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Notes to Accounts of MEP Infrastructure Developers Ltd.

Mar 31, 2015

1. (Rs. in Lakhs) Particulars 31 March 2015 31 March 2014

Contingent liabilities / other commitments

Interest on late payments to Maharashtra State Road Development Corporation Limited - 68.04

Claims made against the Company not acknowledged as debts 8,171.18 8,171.18

Bank guarantees 22,086.18 16,494.34

Corporate guarantees given on behalf of subsidiaries 346,289.50 354,203.00

376,546.86 378,936.56

2. Due to micro and small supplier

Under the Micro, Small and Medium Enterprises Development Act, 2006, (MSMED) which came into force from 2 October 2006, certain disclosures are required to be made relating to Micro, Small and Medium enterprises. On the basis of the information and records available with the Management, outstanding dues to the Micro, Small and Medium enterprises as defined in the Micro, Small and Medium Enterprises Development Act, 2006 as set out in following disclosure:

3. Related party disclosures

In accordance with the requirements of Accounting Standard 18 'Related Party Transactions' as specified under Section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rule, 2014, following are the names of related parties and their relationships, details of the transaction during the year and balances as at the year end :

A. Name of related parties and the nature of relationship

Name of related party Nature of relationship

Ideal Toll & Infrastructure Private Limited Holding Company

MEP Infrastructure Private Limited Subsidiary

Raima Ventures Private Limited Subsidiary

Rideema Toll Private Limited Subsidiary

MEP Nagzari Toll Road Private Limited Subsidiary

MEP IRDP Solapur Toll Road Private Limited Subsidiary

MEP Highway Solutions Private Limited Subsidiary

Rideema Toll Bridge Private Limited Subsidiary

Raima Toll Road Private Limited Subsidiary

MEP Hyderabad Bangalore Toll Road Private Limited Subsidiary

MEP Chennai Bypass Toll Road Private Limited Subsidiary

MEP RGSL Toll Bridge Private Limited Subsidiary

MEP Tormato Private Limited Subsidiary

Raima Toll and Infrastructure Private Limited Subsidiary

Baramati Tollways Private Limited Subsidiary

MEP Infraprojects Private Limited Subsidiary

MEP Toll & Infrastructure Private Limited Subsidiary

MEP Infra Constructions Private Limited Subsidiary

Mhaiskar Toll Road Private Limited Subsidiary

MEP Roads & Bridges Private Limited Subsidiary

MEP Una Bus Terminal Private Limited Fellow Subsidiary

MEP Hamirpur Bus Terminal Private Limited Fellow Subsidiary

A J Tolls Private Limited Fellow Subsidiary

4. Domestic transfer pricing

The Indian Finance Bill, 2012 had sought to bring in certain class of domestic transactions in the ambit of the transfer pricing regulations with effect from 1 April 2012. The Company's management is of the opinion that its domestic transaction are at arm's length so that appropriate legislation will not have an impact on financial statements, particularly on the amount of tax expense and that of provision for taxation. The Company does not have any international transactions during the year.

5. Prior period expense (net)

Prior period expense (net) in the Statement of Profit and Loss is a net result of prior period charge towards maintenance cost paid to Authority of Rs. 50.88 lakhs, professional fees of Rs. 14.78 lakhs, ESIC of Rs. 1.50 lakhs, membership fees of Rs. 2.97 lakhs and prior period income of Rs. 40.89 lakhs towards reversal of share issue expenses charged in previous year. Prior period expense (net) in the Statement of Profit and Loss for the year ended 31 March 2014 is a net result of prior period charge towards concession fees paid to Authority Rs. 89.39 lakhs, ESIC ofRs. 1.87 lakhs and Toll Collection ofRs. 7.50 lakhs.

6. Other matters

Information with regards to other matters specified in Schedule III to the Act, is either nil or not applicable to the Company for the period.

7. Previous year comparatives

Previous year's figures have been reclassified wherever considered necessary to conform to the current year's presentation, details of the same are as follows:


Mar 31, 2014

1 Company overview

MEP Infrastructure Developers Private Limited ('MEPIDPL' or 'the Company') was incorporated on 8 August 2002 under Companies Act, 1956 ('the Act'). The Company is into the business of collection of toll as per the contract entered with various authorities and also in the providing road, repair and maintenance service to its subsidiary. "

The Company has undertaken following contracts for toll collection:

Rajasthan State Road Development & Construction Corporation Limited. 'RSRDC at Gazipur & Phulwada.

Maharashtra State Road Development Corporation Limited , 'MSRDC at:

a) Rajiv Gandhi Sea Link (for Bandra Worli Sea Link Project) along with maintenance.

b) Ratai-Gove

Road infrastructure Development Company of Rajasthan Limited, 'RIDCOR* at:

a) Afwar - Bhlwadi

b) Lalsot - Rota

National Highways Authority of India. 'NHAI' at:

(b) Rights, preferences and restrictions attached to equity shares

The company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the Company's residual assets. The equity shareholders are entitled to receive dividend as declared from time to time subject to payment of dividend to preference shareholders. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid. Failure to pay any amount called up on shares may lead to forfeiture of the shares.

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts in proportion to the number of equity shares held.

I) Term loans

A) Term loan includes loan from a bank amounting to Rs Nil (previous year : Rs 8,895.94 lakhs) which is secured by way ot first charge of hypothecation / assignment / security interest on the escrow account of the projects financed.

Further, the term loan is also secured by corporate guarantee from Ideal Toll & Infrastructure Private Limited, the holding company and personal guarantee given by Mr. J.D. Mhaiskar, Managing Director of the Company. The term loan carries an interest rate calculated on the base rate of the bank plus a spread ranging from 3% - 3.25% p.a. The term loan is repayable at the end of 24 months from the date of first drawdown or on the receipt of the earnest money deposit or performance security from the authority whichever is earlier.

B) Term loan includes loan from a bank amounting to Rs 7,495.42 lakhs (previous year: Rs 7,500 lakhs) which is secured by way of first charge of hypothecation / assignment / security interest on escrow account of the projects financed and also, by pledge of 500,000 equity shares and negative lien on 250,000 equity shares from IRB Infrastructure Developers Private Limited held by the promoters of the Company.

Further, the term loan is also secured by corporate guarantee given by Ideal Toll & infrastructure Private Limited, the holding company and personal guarantee given by Mr. J.D. Mhaiskar & Mr. D.P. Mhaiskar, Directors of the Company. The term loan carries an interest rate calculated on base rate of the bank plus a spread of 350 basis points. The term loan is repayable in two equal installments of Rs 3,750.00 lakhs from 1 March 2014.

C) Term loan includes a loan from a bank amounting to Rs 850.00 lakhs (previous year : Nil ) which is secured by way of assignment / hypothecation of receivables to be generated from the Toll collection account of the projects financed.

Further, the term loan is also secured by corporate guarantee given by Ideal foil & Infrastructure Private Limited, the holding company and personal guarantee given by Mr. J.D. Mhaiskar, Director of the Company. The term loan carries an interest rate ot 13% p.a. The term loan is repayable in 35 unequal monthly installments commencing from the date of first disbursement. ^55=^5^

II) Vehicle loans

A) Vehicle loans from banks of Rs 383.72 lakhs (previous year : Rs 25.36 lakhs) carrying interest rates ranging from 9.89% - 12.38% p.a. The loans are repayable in 36 monthly installments along with interest. The loans are secured by way of hypothecation of the respective vehicles.

B) Vehicle loans include loan from various financial institutions of Rs 13.58 lakhs (previous year : Rs 123.62 lakhs) carrying an interest rate ranging from 10.83% - 12.34% p.a. The loans are repayable in 35 monthly installments along with interest. The loans are secured by way of hypothecation of the respective vehicles.

III) Unsecured loans from related parties

A) Unsecured loan from Raima Ventures Private Limited asubsidiary, of Rs 461.32 lakhs (previous year : Nil) was taken on 31 October 2013 and is repayable in three equal installments at the end of the 8th, 9th and 10th years from the date of disbursement. The loan carries an interest rate of 12.5% p.a.

B) Unsecured loan from MEP RGSL Toll Bridge Private Limited a subsidiary, of Rs 2,244.78 lakhs (previous year: Nil) was taken on 24 March 2014 and is repayable in three equal installments at the end of the 8th, 9th and 10th years from the date of disbursement. The loan carries an interest rate of 9.5% p.a.

C) Interest free unsecured loan from MEP 1RDP Solapur Toll Road Private Limited, a subsidiary, of Rs 11.23 lakhs (previous year ; Nil) was taken on 2 June 2013 and is repayable in three equal installments at the end of the 8 th, 9th and 10th years from the date of disbursement.

I) Term loan

Term Loans from bank amounting to Rs 236.75 lakhs (previous year: Nil) is secured as below :

(a) assignment / hypothecation of receivables to be generated from the Toll collection account of the projects financed;

(b) Personnel Guarantee given by Mr. J.D. Mhaiskar & Mr. D.P. Mhaiskar, directors of the Company;

(c) Corporate guarantee given by Ideal Toll and Infrastructure Private Limited, (Holding Company);

(d) The term loan carries an interest rate of 2.35% p.a. below the Bank's Prime Lending Rate subject to minimum of 13% p.a.

(e) The loan is repayable in 12 equal monthly installments from the date of first drawdown.

II) Loans repayable on demand

A) Loans repayable on demand include an overdraft facility from a bank amounting to Rs 5,000.00 lakhs (previous year: Nil) which is secured as below:

(a) First charge / hypothecation / assignment of security interest on Escrow account;

(b) Personnel guarantee given by Mr. J.D. Mhaiskar & Mr. D.P. Mhaiskar, directors of the Company;

(c) Corporate guarantee given by Ideal Toll and Infrastructure Private Limited, (Holding Company);

(d) Loan carries an interest rate calculated on the base rate of the bank plus a spread of 3% p.a.

B) Loans repayable on demand include an overdraft facility from a bank amounting to Rs 4,994.60 lakhs (previous year: Nil) which is secured as below:

(a) First charge / hypothecation / assignment of security interest on Escrow account;

(b) First charge by way of hypothecation of all the movable assets, present and future, of the projects financed.

(c) First charge on receivable of the projects financed.

(d) Personnel Guarantee given by Mr. J.D. Mhaiskar, director of the Company;

(e) Corporate guarantee given by Ideal Toll and Infrastructure Private Limited, (Holding Company);

(f) Loan carries an interest rate calculated on the base rate of the bank plus a spread of 2.25% p.a.

Ill) Unsecured loans

Interest free unsecured loan from Ideal Toll & Infrastructure Private Limited (Holding Company) of Rs 406.46 lakhs (previous year : Rs 219.00 lakhs) is repayable on demand.

Particulars 31st March 2014 31st March 2013

Inteiesi on late payments to Maharashtra State Road Development Corporation Limited 68.04 68.04

Claims made against the Company not acknowledged as debts by the Company 8,171.18 -

Bank guarantees 16,494.34 20,063.58

Corporate guarantees given 354,203.00 316,629.12

370,765.38 336.760.74

2. Due to micro and small suppliers

Under the Micro, Small and Medium Enterprises Development Act, 2006, (MSMED) which came into force from 2 October 2006, certain disclosures are required to be made relating to Micro, Small and Medium enterprises. On the basis of the information and records available with the Management, there are no outstanding dues to the Micro, Small and Medium enterprises as defined In the Micro, Small and Medium Enterprises Development Act, 2006 as set out in following disclosure:

3. Employee benefits

The disclosures as required as per the revised Accounting Standard 15 are as under: 1) Defined contribution plan

i) Contribution to Provident Fund

ii) Contribution to Employees State Insurance Corporation

iii) Contribution to Maharashtra Labour Welfare Fund

II) Defined Benefit plan Gratuity

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on death or resignation or retirement 15 days salary (last drawn salary) for each completed year of service. The company during the year provided Rs 30.90 lakhs (Previous year : Rs. 34.04 lakhs) towards gratuity in the Statement of Profit and Loss.

The Company is primarily engaged in the business of toil collection, which is the primary business segment, of the. Company. The Company does not have any separate geographical segment since all its operations are carried out in India. Hence, there.are: no separate reportable segments, as required by 'Accounting Standard 17' on 'Segment reporting' as prescribed by the Companies (Account!jig Standards) Rules,.2006 issued by the

Central Government, m consultation with the National Advisory Committee on Accounting Standards.

In accordance with the requirements of Accounting Standard 18 'Related Party Transactions' as prescribed under the Companies (Accounting Standards) Rules, 2006, following are the names of related parties and their relationships, details of the transaction during the year and balances as at the year end :

3.1 Dom eslic transfer pricing

The Indian Finance Bill, 2012 had sought to bring in certain class of domestic transactions in the ambit of the transfer pricing regulations with effect of I April 20P The Company's management is of the opinion that its domestic transaction are at arm's length so that appropriate legislation will not have an impact on financial statements, particularly on the amount of tax expense and that of provision for taxation. The Company does not have any international transactions during the year.

3.2 Other matters

Information with regards to other matters specified in Revised Schedule VI to the Act, is either nil or not applicable to the Company for the year.

3.3 Previous year comparatives

Previous year's figures have been reclassified wherever necessary to conform to the current year's presentation.

 
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