 2014, 30th September, 2015, 30th September, 2016, 30th September, 2017.

3.9 Unsecured Loans

(i) Unsecured loan of Rs. 1,000 Lacs is repayable to Government of Uttarakhand/Uttar Pradesh, which would be paid after having decision arrived between Government of Uttar Pradesh and Government of Uttarakhand for receipt of said payment.

(ii) The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCB) of US$ 1 Lac each aggregating to US$ 2000 Lacs at par on 12.02.2010. These Bonds are convertible at the option of the bond-holders into equity shares of Rs. 10/- each fully paid up at the conversion price of Rs. 85.8139 per share, subject to the terms of issue with a Axed exchange rate of Rs. 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

No conversion has taken place upto 31st March, 2013.

The bonds are redeemable at maturity on 13.02.2015 at a YTM of 7% p.a. inclusive of coupon rate of 5% p.a. [value as on 31.03.2013 in US$ 1.06 Lacs (Previous Year US$1.04 Lacs) for a principal amount of US$ 1 Lac each]. A reserve aggregating to Rs. 6,875 Lacs up to 31.03.2013 (Previous Year - Rs. 3,935 Lacs) has been created for the redemption premium.

As on 31.03.2013 the Company has outstanding exposure of US$ 2000 Lacs against FCCB unhedged, pending conversion into equity share capital. (An amount of US$ 145.03 Lacs (hedged)(Previous Year US $.242.64 Lacs) out of FCCB funds is parked overseas pending utilization as on 31.03.2013.)

Note 4

In the opinion of the Board of Directors, the "Non Current Assets and Long Term 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.

Note 5

Corporate Guarantee

The Company has given Corporate Guarantee of USD 1500 Lacs (equivalent to Rs. 84,000 Lacs) in favour of State Bank of india, Hong Kong branch for the credit facilities granted by lenders to Jaiprakash Associates Limited.

Note 6

Advance to Suppliers, Contractors and others shown under "Long Term Loans and Advances" in Note ''16'' and under "Short Term Loans & Advances" in Note ''21'' includes Advance to Jaiprakash Associates Limited, the holding Company under EPC Contract for Rs. 586.84 Lacs (Previous Year Rs. 7,145.79 Lacs) and Rs. 311.46 Lacs (Previous Year Rs. 134.41 Lacs) respectively. Maximum amount outstanding during the Year was Rs. 756.21 Lacs (Previous Year Rs. 24,579 Lacs ).

Note 7

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

(1) Relationships (Related party relationships are as identified by the Company and relied upon by the Auditors)

(a) Holding Company

Jaiprakash Associates Limited

(b) Subsidiary Companies:

(1) Jaypee Powergrid Limited

(2) Sangam Power Generation Company Limited

(3) Prayagraj Power Generation Company Limited

(4) Jaypee Arunachal Power Limited

(5) Jaypee Meghalaya Power Limited

(c) Fellow Subsidiary Companies:

(1) Jaypee Ganga Infrastructure Corporation Limited

(2) Himalyan Expressway Limited

(3) Jaypee Infratech Limited

(4) Jaypee Sports International Limited

(5) Jaypee Cement Corporation Limited (JCCL)

(6) Bhilai Jaypee Cement Limited

(7) Bokaro Jaypee Cement Limited

(8) Gujarat Jaypee Cement & Infrastructure Limited

(9) Jaypee Agra Vikas Limited

(10) Jaypee Fertilizers & Industries Limited

(11) Jaypee Assam Cement limited

(12) Himalayaputra Aviation Limited

(13) Jaypee Healthcare Limited (w.e.f. 30.10.2012)

(14) Jaypee Cement Cricket (India) Limited (w.e.f. 20.10.2012)

(15) Jaypee Cement Hockey (India) Limited (w.e.f. 05.11.2012)

(16) Jaiprakash Agri Initiatives Company Limited (subsidiary of JCCL w.e.f. 25.03.2013)

(d) Associate Companies/Concerns:

(1) Jaypee Infra Ventures (A Private Company with unlimited liability)

(2) Jaypee Development Corporation Limited [(subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)]

(3) JIL Information Technology Limited [(subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)]

(4) Gaur & Nagi Limited (subsidiary of JIL Information Technology Limited)

(5) Indesign Enterprises Pvt. Limited [(subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)]

(6) GM Global Mineral Mining Private Limited (subsidiary of Indesign Enterprises Pvt. Limited)

(7) Jaypee International Logistics Company Private Limited [(subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)]

(8) Tiger Hills Holiday Resort Private Limited (subsidiary of Jaypee Development Corporation Limited)

(9) Anvi Hotels Private Limited [(subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)]

(10) Jaypee Uttar Bharat Vikas Private Limited

(11) Kanpur Fertilisers and Cement limited (subsidiary of Jaypee Uttar Bharat Vikas Pvt. Limited)

(12) RPJ Minerals Private Limited

(13) Sarveshwari Stone Products Pvt. Ltd. (subsidiary of RPJ Minerals Private Limited)

(14) Rock Solid Cement Limited (subsidiary of RPJ Minerals Private Limited)

(15) Sonebhadra Minerals Private Limited

(16) MP Jaypee Coal Limited

(17) Madhya Pradesh Jaypee Minerals Limited

(18) MP Jaypee Coal Fields Limited

(19) Jaiprakash Kashmir Energy Limited

(20) Jaypee Hotels Limited

(21) Milestone Home Finance Company Private Limited (subsidiary of Jaypee Hotels Limited w.e.f. 28.09.2012)

(22) Jaypee Mining Venture Private Limited

(23) Ceekay Estate Private Limited

(24) Pac Pharma Drugs and Chemicals Private Limited

(25) Akasva Associates Private Limited

(26) Jaiprakash Exports Private Limited

(27) Bhumi Estate Developers Private Limited

(28) Jaypee Technical Consultants Private Limited

(29) Andhra Cements Limited (subsidiary of Jaypee Development Corporation Limited)

(30) Jaypee Jan Sewa Sansthan (Rs.Not for profit'' Private limited Company w.e.f. 12.06.2012)

(e) Key Management Personnel:

Jaiprakash Power Ventures Limited

(1) Shri Manoj Gaur, Chairman

(2) Shri Sunil Kumar Sharma, Vice Chairman and CEO

(3) Shri Suren Jain, Managing Director and CFO

(4) Shri R.K. Narang, Whole-time Director

(5) Shri Suresh Chandra, Whole-time Director

(6) Shri Parveen Kumar Singh, Whole-time Director

(7) Shri Dharam Paul Goyal, Whole-time Director (up to 31.03.2013)

(8) Shri Ravindra Mohan Chadha, Whole-time Director (up to 31.03.2013)

Guarantees given by the holding company on behalf of the Company and guarantee given by the Company on behalf of the holding company have been mentioned elsewhere in the Notes to Financial Statements.

Note 8

(a) Provident Fund - Defined Contribution Plan

Employees are entitled to Provident Fund benefits. Amount debited to Profit and Loss account including Administrative and Employees Deposit Linked Insurance charges Rs. 213 Lacs during the year (Previous Year 157.00 Lacs) and Rs. 55 Lacs (Previous Year Rs. 60 Lacs) booked in Incidental Expenses during construction pending capitalisation.

(b) Gratuity - The liability for Gratuity is provided on the basis of Actuarial Valuation made at the end of each financial year. The Actuarial Valuation is made on Projected Unit Credit method as per AS 15(revised). Jaiprakash Associates Limited {JAL} (the Company''s holding company) has constituted a Gratuity Fund Trust under the name Jaiprakash Associates Employees Gratuity Fund Trust vide Trust Deed dated 30th March, 2009 for JAL and its subsidiaries and appointed SBI Life Insurance Co. Ltd. for the management of the Trust Funds for the benefits of employees. As a subsidiary of JAL, the Company is participating in the Trust Fund by contributing its liability accrued up to the close of each financial year to the Trust Fund.

Note 9

(a) Pursuant to Revised Schedule-VI of the Companies Act, 1956 and Guidance Note issued by the Institute of Chartered Accountants of India requiring recognition of MAT credit in the Books of Accounts, the MAT credit entitlement and Deferred Tax Liability (Net) has been recognised in the Books of Accounts from the financial year 2011-12.

(b) As there is no taxable profit up to 31st March, 2013, no income tax amount has been provided for the period up to 31st March, 2013. The MAT chargeable on book profit up to 31st March, 2013 has been treated as MAT credit entitlement. Further deferred tax liability of Rs. 1,989 Lacs has been provided for the year ended 31st March, 2013.

(c) Wealth Tax liability of Rs. 0.96 Lacs has been provided in Statement of Profit & Loss.

Note 10

(a) A Power Purchase Agreement (PPA) for sale of 704 MW power, out of 1000 MW power from the Karcham Wangtoo HEP to Power Trading Corporation (India) Limited (PTC) was executed by erstwhile JKHCL (since merged with the Company) on 21st March, 2006 for a term of 35 years with the stipulation that the tariff for sale of power shall be as approved by Central Electricity Regulatory Commission (CERC) based on the completion cost to be approved by Central Electricity Authority (CEA)/Central Electricity Regulatory Commission. It was subsequently found that the Electricity Act, 2003, does not provide for the determination of tariff for sale of power by a Generating Company to a Trading company and therefore based on the legal opinion the said PPA was considered to be void and PTC was informed accordingly. PTC had approached the Hon''ble High Court of Delhi with a prayer for restraining the Company from entering into agreement for sale of aforesaid power to any third party which was rejected. The PTC then filed a SLP in the Hon''ble Supreme Court against the order of Hon''ble High Court of Delhi, which is pending.

During the proceedings before Hon''ble High Court of Delhi, PTC invoked the arbitration clause of the PPA against Company''s stand that the PPA was void and an Arbitral Tribunal consisting of three members was constituted. The Arbitral Tribunal, by its majority Award dated 28th April, 2011, dismissed the claim of PTC and declared the PPA to be void. PTC challenged the said Award before the Hon''ble High Court of Delhi. The Learned Single bench Judge of the Hon''ble High Court of Delhi vide its judgment and order dated 15th May, 2012 set aside the majority Award and concluded that the PPA is not void. Company filed an Appeal against the said judgment before the Division Bench of the Hon''ble High Court of Delhi which is pending.

(b) The Haryana Power Generation Corporation Limited (HPGCL) with whom the PTC had entered into a Power Sale Agreement (PSA) for sale of 200 MW out of 704 MW power covered by the PPA has approached Haryana Electricity Regulatory Commission (HERC) to direct the Company to supply 200 MW power to PTC for onward supply to HPGCL. The Company has taken a position that HPGCL has no privity of contract with the Company and HERC has no jurisdiction in the matter. HERC has however held that it has jurisdiction in the matter and therefore the Company has filed an Appeal before the Appellate Tribunal for Electricity (APTEL) against the order of HERC. APTEL vide its order dated 20th July, 2012 set aside the HERC''s order and held that HERC has no jurisdiction in the matter. PTC has filed a Civil Appeal before Supreme Court of India with a prayer to set aside the APTEL Judgment dated 20th July, 2012 which is pending.

Note 11

(i) 900 Lacs Equity Shares of Rs. 10/- each fully paid (Previous Year 840 Lacs) held by the Company of Jaypee Powergrid Ltd. (Subsidiary Company) are pledged with Security Trustees, IDBI Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Jaypee Powergrid Ltd.

(ii) 7,844.77 Lacs Equity Shares of Rs. 10/- each fully paid (Previous Year 3,535.27 Lacs) held by the Company of Prayagraj Power Generation Co. Ltd. (Subsidiary Company) are pledged with Security Trustees, SBI Cap Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Prayagraj Power Generation Co. Ltd.

Note 12

(a) The Company has presently one operative segment i.e. Generation of Power. The Company had commenced construction of Cement Grinding Unit at Jaypee Nigrie Super Thermal Power Plant, for gainful utilisation of dry fly ash and as mandated by Ministry of Environment and Forests. Accordingly, now the Company has two segments, Power Generation and Cement. As total assets employed in Cement Grinding Unit are less than 10% of the total assets of the Company, therefore, separate segment reporting is not applicable.

(b) The operations of the Company are carried within the Country and therefore geographical segments are not applicable.

Note 13

In terms of ''Accounting Standard (AS) 28'', the assets are not impaired because the recoverable amount of Axed assets collectively determined by the present value of estimated future cash flows is higher than its carrying value.

Note 14

All the figures have been rounded offto the nearest rupees in lacs.

Note 15

Previous Year''s figures have been regrouped/re-arranged , wherever considered necessary to make them conform to the figures for the current year.


Mar 31, 2012

Note 1

Corporate Information

Jaiprakash Power Ventures Limited, a part of Jaypee Group was incorporated in the year 1994. The Company is engaged in the business of generation of Power. The Company owns and operates the 300 MW Jaypee Baspa II Hydro Electric Plant at District Kinnaur, Himachal Pradesh, 400 MW Jaypee Vishnuprayag Hydro Electric Plant at District Chamoli, Uttrakhand and 1000 MW Jaypee Karcham Wangtoo Hydro Electric Plant at District Kinnaur, Himachal Pradesh.

The Company is also implementing the following Thermal Power Plants:

(a) 500 MW (Phase I) Jaypee Bina Thermal Power Plant at Village Sirchopi, District Sagar, Madhya Pradesh. It is expected to commence operations in the financial year 2012-13.

(b) 1320 MW Jaypee Nigrie Super Critical Thermal Power Plant at District Singrauli, Madhya Pradesh. It is expected to commence operations in the financial year 2013-14.

The Company is setting up/planning following Power Plants through its subsidiaries:

(a) 1980 MW (Phase I) Thermal Power Plant through Prayagraj Power Generation Company Limited at Bara, District Allahabad.

(b) 1320 MW (Phase I) Thermal Power Plant through Sangam Power Generation Company Limited at Karchana, District Allahabad.

(c) 2700 MW Lower Siang and 500 MW Hirong Hydro Electric Plants through Jaypee Arunachal Power Limited in Arunachal Pradesh.

(d) 450 MW Kynshi and 270 MW Umngot Hydro Electric Plants through Jaypee Meghalaya Power Limited in Meghalaya.

The Company through its subsidiary Jaypee Powergrid Limited has developed 217 Km long power transmission line to evacuate power from 1000 MW Jaypee Karcham Wangtoo Hydro electric Plant

Note 2

2(i) Basis of Preparation of Financial Statements

(a) The accounts are prepared on the historical cost basis and on the principle of a going concern.

(b) Accounting policies not specifically referred to otherwise are being consistently followed and are in accordance with generally accepted accounting principles.

Note 3.1 The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital

Equity Shares having a par value of " 10/- per share. Each holder of equity shares is entitled to one vote per share and entitled to dividend.

Preference Shares having a par value of " 100/- per share, with power to the Company to convert Preference Shares into Equity Shares at any time and from time to time to increase, reduce or modify the capital and to divide all or any of the shares in the capital of the Company, for the time being , and to classify and reclassify such shares from shares of one class into shares of other class or classes and to attach there to respectively such preferential, deferred, qualified or other special rights, privileges, conditions or restrictions and to vary, modify or abortage any such rights , privileges, conditions or restrictions, in accordance with the provisions of Articles of Association of the Company and the provisions of the Companies Act, 1956. Preference share holders are entitled to dividend at a fixed rate and is not entitled to vote at the General Meeting of the Company. The Company has not issued any class of Preference Shares.

Note 3.2 Equity Shares in respect of each class in the company held by its holding company or its ultimate holding company including shares held by or by subsidiaries or associates of the holding company or the ultimate holding company in aggregate 1,78,30,00,600 Equity Shares are held by Jaiprakash Associates Limited, the holding company.

21,46,22,624 Equity Shares are held by Jaypee Infra Ventures (A Private Company with unlimited liability), associate company of Jaiprakash Associates Limited.

Note 3.3 Equity Shares reserved for issue under options and contracts/commitments for the sale of shares/ disinvestments, including terms and amounts

The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCB) of US$ 1.00 Lacs each aggregating to US$ 200 Million at par on 12.02.2010. These Bonds are convertible at the option of the bond- holders into equity shares of " 10/- each fully paid up at the conversion price of " 85.8139 per share, subject to the terms of issue with a fixed exchange rate of " 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

No conversion has taken place till date upto financial year 2011-12.

The bonds are redeemable at maturity on 13.02.2015 at a YTM of 7% p.a. inclusive of coupon rate of 5% p.a. [value as on 31.03.2012 in US$ 1.04 Lacs (Previous Year - US$1.02 Lacs) for a principal amount of US$ 1.00 Lacs each]. A reserve aggregating to " 3,935 Lacs up to 31.03.2012 (Previous year- " 2,089 Lacs) has been created for the redemption premium.

No shares reserved for issue under options and contracts/ commitments for the sale of shares/disinvestments.

Note 3.4 Calls unpaid (showing aggregate value of calls unpaid by directors and officers)

There are no calls unpaid including by directors and officers of the Company.

Note 3.5 Forfeited shares (amount originally paid up)

No shares have been forfeited .

4.1 300 MW Jaypee Baspa II HEP:

4.1(a) Rupee Term Loans, Foreign Currency Loans, Working Capital Facilities and Deferred Payment Guarantee(s) from Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari passu among all the participating Institutions and Banks viz. State Bank of India, Andhra Bank, Punjab National Bank, UCO Bank, Oriental Bank of Commerce, Allahabad Bank, United Bank of India, IDBI Bank Ltd, IFCI Ltd. and Power Finance Corporation Ltd. by

(i) First Charge on book debts, operating cash flows, receivables, commissions, revenue of whatsoever nature, present & future of the Baspa II HEP.

(ii) First charge on all the Accounts of the Baspa II HEP including but not limited to the Trust & Retention Account, Escrow Account of HPSEB and Debt Service Reserve Account and other accounts required to be created under any Project Document or contract.

The loans are inter-alia also secured by way of:

(i) First charge on Baspa II HEP's all intangible assets, hypothecation of all the movable assets, assignment of Project Agreements and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Policies, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Project;

(ii) First ranking equitable mortgage on all rights, titles, interests and benefits in respect of immovable properties, and assets of the Baspa II HEP.

(iii) Pledge of 6,291 Lacs shares of the Company held by Jaiprakash Associates Limited, (JAL) on pari-passu basis with lenders of Jaypee Vishnuprayag HEP and Jaypee Nigrie Super Thermal Power Project.

(iv) Corporate Guarantee furnished by Jaiprakash Associates Limited (JAL), the Holding Company, for the outstanding financial assistance of Power Finance Corporation Ltd., as on 31.03.2012 amounting to Rs. 10,289.42 Lacs (Previous Year- Rs. 12,786.98 Lacs).

4.1(b) The aforesaid security rank pari-passu for working capital limit (Fund based and non fund based) outstanding Rs. 4,051 Lacs against limit of Rs. 6,900 Lacs sanctioned by Punjab National Bank, Shimla with personal guarantees of Shri Jaiprakash Gaur, Founder Chairman, Shri Manoj Gaur, Chairman, Shri S.K. Sharma, Vice Chairman & CEO and Shri S. K. Jain, former Director of the Company.

4.1(c) The Foreign Currency Loans under Buyers' Credit are guaranteed by Deferred Payment Guarantee issued by Power Finance Corporation Limited.

4.2 400 MW Jaypee Vishnuprayag HEP :

4.2(a) Rupee Term Loans, Foreign Currency Loans and Working Capital Facilities from Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other charges are secured ranking pari passu among all the participating Institutions and Banks viz. State Bank of India, Andhra Bank, State Bank of Bikaner & Jaipur, State Bank of Patiala, State Bank of Travancore, Bank of India, Oriental Bank of Commerce, Allahabad Bank, Dena Bank, IDBI Bank Ltd., ICICI Bank Ltd., and Power Finance Corporation Ltd.

(i) First charge on 400 MW Vishnuprayag HEP's present and future book debts, operating cash flows, receivables, commissions, revenue of whatsoever nature, and

(ii) First charge on 400 MW Vishnuprayag HEP's all the accounts including the Trust & Retention Account, Escrow Account of Uttar Pradesh Power Corporation Limited and Debt Service Reserve Account and each of the other accounts required to be created by the Company under any 400 MW Vishnuprayag HEP document.

The loans are inter-alia also secured by way of:

(i) First charge on 400 MW Vishnuprayag HEP's all intangible assets, hypothecation of all the movable assets, assignment of Project Agreements and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Policies, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Project.

(ii) First ranking equitable mortgage on all rights, titles, interests and benefits in respect of immovable properties and assets of the 400 MW Vishnuprayag HEP.

(iii) Pledge of 6,291 Lacs shares of the Company held by JAL on pari-passu basis with lenders of Baspa – II HEP and Nigrie Super Thermal Power Project.

(iv) Corporate Guarantee furnished by JAL, the Holding Company, for outstanding financial assistance of Power Finance Corporation Ltd., as on 31.03.2012 amounting to US$ 161.81 Lacs (Previous Year $ 192.63 Lacs).

4.2(b) Working Capital Loan of Rs. 6,000 Lacs sanctioned by ICICI Bank Ltd., is secured by second mortgage/ hypothecation and charge on all movable and immovable assets of 400 MW Jaypee Vishnuprayag HEP (including all revenues, receipts, receivables and intangible properties) both present and future and second charge on bank accounts including Trust and Retention accounts of the Plant.

4.3 1000 MW Jaypee Karcham Wangtoo HEP:

4.3(a) The Rupee Term Loan assistance of Rs. 4,56,123 Lacs (Previous Year - Rs. 4,18,919 Lacs) by financial institutions and banks together with all interest, cost and other charges/dues are secured by:

(i) First ranking pari-passu mortgage and hypothecation of all the immovable and movable assets both present and future, all intangible assets, uncalled capital and all revenues and receivables pertaining to Jaypee Karcham Wangtoo HEP and English mortgage on immovable property at Vadgaon, Taluka Mawal, District Pune, Maharashtra.

(ii) Pledge of 12,06,00,000 equity shares of the Company held by JAL on pari passu basis with the lenders.

In the Previous year 32,55,00,000 equity shares of erstwhile Jaypee Karcham Hydro Corporation Limited (JKHCL) held by Jaiprakash Power Ventures Ltd (JPVL), earlier Holding Company of JKHCL and 27,75,00,000 equity shares of JKHCL held by Jaiprakash Associates Limited (JAL) were pledged with lenders on pari passu basis. Consequent to amalgamation, of JKHCL with JPVL 60,30,00,000 equity shares were converted into 12,06,00,000 equity shares of JPVL (6,51,00,000 equity shares held by JPVL and 5,55,00,000 equity shares held by JAL). 6,51,00,000 equity shares held by JPVL were released and replaced by JAL. Thus total 12,06,00,000 equity shares held by JAL were pledged.

4.3(b) The aforesaid Security ranks pari-passu with working capital lender (i.e. IDBI Bank Limited) for Working Capital limit of Rs. 30,500 Lacs (Outstanding Bank Guarantees of Rs. 182 Lacs) (Previous Year – Nil).

4.4 500 MW Jaypee Bina Thermal Power Plant :

4.4(a) Financial Assistance of Rs.1,87,888 Lacs (Previous Year Rs.1,16,668 Lacs) from consortium of Financial Institutions and Banks with all interest, cost and other charges/dues are secured by:

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movable assets both present and future, all intangible assets, uncalled capital and all revenues and receivables pertaining to Jaypee Bina Thermal Power Plant.

(ii) Pledge of 6,48,09,231 equity shares of the Company held by JAL, on pari-passu basis with the lenders.

In the Previous Year, 42,12,60,000 equity shares of erstwhile Bina Power Supply Company Ltd. (BPSCL) (earlier the Subsidiary Company), held by Jaiprakash Power Ventures Ltd. (earlier the Holding Company) were pledged with lenders on pari pasu basis. Consequent to amalgamation of BPSCL with JPVL, the pledged shares of BPSCL were converted to 6,48,09,231 equity shares of JPVL, which were got released from the lenders and similar number of shares of JPVL held by JAL were pledged .

4.4(b) The aforesaid Security ranks pari-passu with working capital lender (i.e. IDBI Bank Limited) for working capital limit of Rs. 7,500 Lacs. Bank Guarantees outstanding of Rs.4,808 Lacs (Previous Year – Rs. 3,235 Lacs).

4.5 1320 MW Jaypee Nigrie Super Thermal Power Project :

4.5(a) Financial assistance of Rs. 2,23,169 Lacs (Previous year Rs. 40,120 Lacs) availed out of amount of Rs. 5,67,000 Lacs (INR 4,82,110 Lacs and External Commercial Borrowing (ECB) amounting to Jap. Yen 15.30 Billion equivalent to Rs. 84,890 Lacs) sanctioned by consortium of Financial Institutions and Banks with all interest, cost and other charges/dues are secured by:

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movable assets both present and future, all intangible assets, uncalled capital and all revenues and receivables pertaining to the Jaypee Nigrie Super Thermal Power Project.

(ii) Pledge of 6,291 Lacs equity shares (Previous Year 6,291 Lacs ) of the Company held by JAL on pari-passu basis with lenders of Jaypee Baspa – II HEP and Jaypee Vishnuprayag HEP.

4.5(b) Bank Guarantee limit of Rs.10,000 Lacs sanctioned by IDBI Bank Limited. Bank Guarantees outstanding for Rs. 10,000 Lacs (Previous Year- Rs. 7,565 Lacs). The said Bank Guarantee is secured by way of subservient charge on the movable assets of the Jaypee Nigrie STPP and also by personal guarantee of Shri Manoj Gaur, Chairman of the Company.

4.6 Rupee Term Loan/Corporate Loan:

The Rupee Term Loan of Rs.1,00,000 Lacs sanctioned by ICICI Bank Limited together with all interests, liquidated damages, front end fee, premia on prepayment, costs, charges, expenses and other monies is secured by (i) second charge on all present and future movable and immovable properties and assets of Sangam Power Generation Company Limited and Prayagraj Power Generation Company Limited (subsidiaries of the Company) and first charge on the designated bank account together with all the monies therein (ii) pledge of 52,79,00,000 equity shares of Rs. 10/- each fully paid up (Previous Year 45,46,00,000 equity shares) of the Company held by JAL.

4.7 The Non-Convertible Debentures Series I of Rs. 99,998 Lacs and series II of Rs. 98,259 Lacs, subscribed by ICICI Bank Limited are secured by :

(i) Residual charge on the entire fixed assets of the Company.

(ii) Unconditional and irrevocable personal guarantee of Shri Manoj Gaur, Chairman towards repayment of principal and interest on the Debentures.

(iii) Letter of Comfort from Jaiprakash Associates Limited, the holding company.

4.8 Repayment of Term Loans and Non-Convertible Debentures

4.8(a) 300 MW BASPA-II HEP :

All Rupee Term Loans are repayable in 56 installments payable in July, August, September and October each year commenced from July, 2010 onwards, with the following variation:

4.8(b) 400 MW Vishnuprayag HEP :

Rupee Term Loan of " 1,65,000 Lacs is repayable in 54 equal quarterly installments payable in February, May, August and November each year commenced from November, 2009 onwards.

4.8(c) 1000 MW Jaypee Karcham Wangtoo HEP :

All Rupee Term Loans are repayable in 75 equal installments payable in June, July, August, September & October each year commencing from 15th June, 2012 to 15th October, 2026.

4.8(d) 500 MW Jaypee Bina Thermal Power Project :

All Rupee Term Loans are repayable in 40 equal quarterly installments in March, June, September and December each year commencing from March, 2013 for 80% of loan and balance 20% in 41st Installment payable on 1st March, 2023.

4.8(e) 1320 MW Jaypee Nigrie Super Thermal Power Project :

All Rupee Term Loans are repayable in 40 equal quarterly installments commencing from November, 2014.

ECB is repayable in 20 equal half yearly installments commencing from November, 2014.

4.8(f) Other Loans :

(i) Rupee Term Loan of "1,00,000 Lacs of ICICI Bank Limited are repayable in 9 quarterly installments payable in February, May, August and November each year commencing from August, 2012 onwards.

4.9 Unsecured Loans

(i) Unsecured loan of "1,000 Lacs is repayable to Government of Uttarakhand, which would be paid after having decision arrived between Government of Uttar Pradesh and Government of Uttarakhand for receipt of said payment.

(ii) The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCB) of US$ 1.00 Lacs each aggregating to US$ 200 Million at par on 12.02.2010. These Bonds are convertible at the option of the bond-holders into equity shares of " 10/- each fully paid up at the conversion price of " 85.8139 per share, subject to the terms of issue with a fixed exchange rate of " 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

No conversion has taken place till date upto financial year 2011-12.

The bonds are redeemable at maturity on 13.02.2015 at a YTM of 7% p.a. inclusive of coupon rate of 5% p.a. [value as on 31.03.2012 in US$ 1.04 Lacs (Previous Year - US$1.02 Lacs) for a principal amount of US$ 1.00 Lacs each]. A reserve aggregating to " 3,935 Lacs up to 31.03.2012 (Previous year- " 2,089 Lacs) has been created for the redemption premium.

As on 31.03.2012 the Company has outstanding exposure of US$ 200 Million against FCCB unhedged, pending conversion into equity share capital. (An amount of US$ 242.64 Lacs (hedged) out of FCCB funds is parked overseas pending utilization as on 31.03.2012).

Note - 5

In the opinion of the Board of Directors, the "Non Current Assets and Long Term 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.

Note - 6

Disclosure as required under Notification No. G.S.R. 719 (E) dated 16th November, 2007 issued by the Ministry of Corporate Affairs (As certified by the Management):

(Rs.in Lacs)

Figures as at Figures as at the end of the end of Particulars current reporting previous reporting period, period, March 31, 2012 March 31, 2011

Note 6 Contingent Liabilities:

(i) Outstanding amount of Letter of Credit 41,802 12,331

Margin Money against above 244 191

(ii) Outstanding amount of Bank Guarantee 20,056 11,630

Margin Money against above 208 199

(iii) Estimated amount of contracts remaining to be INR 273,196 312,033

executed on Capital Account USD 415 771

and not provided for (net of Euro 165 219 advances) JPY 87,071 124,499 Can. Dollar - 1

(iv) Claims against the Company not acknowledged as debts. 188 191

(v) Income tax matters under appeal 795 1,895

(vi) The Government of Himachal Pradesh has imposed entry tax on the goods entering the state of Himachal Pradesh. This was challenged by the Company before the Hon'ble High Court of Himachal Pradesh at Shimla. The Hon'ble High Court passed an interim order that tax paid by the Company would be treated as deposit and not as tax payment. The final decision of Hon'ble High Court is awaited. The total liability as at 31st March, 2012 is Rs.3,363.60 Lacs (Previous Year Rs.2,714.69 Lacs) against which the Company has deposited Rs.1,834.53 Lacs.

Note - 7

Advance to Suppliers, Contractors and others shown under "Long Term Loans and Advances" in Note '17' and under " Short Term Loans & Advances" in Note '22' includes Advance to Jaiprakash Associates Limited, the holding Company under EPC Contract for Rs. 7,145.79 Lacs ( Previous Year Rs. 395.14 Lacs ) and Rs.134.41 Lacs (Previous Year Rs. 3,620.86 Lacs) respectively. Maximum amount outstanding during the Year was Rs. 5,718.39 Lacs (Previous year Rs. 24,579 Lacs ).

Note - 8

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

(1) Relationships (Related party relationships are as identified by the Company and relied upon by the Auditors)

(a) Holding Company

Jaiprakash Associates Limited

(b) Subsidiary Companies:

(1) Jaypee Powergrid Limited

(2) Sangam Power Generation Company Limited

(3) Prayagraj Power Generation Company Limited

(4) Jaypee Arunachal Power Limited

(5) Jaypee Meghalaya Power Limited

(c) Fellow Subsidiary Companies:

(1) Jaypee Ganga Infrastructure Corporation Limited

(2) Himalyan Expressway Limited

(3) Jaypee Infratech Limited

(4) Jaypee Sports International Limited

(5) Jaypee Cement Corporation Limited

(6) Bhilai Jaypee Cement Limited

(7) Bokaro Jaypee Cement Limited

(8) Gujarat Jaypee Cement & Infrastructure Limited

(9) Jaypee Agra Vikas Limited

(10) Jaypee Fertilizers & Industries Limited

(11) Jaypee Assam Cement Limited (w.e.f. 30.08.2011)

(12) Himalayaputra Aviation Limited (w.e.f. 23.07.2011)

(d) Associate Companies/Concerns :

(1) Jaypee Infra Ventures (A Private Company with unlimited liability) - (The erstwhile Jaypee Ventures Private limited merged in the Company w.e.f. 01.04.2011, the appointed date)

(2) Jaypee Development Corporation Limited (subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)

(3) JIL Information Technology Limited (subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)

(4) Gaur & Nagi Limited (subsidiary of JIL Information Technology Limited)

(5) Indesign Enterprises Pvt. Limited (subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)

(6) Indus Hotels UK Limited (subsidiary of Indesign Enterprises Pvt. Limited) (up to 05.07.2011)

(7) GM Global Mineral Mining Private Limited (Subsidiary of Indesign Enterprises Pvt. Limited)

(8) Jaiprakash Agri Initiatives Company Limited (subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)

(9) Jaypee International Logistics Company Private Limited (subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)

(10) Tiger Hills Holiday Resort Private Limited (subsidiary of Jaypee Development Corporation Limited)

(11) Anvi Hotels Private Limited (subsidiary of Jaypee Infra Ventures (A Private Company with unlimited liability)

(12) Jaypee Uttar Bharat Vikas Private Limited

(13) Kanpur Fertilizers and Cement limited (subsidiary of Jaypee Uttar Bharat Vikas Pvt. Limited )

(14) RPJ Minerals Private Limited

(15) Sarveshwari Stone Products Pvt. Ltd. (subsidiary of RPJ Minerals Private Limited)

(16) Rock Solid Cement Limited (subsidiary of RPJ Minerals Private Limited)

(17) Sonebhadra Minerals Private Limited

(18) MP Jaypee Coal Limited

(19) Madhya Pradesh Jaypee Minerals Limited

(20) MP Jaypee Coal Fields Limited

(21) Jaiprakash Kashmir Energy Limited

(22) Jaypee Hotels Limited

(23) Jaypee Mining Venture Private Limited

(24) Ceekay Estate Private Limited

(25) Pac Pharma Drugs and Chemicals Private Limited

(26) Akasva Associates Private Limited

(27) Sparton Growth Fund Private Limited - Upto 30.6.2011

(28) Jaiprakash Exports Private Limited

(29) Bhumi Estate Developers Private Limited

(30) Jaypee Technical Consultants Private Limited

(31) Essjay Enterprises Private Limited - Upto 30.6.2011

(32) Angad Growth Fund Private Limited - Upto 30.6.2011

(33) Andhra Cements Limited (subsidiary of Jaypee Development Corporation Limited (w.e.f. 10.02.2012)

(e) Key Management Personnel:

Jaiprakash Power Ventures Limited

(1) Shri Manoj Gaur, Chairman

(2) Shri Sunil Kumar Sharma, Vice Chairman and CEO

(3) Shri Suren Jain, Managing Director and CFO

(4) Shri R.K. Narang, Whole-time Director

(5) Shri Suresh Chandra, Whole-time Director

(6) Shri Dharam Paul Goyal, Whole-time Director (w.e.f. 12.08.2011)*

(7) Shri Parveen Kumar Singh, Whole-time Director (w.e.f. 12.08.2011)*

(8) Shri Ravindra Mohan Chadha, Whole-time Director (w.e.f. 12.08.2011)*

(9) Shri P.K.Jain, Whole-time Director of erstwhile Bina Power Supply Company Limited (up to 30.06.2011)

(10) Shri V.K.Sriwastava, Whole-time Director of erstwhile Bina Power Supply Company Limited (up to 25.07.2011)

* Shri Dharam Paul Goyal was Managing Director of erstwhile Jaypee Karcham Hydro Corporation Limited (JKHCL) up to 11.08.2011 and Shri Ravindra Mohan Chadha & Shri Praveen Kumar Singh were Whole-time Directors of erstwhile JKHCL up to 11.08.2011

Note - 9

Pursuant to the Memorandum of Understanding signed with Power Grid Corporation of India Limited (PGCIL), a Joint Venture Company in the name of 'Jaypee Powergrid Ltd.' (JPL) had been incorporated on 05.10.2006 by the Company for developing a Transmission System for the evacuation of power to be generated by the 1000 MW Karcham Wangtoo Hydro Electric Project in the State of Himachal Pradesh, to a suitable interconnection point. The Shareholders' Agreement had been signed with PGCIL on 22.02.2007 with 74% Equity Participation by the Company and the balance 26% Equity is to be contributed by PGCIL.

Note - 10

Earnings Per Share is computed in accordance with Accounting Standard-20 issued by the Institute of Chartered Accountants of India.

Note 11

(a) Provident Fund - Defined Contribution Plan

Employees are entitled to Provident Fund benefits. Amount debited to Profit and Loss account including Administrative and Employees Deposit Linked Insurance charges " 157.00 Lacs during the year (Previous Year " 90.16 Lacs) and " 60.05 Lacs (Previous year " 86.86 Lacs) booked in Incidental Expenses (Pending Capitalisation).

(b) Gratuity - The liability for Gratuity is provided on the basis of Actuarial Valuation made at the end of each financial year. The Actuarial Valuation is made on Projected Unit Credit method as per AS-15 (Revised). Jaiprakash Associates Limited (JAL) (the Company's holding company) has constituted a Gratuity Fund Trust under the name Jaiprakash Associates Employees Gratuity Fund Trust vide Trust Deed dated 30th March, 2009 for JAL and its subsidiaries and appointed SBI Life Insurance Co. Ltd. for the management of the Trust Funds for the benefits of employees. As a subsidiary of JAL, the Company is participating in the Trust Fund by contributing its liability accrued up to the close of each financial year to the Trust Fund.

Note - 12

(a) Pursuant to Revised Schedule-VI of the Companies Act, 1956 and Guidance Note issued by the Institute of Chartered Accountants of India requiring recognition of MAT credit in the Books of Accounts, it has been decided to opt for benefit under Section 80 (IA) of the Income Act, 1961 from a subsequent year in respect of Jaypee Karcham Hydro electric Plant. Therefore the MAT credit entitlement and Deferred Tax Liability (Net) has been recognised in the Books of Accounts from the current year. Necessary adjustments of MAT credit entitlement/Deferred Tax Liability (Net) in respect of earlier years have been disclosed in Note No. 4 under the heading "Surplus".

(b) A provision of Rs. 9,265 Lacs (Previous Year Rs. 4,116 Lacs) towards Minimum Alternate Tax (MAT) as Tax payable under Section 115JB of Income Tax Act, 1961 has been made. MAT paid by the Company for the year is allowed to be carried forward for a period up to next 10 years to be adjusted against the normal tax payable, if any, in those years, therefore the same has been shown as MAT Credit entitlement for the current year as per revised Schedule VI. Further an amount of Rs. 23,201 Lacs available to the Company as MAT Credit entitlement for earlier years have been added to "Surplus" with a corresponding debit to MAT credit entitlement under "Short Term Loans and Advances"- Ref. Note 22.

(c) Wealth Tax Liability of Rs. 1.11 Lacs has been provided in Statement of Profit and Loss.

Note - 13

(a) A Power Purchase Agreement (PPA) for sale of 704 MW power, out of 1000 MW power from the Karcham Wangtoo HEP to Power Trading Corporation (India) Limited (PTC) was executed by erstwhile JKHCL (since merged with the Company) on 21st March, 2006 for a term of 35 years with the stipulation that the tariff for sale of power shall be as approved by Central Electricity Regulatory Commission (CERC) based on the completion cost to be approved by Central Electricity Authority (CEA)/Central Electricity Regulatory Commission. It was subsequently found that the Electricity Act, 2003, does not provide for the determination of tariff for sale of power by a Generating Company to a Trading company and therefore based on the legal opinion the said PPA was considered to be void and PTC was informed accordingly. PTC had approached the Hon'ble High Court of Delhi with a prayer for restraining the Company from entering into agreement for sale of aforesaid power to any third party which was rejected. The PTC then filed a SLP in the Hon'ble Supreme Court against the order of Hon'ble High Court of Delhi, which is pending.

During the proceedings before Hon'ble High Court of Delhi, PTC invoked the arbitration clause of the PPA against Company's stand that the PPA was void and an Arbitral Tribunal consisting of three members was constituted. The Arbitral Tribunal, by its majority Award dated 28th April, 2011, dismissed the claim of PTC and declared the PPA to be void. PTC challenged the said Award before the Hon'ble High Court of Delhi. The Learned Single Judge of the Hon'ble High Court of Delhi vide its judgment and order dated 15th May, 2012 set aside the majority Award and concluded that the PPA is not void. Company shall file an Appeal against the said judgment before the Division Bench of the Hon'ble High Court of Delhi.

(b) The Haryana Power Generation Corporation Limited (HPGCL) with whom the PTC had entered into a Power Sale Agreement (PSA) for sale of 200 MW out of 704 MW power covered by the PPA has approached Haryana Electricity Regulatory Commission (HERC) to direct the company to supply 200 MW power to PTC for onward supply to HPGCL. The Company has taken a position that HPGCL has no privity of contract with the Company and HERC has no jurisdiction in the matter. HERC has however held that it has jurisdiction in the matter and therefore the Company has filed an Appeal before the Appellate Tribunal for Electricity (APTEL) against the order of HERC. APTEL after hearing the parties has reserved its judgment in the matter.

Note - 14

300 MW BASPA-II HEP: The Company has claimed tax on income (Minimum Alternate Tax) as per actual during the tax holiday period available to the Company under section 80-IA of the Income Tax Act, 1961. Appellate Tribunal of Electricity has also confirmed the claim of the Company. HPSEB has filed an appeal with Hon'ble Supreme Court of India against the same. Accordingly the receivables to the extent of Rs. 8,607 Lacs (Previous year Rs. 7,698 Lacs) from HPSEB are subject to final decision on the application/appeal and other legal remedies.

Note - 15

(i) 8,40,00,000 Equity Shares of Rs. 10/- each fully paid (Previous Year 7,50,00,000) held by the Company of Jaypee Powergrid Ltd. (Subsidiary Company) are pledged with Security Trustees, IDBI Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Jaypee Powergrid Ltd.

(ii) 35,35,26,798 Equity Shares of Rs. 10/- each fully paid (previous year 25,96,86,798) held by the Company of Prayagraj Power Generation Co. Ltd. (Subsidiary Company) are pledged with Security Trustees, SBI Cap Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Prayagraj Power Generation Co. Ltd.

Note - 16

The Company has presently one operative segment i.e. Generation of Power; hence, separate segment reporting is not applicable.

Note - 17

In terms of 'Accounting Standard (AS) 28', the assets are not impaired because the recoverable amount of fixed assets collectively determined by the present value of estimated future cash flows is higher than its carrying value.

Note - 18

All the figures have been rounded off to the nearest rupees in lacs.

Note - 19

Previous Year's figures have been regrouped/re-arranged as per revised Schedule VI to Companies Act, 1956 wherever considered necessary to make them conform to the figures for the year.


Mar 31, 2011

1. Amalgamation

Pursuant to the Scheme of Amalgamation ["the Scheme"] U/s 391/394 of the Companies Act, 1956, the erstwhile Jaypee Karcham Hydro Corporation Limited (JKHCL) and Bina Power Supply Company Limited (BPSCL) (Amalgamating Companies) stand merged with Jaiprakash Power Ventures Limited (Amalgamated Company) w.e.f 01.04.2010 ["the Appointed date"] in terms of the Order dated 25.07.2011of Hon'ble High Court of Himachal Pradesh at Shimla sanctioning the Scheme and is effective from 26.07.2011. The Amalgamating Companies are in Power generation business. JKHCL is setting up 1000 MW Hydro-electric Power Project and BPSCL is setting up 1250 MW Thermal Power Project. The Amalgamated Company is engaged in generation of hydro-electric power (300 MW at Baspa HEP & 400 MW at Vishnuprayag HEP) and implementing 1320 MW Super Critical Thermal Power Project at Nigrie.

With effect from the Appointed date, all the business undertakings, assets, liabilities, rights and obligations of the Amalgamating Companies stood transferred to and vested in the Amalgamated Company in consideration for issue of one equity shares of Rs. 10/- each in the Amalgamated Company for every five equity share of Rs. 10/- each held in JKHCL (Amalgamating Company) and for issue of two equity shares of Rs. 10/- each in the Amalgamated Company for every thirteen equity share of Rs. 10/- each held in BPSCL (Amalgamating Company).

The Amalgamating Companies carried on all the businesses and activities for the benefit of and in trust for the Amalgamated Company from the 'Appointed date'. Thus, the profit or income accruing or arising to the Amalgamating Companies or expenditure or losses arising or incurred from the 'Appointed date' are treated as profit or income or expenditure or loss as the case may be of the Amalgamated Company. The Scheme has accordingly been given effect to in these accounts.

The Amalgamation has been accounted for under the "Pooling of Interests method" as prescribed in Accounting Standard 14 - Accounting for Amalgamations [AS-14] issued by the Institute of Chartered Accountants of India. Accordingly, the assets, liabilities and reserves of the Amalgamating Companies have been taken over at their book values on the Appointed dated i.e.

In view of aforesaid amalgamations with effect from 01.04.2010, the figures for the current year are not comparable with those of the previous year.

2. Contingent Liabilities:

Particulars (Amount in Rs.)

(i) Outstanding amount of Letter of Credit (Previous Year Rs. 98,74,476/-) 1,23,31,33,810

Margin Money against above (Previous Year Rs. 1,37,16,821/-) 1,90,68,000

(ii) Outstanding amount of Bank Guarantee (Previous Year Rs. 62,11,99,000/-) 1,16,29,54,540

Margin Money against above 1,98,73,549 (Previous Year Rs. 15,36,095/-)

(iii) Estimated amount of contracts remaining to be executed on Capital Account and INR 3,12,033.31 Lac

not provided for (net of advances) USD 771.42 Lac

(Previous Year INR 1,91,257.61 Lac, Euro 219.45 Lac

USD 586.31 Lac, Euro 219.62 Lac, JPY 1,24,498.82 Lac

JPY 2,30,530.43 Lac) CD 1.41 Lac

(iv) Claims against the company not acknowledged as debts. (Previous Year Rs. 2,93,35,073/-) 1,91,12,889

(v) Income tax matters under appeal (Previous Year Nil) 18,95,23,051

(vi) The Government of Himachal Pradesh has imposed entry tax on the goods entering the state of Himachal Pradesh. This was challenged by the Company before the Hon'ble High Court of Himachal Pradesh at Shimla. The Hon'ble High Court passed an interim order that tax paid by the petitioner would be treated as deposit and not as tax payment. The final decision of Hon'ble High Court is awaited. The total liability as at 31st March, 2011 is Rs. 27,14,69,392/- (Previous year Rs. Nil), against which Company has deposited Rs. 13,75,24,925/-.

3. Security for Term Loans and Non-Convertible Debentures

3.1 300 MW BASPA-II HEP :

3.1 (a) Rupee Term Loans, Foreign Currency Loans, Working Capital Facilities and Deferred Payment Guarantee(s) from Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other monies stipulated in the Loan Agreements/Deferred Payment Guarantee Agreement are secured ranking pari passu among all the participating Institutions and Banks viz State Bank of India, Andhra Bank, Punjab National Bank, UCO Bank, Oriental Bank of Commerce, Allahabad Bank, United Bank of India, IDBI Bank Ltd, IFCI Ltd, and Power Finance Corporation, by

(i) First Charge on book debts, operating cash flows, receivables, commissions, revenue of whatsoever nature, present & future of the Baspa II HEP.

(ii) First charge on all the Accounts of the Baspa II HEP including but not limited to the Trust & Retention Account, Escrow Account of HPSEB and Debt Service Reserve Account and other accounts required to be created under any Project Document or contract.

The loans are inter-alia collaterally secured by;

(i) First charge on Baspa II HEP's all intangible assets, hypothecation of all the movable assets, assignment of Project Agreements and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Policies, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Project;

(ii) First ranking equitable mortgage on all rights, titles, interests and benefits in respect of immovable properties, and assets of the Baspa II HEP.

3.1 (b) The Foreign Currency Loans under Buyers' Credit are guaranteed by Deferred Payment Guarantee issued by Power Finance Corporation Limited.

3.2 400 MW Vishnuprayag HEP :

Rupee Term Loans, Foreign Currency Loans and Working Capital Facilities from Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other monies stipulated in the Loan Agreements are secured ranking pari passu among all the participating Institutions and Banks viz. State Bank of India, Andhra Bank, State Bank of Bikaner & Jaipur, State Bank of Patiala, State Bank of Travancore, Bank of India, Oriental Bank of Commerce, Allahabad Bank, Dena Bank, IDBI Bank Ltd, ICICI Bank Ltd and Power Finance Corporation.

(i) First charge on 400 MW Vishnuprayag HEP's present and future book debts, operating cash flows, receivables, commissions, revenue of whatsoever nature and

(ii) First charge on 400 MW Vishnuprayag HEP's all the accounts including the Trust & Retention Account, Escrow Account of Uttar Pradesh Power Corporation Limited and Debt Service Reserve Account and each of the other accounts required to be created by the Company under any 400 MW Vishnuprayag HEP Document.

The loans are inter-alia collaterally secured by :

(i) First charge on 400 MW Vishnuprayag HEP's all intangible assets, hypothecation of all the movable assets, assignment of Project Agreements and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Policies, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Project;

(ii) First ranking equitable mortgage on all rights, titles, interests and benefits in respect of immovable properties and assets of the 400 MW Vishnuprayag HEP.

3.3 1320 MW Jaypee Nigrie Super Thermal Power Project :

Financial Assistance of Rs.401.20 Crores (Previous year NIL) availed out of amount of Rs.5670 crores sanctioned by consortium of Financial Institutions and Banks viz. Bank of Baroda, Bank of Maharashtra, Canara Bank, Central Bank of India, Corporation Bank of India, ICICI Bank Limited ,IDBI Bank Limited, IDFC Bank Limited, Indian Overseas Bank, Life Insurance Corporation of India, Oriental Bank of Commerce ,Punjab National Bank, State Bank of Bikaner & Jaipur, State Bank of Patiala, State Bank of Hyderabad, Syndicate Bank, UCO Bank, United Bank of India, with all interest, cost and other charges/ dues are secured by:

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, uncalled capital and all revenues and receivables pertaining to the Jaypee Nigrie Super Thermal Power Project.

(ii) Pledge of 62.91 Crores (approx 30% of paid-up equity) shares of the Company held by JAL on pari-passu basis with lenders of Baspa – II HEP and Vishnuprayag HEP.

(iii) Bank Guarantee of Rs.75.65 Crores (Previous Year- Rs.62.04 Crores) by IDBI Bank Limited for Jaypee Nigrie Super Thermal Power Project is having a subservient charge by way of hypothecation on the movable assets of the Nigrie Project. Bank Guarantee facility is also secured by personal guarantee of Shri Manoj Gaur, Chairman of the Company.

3.4 500 MW Bina Thermal Power Project :

Financial Assistance of Rs. 1166.68 Crores (Previous Year Rs. 431.71 Crores) from consortium of Financial Institutions and Banks with all interest, cost and other charges/dues are secured by:

(i) First ranking pari-passu mortgage and hypothecation of all immovable and movables assets both present and future, all intangible assets, uncalled capital and all revenues and receivables pertaining to Bina Thermal Power Project.

(ii) Pledge of 42,12,60,000 (Previous Year–11,43,20,861) equity shares of erstwhile BPSCL held by Jaiprakash Power Ventures Ltd. (JPVL) (earlier the holding company), on pari- passu basis. Consequent to amalgamation of BPSCL with JPVL, the pledge of shares would get changed as might be approved by lenders.

(iii) The aforesaid Security rank pari-passu with Bridge Loan Facility and working capital lenders. Bridge Loan is Nil (Previous Year - Rs. 20.29 Crs.) and Bank Guarantee Rs. 32.35 Crs.(Previous Year - Rs. 27.78 Crs).

3.5 1000 MW Karcham Wangtoo HEP :

The financial assistance disbursed/to be disbursed by financial institutions and banks by way of Rupee Term Loans together with all interest, cost and other charges/dues are secured by:

(i) legal mortgage created in English Form on immovable property at Vadgaon, Taluka Mawal, District Pune, Maharashtra in favour of the security trustee.

(ii) First ranking pari-passu mortgage and hypothecation of all the immovable and movables assets both present and future, all intangible assets, uncalled capital and all revenues and receivables pertaining to Karcham Wangtoo Project. Charge on all licences, permits, approvals, assignments, concessions, and consents in connection with the Project, charge on all the Company's Accounts except Distribution Account on which there shall be a floating charge which would get converted into a fixed charge in case of any default.

(iii) Pledge of 32,55,00,000 (Previous Year-12,00,00,000) number equity shares in Jaypee Karcham Hydro Corporation Limited (earlier Subsidiary Company) held by Jaiprakash Power Ventures Ltd. (earlier the Holding Company) and pledge of 27,75,00,000 (Previous Year - 27,75,00,000) number Equity Shares in Jaypee Karcham Hydro Corporation Limited (earlier Subsidiary Company) held by Jaiprakash Associates Limited as on 31.03.2011 with the lenders. Consequent to amalgamation of JKHCL with JPVL, the pledge of shares would get changed as might be approved by lenders.

3.6 (a) Rupee Term Loans, Foreign Currency Loans, of Baspa II

HEP, Vishnuprayag HEP and Nigrie STPP from Financial Institutions and Banks, together with all interest, guarantee commission, cost, expenses and other monies stipulated in the Loan Agreements are interalia secured ranking pari passu by pledge of 62.91 Crore (Sixty Two Crore Ninety One Lakh ) equity shares of Rs. 10/- each, of the Company held by Jaiprakash Associates Ltd, to be shared on pari-passu basis with the lenders of the Baspa II HEP, Vishnuprayag HEP and Nigrie Project.

(b) The Rupee Term Loan of Rs.1,000 Crore sanctioned by ICICI Bank Limited together with all interests, liquidated damages, front end fee, premia on prepayment, costs, charges, expenses and other monies is secured by (i) second charge on all present and future movable and immovable properties and assets of Sangam Power Generation Company Limited and Prayagraj Power Generation Company Limited (subsidiaries of the Company) and first charge on the designated bank account together with all the monies therein (ii) pledge of 45.46 Crore Equity shares of Rs. 10/- each fully paid up of the Company held by JAL.

3.7 The Non-Convertible Debentures Series I of Rs. 999.98 Crore and series II of Rs. 982.59 Crores subscribed by ICICI Bank Limited are secured by :

(i) Residual charge on the entire fixed assets of the Company.

(ii) Unconditional and irrevocable personal guarantee of Shri Manoj Gaur, Chairman towards repayment of principal and interest on the Debentures.

(iii) Letter of Comfort from Jaiprakash Associates Limited the Holding Company.

4. Security for Working Capital Loan

4(a) 300 MW BASPA-II HEP : The working capital facilities sanctioned by Punjab National Bank- Shimla are inter - alia secured by security mentioned in 3.1(a) above and personal guarantees of Shri Jaiprakash Gaur - Founder Chairman, Shri Manoj Gaur - Chairman, Shri S.K. Sharma - Vice Chairman & CEO and Shri S. K. Jain - Director of the Company.

4(b) 400 MW Vishnuprayag HEP : Working Capital Loan is secured by second mortgage/ hypothecation and charge on all movable and immovable assets of 400 MW Vishnuprayag HEP (including all revenues, receipts, receivables and intangible properties) both present and future and second charge on bank accounts including Trust and Retention Accounts of 400 MW Vishnuprayag HEP.

5. Repayment of Term Loans and Non-Convertible Debentures

5.1 300 MW BASPA-II HEP :

All Rupee Term Loans are repayable in 56 installments payable in July, August, September and October each year commencing from July 2010, with the following variation:

Institution/Bank Repayment Schedule

PFC Repayment in 39 Equal Installments in July, August, September and October each year w.e.f July, 2005

IFCI Repayment in 54 Equal Installments in July, August, September and October each year w.e.f September, 2010

IDBI FCL Repayment in 40 Equal Installments in June, September, December and March each year w.e.f September, 2004

5.2 400 MW Vishnuprayag HEP :

Rupee Term Loan of Rs.1650 Crore are repayable in 54 quarterly installments payable in February, May, August and November each year commencing from November 2009.

5.3 1320 MW Jaypee Nigrie Super Thermal Power Project :

All Rupee Term Loans sanctioned by Bank of Baroda, Bank of Maharashtra, Canara Bank, Central Bank of India, Corporation Bank of India, ICICI Bank Limited ,IDBI Bank Limited, IDFC Bank Limited, Indian Overseas Bank, Life Insurance Corporation of India, Oriental Bank of Commerce ,Punjab National Bank, State Bank of Bikaner & Jaipur, State Bank of Patiala, State Bank of Hyderabad, Syndicate Bank, UCO Bank, United Bank of India, are repayable in 40 equal quarterly installments commencing from November, 2014.

5.4 1000 MW Karcham Wangtoo HEP :

All Rupee Term Loans are repayable in 75 equal installments payable in June, July, August, September & October each year commencing from 15th June, 2012 to 15th October, 2026.

5.5 500 MW Bina Thermal Power Project :

All Rupee Term Loans sanctioned by Allahabad Bank, Bank of Rajasthan, Canara Bank, Central Bank of India, Jammu & Kashmir Bank, Punjab National Bank, IDBI Bank Limited, State Bank of Patiala, State Bank of Hyderabad and Union Bank of India, 90% are repayable in 40 equal installments in March, June, September and December each year commencing from March, 2013 and balance 10% in 41st Installment payable on 1st March, 2023.

5.6 Other Loans :

5.6 (a) Rupee Term Loan of Rs.1,000 Crore of ICICI Bank are repayable in 9 quarterly installments payable in February, May, August and November each year commencing from August, 2012.

6. Collateral Security

6(a) 300 MW BASPA-II HEP : Jaiprakash Associates Limited (JAL), the holding Company, has furnished Corporate Guarantees for the financial assistance outstanding as on 31.03.2011 amounting to Rs.127,86,97,966/-(Previous Year Rs.198,00,25,692/-) to the Financial Institutions and Banks and have also by way of pledge of shares of the Company held by JAL as given in point 3.6(a) herein above.

6(b) 400 MW Vishnuprayag HEP : JAL, the Holding Company has furnished Corporate Guarantees for financial assistance outstanding as on 31.03.2011 amounting to US$ 1,92,62,500 and have also by way of pledge of shares of the Company held by JAL as given in para 3.6(a) herein above.

6(c) 1320 MW Jaypee Nigrie Super Thermal Power Project :

Pledge of 62.91 Crore shares of the Company held by JAL on pari-passu basis with lenders of Baspa - II HEP, Vishnuprayag HEP and Nigrie STPP as mentioned in para 3.6(a) herein above.

6(d) 1000 MW Karcham Wangtoo HEP :

Pledge of 32.55 Crore (Previous Year - 12.00 Crore) Equity Shares in Jaypee Karcham Hydro Corporation Limited (earlier Subsidary Company) held by Jaiprakash Power Ventures Ltd.(earlier the Holding Company) and pledge of 27.75 Crore (Previous Year - 27.75 Crore) Equity Shares in Jaypee Karcham Hydro Corporation Limited (earlier Subsidiary company) held by Jaiprakash Associates Limited as on 31.03.2011 with the lenders. Consequent to amalgamation of JKHCL with JPVL, the pledge of shares would get changed as might be approved by lenders.

6(e) 500 MW Bina Thermal Power Project :

Pledge of 42,12,60,000 (Previous Year – 11,43,20,861) number Equity Shares in Bina Power Supply Company Limited (earlier Subsidiary Company) held by Jaiprakash Power Ventures Limited (earlier the Holding Company) as on 31.03.2011 with the lenders. Consequent to amalgamation of BPSCL with JPVL, the pledge of shares would get changed as might be approved by lenders.

7. Unsecured Loans

Unsecured loan of Rs. 10 Crore is repayable to Government of Uttarakhand in the year 2011-12.

8. The Company had issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCB) of US$ 1,00,000 each aggregating to US$ 200 Million at par on 12.02.2010. These Bonds are convertible at the option of the bond-holders into equity shares of Rs. 10/- each fully paid up at the conversion price of Rs. 85.8139 per share, subject to the terms of issue with a fixed exchange rate of Rs. 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

No conversion has taken place during the financial year 2010-11.

Unless previously converted, the bonds are redeemable at maturity on 13.02.2015 representing a YTM of 7% p.a. inclusive of coupon rate of 5% p.a. [value as on 31.03.2011 in US$ 1,02,263 (Previous Year 1,00,263) for a principal amount of US$ 1,00,000 ]. A reserve aggregating to Rs.20,88,29,640 up to 31.03.2011 (Previous year 2,42,69,640/-) has been created for the redemption premium.

As on 31.03.2011 the Company has outstanding exposure of US$ 200 Million against FCCB unhedged, pending conversion into equity share capital. (US$ 10,34,09,991.91(hedged) is parked overseas pending utilization as on 31.03.2011).

9. Plant & Machinery includes a sum of Rs 64,67,14,114/- (Previous year Rs 64,67,14,114/-) being the cost paid for Inter Connection Facility (ICF) established by Satluj Jal Vidyut Nigam Limited (SJVNL) at their Switch Yard at Jhakri for evacuation of power generated by 300 MW BASPA-II HEP. The O&M Cost of ICF is paid by the company to SJVNL.

10. In the opinion of the 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.

11. The Trust and Retention Accounts (refer Schedule 'I') is maintained pursuant to the stipulations of the 'Financing Agreements' executed with the Lenders.

12. The Rupee value of Foreign Currency Loans has been considered at the bank TT selling rate as at 31.03.2011. Accordingly Exchange Fluctuation for the period 01.04.2010 to 31.03.2011 amounting to Rs.1890.30 Lacs has been credited to the cost of Plant and Machinery/Incidental expenditure during construction for projects under implementation.

13. Additional Information pursuant to the provisions of Paragraph 3 and 4 of Part-II of Schedule VI to the Companies Act, 1956.

14. Managerial remuneration paid/payable to Managing Director/ Whole-time Directors (excluding Provisions for Gratuity and

16. 300 MW BASPA-II HEP: The Himachal Pradesh Electricity Regulatory Commission (HPERC) have passed the Multi Year Tariff (MYT) Order dated 30th March, 2009 & Review Order dated 10th September, 2009 and 23rd June, 2010 for F. Y. 09, 10 and 11 and has also trued up the Tariff for F. Y. 04 to 08 based on actual for the period. The Company has filed Appeals with Appellate Tribunal for rectification of certain items of Tariffs inter- alia including MAT for FY 04 to 08 and for FY 09 to FY10 and Rate of Interest on Arrears. Accordingly, the receivables to the extent of Rs. 76.98 Crore (Previous Year Rs. 56.07 Crore) from HPSEB in respect of review items are subject to final decision on the Application/Appeal and other legal remedies available to the Company.

17. As per accounting policy the Advance against Depreciation amounting to Rs.7905 lacs (Previous Year Rs.7905 lacs) has been treated as Deferred Revenue.

18. Advance to Suppliers, Contractors and others shown under "Loan and Advances" in Schedule "D" includes Advance to Jaiprakash Associates Limited, the holding Company under EPC Contract Rs. 4016 Lacs (Previous Year Rs.23059 Lacs). Maximum amount outstanding during the Year Rs.24579 Lacs.

19. Related Party Disclosures, as required in terms of "Accounting Standard [AS] 18" are given below:

(1) Relationships (Related party relationships are as identified by the Company and relied upon by the Auditors)

(a) Holding Company:

Jaiprakash Associates Limited

(b) Subsidiary Companies:

(1) Jaypee Powergrid Limited

(2) Sangam Power Generation Company Limited

(3) Prayagraj Power Generation Company Limited

(4) Jaypee Arunachal Power Limited

(5) Jaypee Meghalaya Power Limited (w.e.f. 26.08.2010)

(c) Fellow Subsidiary Companies:

(1) Jaypee Ganga Infrastructure Corporation Limited

(2) Himalayan Expressway Limited

(3) Jaypee Infratech Limited

(4) Jaypee Sports International Limited

(5) Jaypee Cement Corporation Limited (w.e.f. 22.02.2011)

(6) Bhilai Jaypee Cement Limited

(7) Bokaro Jaypee Cement Limited

(8) Gujarat Jaypee Cement & Infrastructure Limited

(9) Jaypee Agra Vikas Limited

(10) Jaypee Fertilizers & Industries Limited (w.e.f.03.06.2010)

(d) Associate Companies/Concerns :

(1) Jaypee Ventures Private Limited

(2) Jaypee Development Corporation Limited (subsidiary of Jaypee Ventures Private Limited)

(3) JIL Information Technology Limited (subsidiary of Jaypee Ventures Private Limited)

(4) Gaur & Nagi Limited (subsidiary of JIL Information Technology Limited)

(5) Indesign Enterprises Pvt. Limited (subsidiary of Jaypee Ventures Private Limited)

(6) Indus Hotels UK Limited (subsidiary of Indesign Enterprises Pvt. Limited)

(7) GM Global Mineral Mining Private Limited (subsidiary of Indesign Enterprises Pvt. Limited) (w.e.f. 16.07.2010)

(8) Ibonshourne Limited (subsidiary of Indesign Enterprises Pvt. Limited) (w.e.f. 13.10.2010)

(9) Jaiprakash Agri Initiatives Company Limited (subsidiary of Jaypee Ventures Private Limited)

(10) Jaypee International Logistics Company Private Limited (subsidiary of Jaypee Ventures Private Limited)

(11) Tiger Hills Holiday Resort Private Limited (subsidiary of Jaypee Development Corporation Limited)

(12) Anvi Hotels Private Limited (subsidiary of Jaypee Ventures Private Limited)

(13) Jaypee Uttar Bharat Vikas Pvt. Limited (w.e.f. 21.06.2010)

(14) Kanpur Fertilisers and Cement limited (Subsidiary of Jaypee Uttar Bharat Vikas Pvt. Limited) (w.e.f. 26.09.2010)

(15) RPJ Minerals Private Limited

(16) Sarveshwari Stone Products Pvt. Ltd. (subsidiary of RPJ Minerals Private Limited)

(17) Rock Solid Cement Limited (subsidiary of RPJ Minerals Private Limited)

(18) Sonebhadra Minerals Private Limited

(19) MP Jaypee Coal Limited

(20) Madhya Pradesh Jaypee Minerals Limited

(21) MP Jaypee Coal Fields Limited

(22) Jaiprakash Kashmir Energy Limited

(23) Jaypee Hotels Limited

(24) Jaypee Mining Venture Private Limited

(25) Ceekay Estate Private Limited

(26) Pac Pharma Drugs and Chemicals Private Limited

(27) Akasva Associates Private Limited

(28) Sparton Growth Fund Private Limited

(29) Jaypee Infra Ventures (A Private Company with unlimited liability)

(30) Sunvin Estates Private Limited (since merged with Jaypee Ventures Private Limited w.e.f. 01.04.2009)

(31) Manumanik Estates Private Limited (since merged with Jaypee Ventures Private Limited w.e.f. 01.04.2009)

(32) Arman Estate Private Limited (since merged with Jaypee Ventures Private Limited w.e.f. 01.04.2009)

(33) Suneha Estates Private Limited (since merged with Jaypee Ventures Private Limited w.e.f. 01.04.2009)

(34) Pee Gee Estates Private Limited (since merged with Jaypee Ventures Private Limited w.e.f. 01.04.2009)

(35) Vinamra Housing & Constructions Private Limited (since merged with Jaypee Ventures Private Limited w.e.f. 01.04.2009)

(36) Vasujai Estates Private Limited (since merged with Jaypee Ventures Private Limited w.e.f. 01.04.2009)

(37) Samsun Estates Private Limited (since merged with Jaypee Ventures Private Limited w.e.f. 01.04.2009)

(38) Jaiprakash Exports Pvt. Ltd.

(39) Bhumi Estate Developers Pvt. Ltd.

(40) Jaypee Technical Consultants Pvt. Ltd.

(41) Essjay Enterprises Pvt. Ltd.

(42) Angad Growth Fund Pvt. Ltd.

(e) Key management Personnel:

Jaiprakash Power Ventures Limited

(1) Shri Manoj Gaur, Chairman

(2) Shri S.K. Sharma, Vice Chairman and CEO

(3) Shri Suren Jain, Managing Director and CFO

(4) Shri G.P. Gaur, Whole-time Director,(w.e.f. 01.02.2011)

(5) Shri R.K. Narang, Whole-time Director,

(6) Shri Suresh Chandra, Whole-time Director

(7) Shri J.N. Gaur, Whole-time Director (Up to 30.09.2010)

Bina Power Supply Company Limited – Amalgamating company

(1) Shri P. K. Jain, Whole-time Director

(2) Shri V.K. Sriwastva, Whole-time Director

Jaypee Karcham Hydro Corporation Limited – Amalgamating company

(1) Shri Dharam Paul Goyal, Managing Director

(2) Shri Parveen Kumar Singh, Whole-time Director

(3) Shri Ravindra Mohan Chadha, Whole-time Director

20. Earnings Per Share is computed in accordance with Accounting Standard –20 issued by the Institute of Chartered Accountants of India.

21 (a) Provident Fund - Defined Contribution Plan

Employees are entitled to Provident Fund benefits. Amount debited to Profit and Loss account including Administrative and DLI charges Rs.90,16,424/- during the year (Previous Year Rs.87,66,633/-) and Rs. 86,86,230/- (Previous year Rs.17,69,106/-) booked in Incidental Expenses (Pending Capitalisation).

(b) Gratuity - The liability for Gratuity is provided on the basis of Actuarial Valuation made at the end of each financial year. The Actuarial Valuation is made on Projected Unit Credit method as per AS 15(revised). Jaiprakash Associates Limited {JAL} (the company's holding company) has constituted a Gratuity Fund Trust under the name Jaiprakash Associates Employees Gratuity Fund Trust vide Trust Deed dated 30th March, 2009 for JAL and its subsidiaries and appointed SBI Life Insurance Co. Ltd. for the management of the Trust Funds for the benefits of employees. As a subsidiary of JAL, the Company is participating in the Trust Fund by contributing its liability accrued up to the close of each financial year to the Trust Fund.

(c) Leave Encashment - Defined Benefit Plans - Provision has been made as per Actuarial Valuation.

Previous year figures have been given in bracket.

Actuarial Assumptions

(i) Discount Rate 8% (P.Y. 8%)

(ii) Mortality LIC(1994-96(Duly Modified)[ P.Y LIC(1994-96)

{Duly Modified}]

(iii) Turnover Rate Upto 30 Years:3%, 31-44:2%, Above 44:1%

(iv) Future Salary 5.5% (P.Y 5.50%) Increase

22 (a) As per computation made by the Company, provision of Rs.4116 Lacs (Previous Year Rs. 5157 Lacs) towards Minimum Alternate Tax (MAT) as Tax payable under Section 115JB of Income Tax Act, 1961 has been made. The MAT paid by the Company for the year is allowed to be carried forward for a period up to next 10 years to be adjusted against the normal tax payable, if any, in those years.

(b) Provision for deferred tax has not been made as no deferred tax liability arises on account of Tax holiday period.

(c) Wealth Tax Liability of Rs. 1,62,120/- has been provided in Incidental Expenses Pending Capitalisation in respect of Project under Implementation.

23. The erstwhile amalgamating company Jaypee Karcham Hydro Corporation Limited had executed a Power Purchase Agreement (PPA) for sale of 704 MW power, out of 1000 MW power from Karcham Wangtoo Project to Power Trading Corporation (India) Limited (PTC) on 21st March, 2006 for a term of 35 years with the stipulation that the tariff for sale of power shall be as approved by Central Electricity Regulatory Commission (CERC) based on the completion cost as approved by Central Electricity Authority (CEA)/Central Electricity Regulatory Commission. It was subsequently found that the Electricity Act, 2003 does not provide for the determination of tariff for sale of power by

a Generating Company to a Trading Company and therefore based on the legal opinion the said PPA was considered to be void and PTC was informed accordingly. The PTC had disputed the position taken by the Company and the dispute was referred to arbitration. The Arbitral Tribunal have pronounced the order on 28th April, 2011 by majority verdict in favour of the Company and held that the PPA executed with PTC was void. The PTC had also approached the Hon'ble High Court of Delhi for restraining the Company from entering into agreement for sale of aforesaid power to any third party which was rejected. The PTC then filed a SLP in the Hon'ble Supreme Court against the order of Hon'ble High Court, which is pending.

24. Pursuant to the Memorandum of Understanding signed with Power Grid Corporation of India Limited (PGCIL), a Joint Venture Company in the name of `Jaypee Powergrid Ltd.' (JPPGL) had been incorporated on 05.10.2006 by the Company for developing a Transmission System for the evacuation of power to be generated by the 1000 MW Karcham Wangtoo Hydro Electric Project in the State of Himachal Pradesh, to a suitable interconnection point. The Shareholders' Agreement had been signed with PGCIL on 22.02.2007 with 74% Equity Participation with a provision of minimum 51% Equity Participation by the Company and balance 23%, if required, by affiliates. The balance 26% Equity is to be contributed by PGCIL.

25 (c) (i) 7,50,00,000 Equity Shares of Rs. 10/- each fully paid (Previous Year 5,25,00,000) held by the Company of Jaypee Powergrid Ltd. (Subsidiary Company) are pledged with IDBI Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Jaypee Powergrid Ltd.

(ii) 32,55,00,000 Equity Shares of Rs.10/- each fully paid (Previous Year 12,00,00,000) held by the Company (earlier the Holding Company) of Jaypee Karcham Hydro Corporation Limited (earlier the Subsidiary Company) are pledged with IDBI Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Jaypee Karcham Hydro Corporation Limited. Consequent to amalgamation of JKHCL with JPVL, the pledge of shares would get changed as might be approved by lenders.

(iii) 42,12,60,000 Equity Shares of Rs.10/- each fully paid (Previous Year 11,43,20,861) held by the Company (earlier the Holding Company) of Bina Power Supply Company Limited (earlier the Subsidiary Company) are pledged with IDBI Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Bina Power Supply Company Limited. Consequent to amalgamation of BPSCL with JPVL, the pledge of shares would get changed as might be approved by lenders.

(iv) 25,96,86,798 Equity Shares of Rs. 10/- each fully paid (previous year 1,18,62,300) held by the company of Prayagraj Power Generation Co. Ltd. (Subsidiary Company) are pledged with SBI Cap Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Prayagraj Power Generation Co. Ltd.

26. In terms of Scheme of Amalgamation as approved by the Hon'ble High Court of Himachal Pradesh at Shimla vide order dated 25.07.2011, the Company has decided to write off the balance lying in Goodwill of Rs.962.81Crore created out of earlier Amalgamation from 'Amalgamation Reserve' arising on merger of Jaypee Karcham Hydro Corporation Limited and Bina Power Supply Company Limited with the Company. In previous year Goodwill was written off from Share Premium Account amounting to Rs.106.98 Crore.

28. The Company has presently one operative segment i.e. Generation of Power; hence, separate segment reporting is not applicable.

29. In terms of 'Accounting Standard (AS) 28', the assets are not impaired because the recoverable amount of fixed assets collectively determined by the present value of estimated future cash flows is higher than its carrying value.

30. All the figures have been rounded off to the nearest rupees in lacs except in the Notes to the Accounts.

31. Previous Year's figures have been regrouped/re-arranged wherever considered necessary to make them conform to the figures for the year.


Mar 31, 2010

1. Amalgamation

Pursuant to the Scheme of Amalgamation ["the Scheme"] U/s 391/394 of the Companies Act, 1956, (i) erstwhile Jaiprakash Power Ventures Limited (Amalgamating Company) engaged in business of generation of Hydro-electric Power ( 400 MW HEP) and implementing 1320 MW Super Critical Thermal Power Project stand merged with Jaiprakash Hydro Power Limited (Amalgamated Company) engaged in generation of hydro power (300 MW HEP) w.e.f 01.04.2009 ["the Appointed date"] in terms of the Order dated 14.12.2009 of Honble High Court of Himachal Pradesh at Shimla sanctioning the Scheme and is effective from 14.12.2009.

With effect from the Appointed date, all the business undertakings, assets, liabilities, rights and obligations of the Amalgamating Company stood transferred to and vested in the Amalgamated Company in consideration for issue of three equity shares of Rs. 10/- each in the Amalgamated Company for every one equity share of Rs. 10/- each held in Jaiprakash Power Ventures Limited (Amalgamating Company);

The Amalgamating Company carried on all the businesses and activities for the benefit of and in trust for the Amalgamated Company from the Appointed date. Thus, the profit or income accruing or arising to the Amalgamating Company or expenditure or losses arising or incurred from the Appointed date are treated as profit or income or expenditure or loss as the case may be of the Amalgamated Company. The Scheme has accordingly been given effect to in these accounts.

2. Contingent Liabilities:

Rupees

(i) Outstanding amount of Letter of Credit (Previous Year Rs. 1,33,04,896/-) 98,74,476

Margin Money against above (Previous Year Rs. 6,85,362/-) 1,37,16,821

(ii) Outstanding amount of Bank Guarantee (Previous Year Nil) 62,11,99,000

Margin Money against above

(Previous Year Nil) 15,36,095

(iii) Estimated amount of contracts INR 1,91,257.61 lac

remaining to be executed on USD 586.31 lac

Capital Account (net of advances) EURO 219.62 lac

and not provided for JPY 2,30,530.43 lac (Previous Year - Nil)

(iv) Claims against the company not acknowledged as debts. (Previous Year Rs. 6,29,13,672/-) 2,93,35,073

3. Security for Term Loans and Non-Convertible Debentures

3.1 300 MW BASPA-II HEP

3.1 (a) Rupee Term Loans, Foreign Currency Loans, Working Capital Facilities and Deferred Payment Guarantee(s) from Financial Institutions and Banks, together with all interest, guarantee commission, liquidated damages, premia on prepayment or on redemption, cost, expenses and other monies stipulated in the Loan Agreements/Deferred Payment Guarantee Agreement are secured by hypothecation of the 300 MW BASPA-II HEP (Baspa Project) movable assets (present and future), equitable mortgage on the immovable assets of the Baspa Project and pledge of 29,49,99,900 equity shares of Rs. 10 each fully paid up of the Company held by Jaiprakash Associates Limited (JAL) – Holding Company, and assignment of all the rights, titles and interest of the Company in all project documents, licenses, permits, approvals etc. of Baspa Project ranking pari-passu among all the participating Institutions and Banks of Baspa Project viz. IDBI, PFC, IFCI, LIC, Bank of Baroda, Punjab National Bank, Indian Overseas Bank, State Bank of Indore and State Bank of Hyderabad.The outstanding Loans of LIC, Bank of Baroda, Indian Overseas Bank, State Bank of Hyderabad has since been paid after 31st March 2010 and security in respect of each of these lenders is yet to be satisfied.

3.1 (b) The Foreign Currency Loans under Buyers Credit are guaranteed by Deferred Payment Guarantee issued by Power Finance Corporation Limited.

3.1 (c) The Non Convertible Debentures, (NCDs) together with all interest, liquidated damages, remuneration payable to Trustees, premium on prepayment or on redemption, cost, expenses and other monies stipulated in the Subscription Agreements/Trustee Agreement are secured by a legal mortgage in English form by way of first mortgage and charge on Companys properties at Mouje Dhanot, Taluka Kalol, District Mehsana in the state of Gujarat in favour of IDBI Trusteeship Services Ltd. (Trustees) for NCDs of Rs.15,000 Lacs subscribed by ICICI Bank Ltd and Axis Bank Ltd (Trustees) for NCDs of Rs 17,400 Lacs subscribed by Axis Bank Ltd and hypothecation of the Baspa Projects movable assets (present and future), equitable mortgage on the immovable assets of the Baspa Project and pledge of shares as stated in 4.1(a) above held by Jaiprakash Associates Ltd. in the Company, ranking pari-passu among all the participating Institutions and Banks of Baspa Project. The outstanding amount of NCDs of ICICI Bank Ltd. has since been paid after 31st March 2010 and security in respect of the same is yet to be satisfied.

4.1 (d) As per terms of sanction the Term Loan availed from

Allahabad Bank for Rs. 80 crores together with all interest, guarantee commission, liquidated damages, premia on prepayment or on redemption, cost, expenses and other monies stipulated in the Finance Documents (dated 19.12.2009 & 11.05.2010) is secured by hypothecation of the 300 MW BASPA-II HEP (Baspa Project) movable assets (present and future), equitable mortgage on the immovable assets of the Baspa Project, assignment of all the rights, titles and interest of the Company in all project documents, licenses, permits, approvals etc. of Baspa Project ranking pari-passu among all the participating Institutions and Banks of Baspa Project and pledge of 62.91 Crore (Sixty Two Crore Ninety One Lakh )paid-up shares of Rs. 10/- each, i.e. approx. 30 (thirty)% paid-up equity share capital of the Borrower, to be shared on pari-passu basis with the lenders of the Vishnuprayag Project and Nigrie Project The security for the said loan is yet to be created.

4.2 400 MW Vishnuprayag HEP

4.2 (a) The financial assistance sanctioned and disbursed by financial institutions and Banks viz. ICICI Bank Ltd. (ICICI), Industrial Development Bank of India Ltd. (IDBI), Life Insurance Corporation of India (LIC), Power Finance Corporation Ltd. (PFC), Punjab National Bank (PNB) and Rural Electrification Corporation Ltd. (REC), (Lenders) by way of Rupee Term Loans, Non Convertible Redeemable Debentures taken by LIC and Foreign Currency Loans from PFC together with all interests, liquidated damages, Front- End Fees, Management fees and any other amount due and payable to the above lenders, premia on prepayment, costs, charges, expenses and other monies, any increase as a result of revaluation/ devaluation/ fluctuations in the rate of exchange under the Common Loan Agreement, respective Facility Agreements and all amounts payable to the Lenders, Facility Agent, Debenture and Security Trustees under the Financing Documents of 400 MW Vishnuprayag HEP is secured by Mortgage and charge over all the immoveable and moveable assets both present and future of Vishnyprayag Project, all intangible assets, undertaking and uncalled capital, charge on all revenues and receivables of the Company from 400 MW Vishnuprayag HEP, Companys rights under each of the 400 MW Vishnuprayag HEP documents duly acknowledged and consented by the relevant counter parties, charge on all licenses, permits, approvals, assignments, concessions and consents in connection with the 400 MW Vishnuprayag HEP, charge on all the Companys 400 MW Vishnuprayag HEP accounts, except Distribution Account on which there shall be a floating charge which shall get converted into a fixed charge in case of any default, charge on all the construction and operating period Insurance Policies of the Project, on a pari-passu basis with the security created or to be created in favour of Lenders and further secured by way of pledge of 741,600,000 Equity shares of Rs. 10 each fully paid up of the Company held by JAL. Financial assistance sanctioned by PFC is further secured by Corporate Guarantee(s) given by Jaiprakash Associates Limited.

The Rupee Term Loan of all the Financial Institutions and Banks have been repaid by the Company out of the proceeds of Rupee Term Loan (Rs. 1650 crore) against securitization of receivables. However, the Security is yet to be satisfied by the said Lenders.

4.2 (b) The Rupee Term Loan of Rs.1650 Crore sanctioned and disbursed by a consortium of ten banks together with all interests, costs, expenses and other monies is primarily secured by (i) first charge on 400 MW Vishnuprayag HEPs present and future book debts, operating cash flows, receivables, commissions, revenue of whatsoever nature and (ii) first charge on 400 MW Vishnuprayag HEPs all the accounts including the Trust & Retention Account, Escrow Account of Uttar Pradesh Power Corporation Limited and Debt Service Reserve Account and each of the other accounts required to be created by the Company under any 400 MW Vishnuprayag HEP Document. The loan is inter-alia secured by;

(i) first charge on 400 MW Vishnuprayag HEPs all intangible assets, hypothecation of all the movable assets, assignment of Project Agreements and Escrow Agreement, all present and future rights, titles, interests, benefits, claims and demands whatsoever with respect to the Insurance Policies, claims and benefits to all monies receivable there under and all other claims there under in respect of all the insured assets of the Project;

(ii) pledge of 62.91 Crore ( approx 30% of paid-up equity) shares of the Company held by JAL on pari- passu basis with lenders of Baspa – II HEP and Nigrie Thermal Power Project; and (iii) first equitable mortgage on all rights, titles, interests and benefits in respect of immovable properties, and assets of the 400 MW Vishnuprayag HEP.

Since the Security has not been satisfied by the previous Lenders as mentioned in Clause No. 4.2(a) above, the Security (including pledge and Undertaking by Sponsor i.e. Jaiprakash Associates Limited to keep their shareholding atleast to the extent of 51% of the Paid-up Share Capital) in favour of new Lenders is yet to be created.

4.3 The Rupee Term Loan of Rs.1,000 Crore sanctioned by ICICI Bank Limited together with all interests, liquidated damages, front end fee, premia on prepayment, costs, charges, expenses and other monies is secured by (i) second charge on all present and future movable and immovable properties and assets of Sangam Power Generation Company Limited and Prayagraj Power Generation Company Limited (subsidiaries of the Company) (ii) first charge on all the dividend receipts of the Company from Bina Power Supply Company Limited and Jaypee Karcham Hydro Corporation Limited and on designated account together with all the monies therein; (iii) pledge of 2414.1 Lakh Equity shares of Rs. 10 each fully paid up of the Company held by JAL.

4.4 The Non-Convertible Debentures of Rs. 999.98 crore subscribed by ICICI Bank Limited are secured by :

(i) Residual charge on the entire fixed assets of the Company. The said security is, however, yet to be created.

(ii) Unconditional and irrevocable personal guarantee of Shri Manoj Gaur, Chairman towards repayment of principal and interest on the Debentures.

(iii) Letter of Comfort from Jaiprakash Associates Limited.

5. Security for Working Capital Loan

5(a) 300 MW BASPA-II HEP : The working capital facilities sanctioned by Punjab National Bank- Shimla are inter - alia secured by security mentioned in 4.1 (a) above and personal guarantees of Shri Jaiprakash Gaur - Founder Chairman, Shri Manoj Gaur - Chairman, Shri S.K. Sharma - Vice Chairman & CEO and Shri S. K. Jain - Director of the Company.

5(b) 400 MW Vishnuprayag HEP : Working Capital Loan is secured by second mortgage/ hypothecation and charge on all movable and immovable assets of 400 MW Vishnuprayag HEP (including all revenues, receipts, receivables and intangible properties) both present and future and second charge on bank accounts including Trust and Retention Accounts of 400 MW Vishnuprayag HEP.

6. 400 MW Vishnuprayag HEP :

6.1 (a) Rupee Term Loan of Rs.1650 Crore are repayable in 54 quarterly installments payable in February, May, August and November each year commencing from November 2009.

6.2 (b) Secured Redeemable Non Convertible Debentures

(NCDs):-

(i) 11.25% NCDs held by LIC redeemable in 40 equal quarterly installments commencing from 15.07.2007 and ending on 15.04.2017, the interest is payable on quarterly rests.

(ii) 9% NCDs held by LIC redeemable in 40 equal quarterly installments commencing from 15.07.2007 and ending on 15.04.2017, the interest is payable on monthly rests.

NCDs mentioned at Sl. No.6.2(b) (i) & (ii) have been Prematurely Redeemed/paid, however, the letter for satisfaction of charge is yet to be obtained.

6.3 Other Loans :

6.3 (a) Rupee Term Loan of Rs.1,000 Crore of ICICI Bank are repayable in 9 quarterly installments payable in February May, August and November each year commencing from August 2012.

7. Unsecured Loans

7 (a) The Short Term Loan (repayable within 12 months) availed from IDBI of Rs. 150 crores is inter-alia secured by personal guarantee of Shri Manoj Gaur, Chairman and subservient changes on Assets of 1320 MW Nigrie Super Thermal Power Project.

7 (b) The Short Term Loan (repayable within 6 months) availed from Punjab National Bank to the extent of Rs. 200 crores is inter-alia secured by personal guarantee of Shri Manoj Gaur, Chairman and negative lien on the receivables of the 300 MW BASPA-II HEP

7(c) Unsecured loan of Rs. 10 Crore is repayable to Government of Uttarakhand in two equal annual installments of Rs. 5 Crore each in the year 2010-11 and 2011-12.

8 Collateral Security

8(a) 300 MW BASPA-II HEP : Jaiprakash Associates Limited (JAL), the holding Company, has furnished Corporate Guarantees for the financial assistance outstanding as on 31.03.2010 amounting to Rs.1,98,00,25,692/- (Previous Year Rs. 248,41,11,445/-) to the Financial Institutions and Banks and have also by way of pledge of shares of the Company held by JAL as given in point 4.1(a) herein above.

8(b) 400 MW Vishnuprayag HEP : JAL, the Holding Company has furnished Corporate Guarantees for financial assistance outstanding as on 31.03.2010 amounting to US$ 22,344,500.

9. The Company has issued 2,000 Nos. 5% Foreign Currency Convertible Bonds (FCCB) of US$ 100,000 each aggregating to US$ 200 Million at par on 12.02.2010. These Bonds are convertible at the option of the bond-holders into equity shares of Rs. 10/- each fully paid up at the conversion price of Rs. 85.8139 per share, subject to the terms of issue with a fixed exchange rate of Rs. 46.14 equal to US$ 1 at any time on or after 25.03.2010 and prior to the close of business on 06.02.2015.

No conversion has taken place during the FY 2009-10.

Unless previously converted, the bonds are redeemable at maturity on 13.02.2015 at a premium of 16.50%; representing a YTM of 7% p.a. (value as on 31.03.10 in US$ 100,263 (Previous Year NIL) for a principal amount of US$ 100,000) A reserve aggregating to Rs. 24,269,640 (Previous Year NIL) upto 31.03.10 has been created for the redemption premium.

As on 31.03.2010 the Company has outstanding exposure of US$ 200 Million against FCCB unhedged, pending conversion into equity share capital. US$ 17,55,46,551 are parked overseas pending utilization as on 31.03.10

10. Plant & Machinery includes a sum of Rs 64,67,14,114/- (Previous Year Rs. 62,86,78,388/-) being the cost paid for Inter Connection Facility (ICF) established by Satluj Jal Vidyut Nigam Limited (SJVNL) at their Switch Yard at Jhakri for evacuation of power generated by 300 MW BASPA-II HEP. The O&M Cost of ICF is paid by the company to SJVNL.

11. In the opinion of the 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.

12. The Trust and Retention Accounts (refer Schedule I) is maintained pursuant to the stipulations of the Financing Agreements executed with the Lenders.

13. The Rupee value of Foreign Currency Loans has been considered at the bank TT selling rate as at 31st March 2010. Accordingly Exchange Fluctuation for the period 01.04.2009 to 31.03.2010 amounting to Rs 2627.21 Lacs has been credited to the cost of Plant and Machinery.

The amalgamating Company had accounted for Foreign Exchange differences on the Rupee Value of Foreign Currency Loans in the Profit and Loss Account. For uniform accounting, this has been changed to align with Accounting Policy of the amalgamated Company as mentioned in Clause No.(f) (iii) of the Accounting Policy. On account of this change an amount of Rs. 1370.06 Lacs for the year under review has been credited to the cost of Plant & Machinery of the amalgamating Company and is included in Rs.2627.21 Lacs mentioned above.

14. Additional Information pursuant to the provisions of Paragraph 3 and 4 of Part-II of Schedule VI to the Companies Act, 1956:

15. 300 MW BASPA-II HEP: The Himachal Pradesh Electricity Regulatory Commission (HPERC) have passed the Multi Year Tariff (MYT) Order dated 30th March 2009 & Review Order dated 10th September 2009 for F. Y. 09, 10 and 11 and has also truedup the Tariff for F. Y. 04 to 08 based on actuals for the period. The Company has filed Clarificatory Review Application with HPERC and an Appeal with Appellate Tribunal for rectification of certain items of Tariffs inter-alia including MAT for FY 04 to 08 and for FY 09 to FY10. Accordingly, the receivables to the extent of Rs. 56.07 Crores. from HPSEB in respect of review items are subject to final decision on the Application/Appeal and other legal remedies available to the Company.

16. As per accounting policy the Advance against Depreciation amounting to Rs. 7905 lacs (Previous Year Rs.2,352 lacs) has been treated as Deferred Revenue

17. Related Party Disclosures, as required in terms of "Accounting Standard [AS] 18" are given below:

(1) Relationships (Related party relationships are as identified by the Company and relied upon by the Auditors)

(a) Holding Company:

Jaiprakash Associates Limited

(b) Subsidiary Companies:

(1) Jaypee Powergrid Limited

(2) Bina Power Supply Company Limited

(3) Jaypee Arunachal Power Limited

(4) Sangam Power Generation Company Limited

(5) Prayagraj Power Generation Company Limited

(c) Fellow Subsidiary Companies:

(1) Jaypee Karcham Hydro Corporation Limited

(2) Himalayan Expressway Limited

(3) Jaypee Infratech Limited

(4) JPSK Sports Private Limited

(5) Madhya Pradesh Jaypee Minerals Limited

(6) Bhilai Jaypee Cement Limited

(7) Bokaro Jaypee Cement Limited

(8) Gujarat Jaypee Cement & Infrastructure Limited

(9) Jaypee Agra Vikas Limited(w.e.f.16.11.2009)

(10) Jaypee Ganga Infrastructure Corporation Limited.

(d) Associate Companies / Concerns :

(1) Jaypee Ventures Private Limited

(2) Jaypee Development Corporation Limited (subsidiary of Jaypee Ventures Private Ltd.)

(3) JIL Information Technology Limited ( subsidiary of Jaypee Ventures Private Limited)

(4) Gaur & Nagi Limited( subsidiary of JIL Information Technology Limited)

(5) Jaiprakash Kashmir Energy Limited

(6) Indesign Enterprises Pvt. Limited( subsidiary of Jaypee Ventures Private Limited) (w.e.f. 24.08.2009)

(7) Sonebhadra Minerals Pvt. Limited

(8) RPJ Minerals Pvt. Limited

(9) Jaypee Petroleum Private Limited(subsidiary of Jaypee Ventures Private Limited)

(10) Jaypee Hydro-Carbons Private Limited(subsidiary of Jaypee Ventures Private Limited)

(11) Tiger Hills Holiday Resort Private Limited(subsidiary of Jaypee Development Corporation Limited) (w.e.f. 27.10.2009)

(12) Anvi Hotels Private Limited (subsidiary of Jaypee Ventures Private Limited) (w.e.f. 01.05.2009)

(13) Vasujai Estates Private Limited (subsidiary of Jaypee Ventures Private Limited) (w.e.f. 27.02.2010)

(14) Samsun Estates Private Limited (subsidiary of Jaypee Ventures Private Limited) (w.e.f. 27.02.2010)

(15) Sunvin Estates Private Limited (subsidiary of Jaypee Ventures Private Limited) (w.e.f. 27.02.2010)

(16) Manumanik Estates Private Limited (subsidiary of Jaypee Ventures Private Limited) (w.e.f. 27.02.2010)

(17) Arman Estate Private Limited (subsidiary of Jaypee Ventures Private Limited) (w.e.f. 27.02.2010)

(18) Suneha Estates Private Limited (subsidiary of Jaypee Ventures Private Limited) (w.e.f. 27.02.2010)

(19) Pee Gee Estates Private Limited (subsidiary of Jaypee Ventures Private Limited) (w.e.f. 27.02.2010)

(20) Vinamra Housing & Constructions Private Limited (subsidiary of Jaypee Ventures Private Limited) (w.e.f. 27.02.2010)

(21) Sarveshwari Stone Products Private Limited(subsidiary of RPJ Minerals Private Limited) (w.e.f. 23.10.2009)

(22) Rock Solid Cement Limited (subsidiary of RPJ Minerals Private Limited)

(23) MP Jaypee Coal Limited (w.e.f. 14.05.2009)

(24) MP Jaypee Coal Fields Limited (w.e.f. 04.01.2010)

(25) Jaypee Spa Infocom Limited (subsidiary of Jaypee Ventures Private Limited) (Upto 25.02.2010)

(e) Key management Personnel:

(1) Shri Manoj Gaur, Chairman

(2) Shri S.K. Sharma, Vice Chairman and CEO

(3) Shri Suresh Kumar, Executive Chairman (upto 30.06.2009(*)

(4) Shri Suren Jain, Managing Director and CFO (*)

(5) Shri Arun Gupta, Whole-time Director (upto 14.12.2009(*)

(6) Shri Ravi Chadha, Whole-time Director ( 01.04.2009 to 14.12.2009) (*)

(7) Shri J.N. Gaur, Whole-time Director

(8) Shri R.K. Narang, Whole-time Director,

(9) Shri Suresh Chandra, Whole-time Director

(*) Directors of erstwhile Jaiprakash Power Ventures Limited (Amalgamating Company)

18. (a) Provident Fund - Defined Contribution Plan

All employees are entitled to Provident Fund benefits. Amount debited to Profit and Loss account including Administrative and DLI charges Rs. 87,66,633 during the year (Previous Year Rs. 40,38,212) and Rs. 17,69,106 booked in Incidental Expenses (Pending Capitalisation).

(b) Gratuity - The liability for Gratuity is provided on the basis of Actuarial Valuation made at the end of each financial year. The Actuarial Valuation is made on Projected Unit Credit method as per AS 15(revised).Jaiprakash Associates Limited {JAL} (the companys holding company) has constituted a Gratuity Fund Trust under the name Jaiprakash Associates Employees Gratuity Fund Trust vide Trust Deed dated 30th March,2009 for JAL and its subsidiaries and appointed SBI Life Insurance Co. Ltd. for the management of the Trust Funds for the benefits of employees. As a subsidiary of JAL, the company is participating in the Trust Fund by contributing its liability accrued upto the close of each financial year to the Trust Fund.

19. (a) As per Computation made by the Company, provision of Rs. 5157 Lacs (Previous Year Rs. 1826 Lacs) towards Minimum Alternate Tax (MAT) as Tax payable under section 115JB of Income Tax Act, 1961 has been made. The MAT paid by the company for the year is allowed to be carried forward for a period upto next 10 years to be adjusted against the normal tax payable, if any, in those years.

(b) Provision for deferred tax has not been made as no deferred tax liability arises on account of Tax holiday period.

(c) No Provision towards Fringe Benefit Tax (FBT) (as Tax payable) under section 115W of Income Tax Act, 1961 (Since abolished by Finance Act 2009) has been made for the year from 01.04.2009 to 31.03.2010 (Previous Year Rs. 701,077).

(d) Wealth Tax Liability of Rs. 1,17,460 has been provided in Profit & Loss Account and Rs. 41,977 has been provided in Incidental Expenses Pending Capitalisation in respect of Project under Implementation.

20. (a) Pursuant to the Memorandum Of Understanding signed with Power Grid Corporation of India Limited (PGCIL), a Joint Venture Company in the name of Jaypee Powergrid Ltd. (JPPGL) had been incorporated on 05.10.2006 by the Company for developing a Transmission System for the evacuation of power to be generated by the 1000 MW Karcham Wangtoo Hydro Electric Project in the State of Himachal Pradesh, to a suitable interconnection point. The Shareholders Agreement had been signed with PGCIL on 22.02.2007 with 74% Equity Participation with a provision of minimum 51% Equity Participation by the Company and balance 23%, if required, by affiliates. The 26% Equity to be contributed by PGCIL.

21.(c) (i) 5,25,00,000 Equity Shares of Rs. 10/- each fully paid (previous year 2,25,00,000 held by the company of Jaypee Powergrid Ltd. (Subsidiary Company) are pledged with IDBI Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Jaypee Powergrid Ltd.

22.(c) (ii) 12,00,00,000 Equity Shares of Rs. 10/- each fully paid (previous year Nil) held by the company of Jaypee Karcham Hydro Corporation Ltd. (Fellow Subsidiary Company) are pledged with IDBI Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Jaypee Karcham Hydro Corporation Ltd.

23. (c) (iii) 11,43,20,861 Equity Shares of Rs. 10/- each fully paid (previous year Nil) held by the company of Bina Power Supply Company Ltd. (Subsidiary Company) are pledged with IDBI Trusteeship Services Ltd., as collateral security for the financial assistance granted by lenders to Bina Power Supply Company Ltd.

24. In terms of Scheme of Amalgamation as approved by the Honble High Court of Himachal Pradesh at Shimla the Company has decided to write off the Goodwill arising on Amalgamation from Share Premium Account for the period under review and accordingly the amount of Rs. 106.98 crore has been adjusted from Share Premium Account. Goodwill arising on amalgamation will be written off over a period of ten years.

25. The Company has presently one operative segment i.e. Generation of Power, hence, separate segment reporting is not applicable.

26. In terms of Accounting Standard (AS) 28, the assets are not impaired because the recoverable amount of fixed assets collectively determined by the present value of estimated future cash flows is higher than its carrying value.

27. All the figures have been rounded off to the nearest rupees in lacs except in the Notes to the Accounts.

28. Previous Years figures have been regrouped/re-arranged wherever considered necessary to make them conform to the figures for the year.

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