Notes to Accounts of Panoramic Universal Ltd.

Mar 31, 2016

1. Shares allotted as fully paid up by way of bonus shares (during 5 years preceding March 31, 2016)

No Shares were allotted as fully paid up by way of bonus shares during proceeding 5 years

2. Other information regarding issue of shares in last five the years

a) The Company has not issued any shares without payment being received in cash.

b) The Company has not undertaken any buy-back of shares.

* Additional information :

Term Loan of Rs. 1,500 Lacs (Previous year 1,458.43 Lacs) from Apna Sahakari Bank Limited is secured by mortgage of office premises at Prabhadevi, Mumbai and term loan of Rs. 4,200 Lacs from Apna Sahakari Bank Limited (1,500 Lacs) in consortium with The Kalyan Janta Sahakari Bank Limited (600 Lacs), Janata Sahakari Bank Limited (1,300 Lacs) and Sangli Urban Co-op Bank (800 Lacs) is secured by mortgage of property at Panoramic Resorts, Panvel.

3. Retirement benefit Plan:

The present value of the defined benefit obligation and current service cost were measured using the Projected Unit Credit Method, with actuarial valuations being carried out at each balance sheet date. The following table sets out the non funded status of the gratuity plan and the amounts recognized in the Company''s financial statements as at March 31st, 2016.

4. Trade Receivables are unsecured and are subject to confirmation.

5. Reconciliation of statutory dues payable is under progress though the company does not expect any major difference on such reconciliation. Interest and/or penalty for non-payment/late payment of statutory dues and for non-filing/late filing of statutory returns will be accounted for as and when paid.

6. Share Certificates in respect of investments in shares of certain co-operative banks is yet to be received by the company.

7. Disclosures of related parties for the year ended March 31, 2016

A Related parties and their relationship Subsidiaries:-

a) Subsidiaries (Direct holding) b) Enterprises Controlled by directors/relatives

Indo Pacific Hotels Limited Pancard Clubs Limited

Panoramic Holidays Limited Herbo Effect India Limited

Panoramic Tour and Travels Limited Panoramic Resorts (India) Limited

Sri Vatsa Hotels Limited Hotel Pinnacle Limited

Panoramic Ace Properties Inc., (USA) Panoramic Record Storage & Management Limited Sai Properties Inc., (USA) (formerly Athiti Resorts Limited)

Sai Motels Limited, (New Zealand) Golden Valley Hotels Limited

Seaview Homes Co., Ltd, (Thailand) Seaview Retreats Limited

Panoramic Singapore Hospitality Leo Resorts and Hotels Private Limited

Pte. Ltd, (Singapore) Vidnyan Siddhi Films Limited

Panoramic Holidays DMCC, (Dubai) Panoramic Agriculture and Farms Private Limited

Panoramic Hotels Limited Pan Product Impex Private Limited Panoramic Structures Private Limited Panoramic Land Developers Private Limited Panoramic Investment Advisors Private Limited Smooth Financials Private Limited Panoramic Husbandries Private Limited Subsidiaries (Indirect holding) Panoramic Agricultural Services Private Limited

Georgian Motel Corp., (USA) Panoramic Greeneries Private Limited

Sai Living Hudson Inc., (USA) Brahma Creations Private Limited

Travel Universe Inc., (USA) Pancard Holiday Limited

F.M.Patong Development Company Limited, Panoramic Agrobased Services Private Limited (Thailand) Panoramic Agrovet Private Limited

Panoramic Croplands Private Limited Panoramic Farm-Holdings Private Limited Panoramic Krishi Utpad Private Limited Panoramic Agrobusiness Private Limited Panoramic Farmhouse Private Limited Panoramic Farmery Private Limited Panoramic Bhoomi Utpadan Private Limited Panoramic Dhaan Samruddhi Private Limited Grand View Hotel, Restaurant & Bar Graciano Cottages

Panoramic Realestate Consultants LLP

Pan Herbbo Limited

Sai Nirman Properties Ltd.

Coronae Hotels Pvt. Ltd.

Panoramic Leisure Getaways Pvt. Ltd.

Glamour Hospitality Pvt. Ltd.

B Key Management Personnel

1 Babu Iyer Managing Director (Resigned w.e.f. from 9th Feb, 2016)

2 Ramachandran Ramakrishnan Managing Director (Appointed w.e.f. from 10th Feb, 2016)

3 Ramachandran Ramakrishnan Chief Financial Officer (from 29.09.2015 upto 09.02.2016)

4 Pravin Chavan Chief Financial Officer (Appointed w.e.f. from 10th Feb, 2016)

5. Sanjive Arora Sr. V.P. Corporate Affairs & Company Secretary

C Related party transactions for the year ended March 31st, 2016

The Company entered into transactions with related parties during the year. These transactions along with the relevant balances are set out as under:

Notes :-

1 Loans/Advances shown above, to subsidiary fall under the category of Loans/Advances in nature of Loans, where there is no repayment schedule and are re-payable on demand.

2 There are no investments by the loaners in the shares of the parent company and /or subsidiary companies.

8. Previous years'' figures have been recast / restated to conform to the classification of the current year

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Mar 31, 2015

1. CORPORATE INFORMATION

Panoramic Universal Limited (the "Company") provide hospitality, tours and travels and information technology services. The hospitality portfolio consists of domestic hotels. The Company's registered office is in Mumbai.

2. Rights, preferences and restrictions attached to shares

Equity Shares

The Company has one class of equity shares having a par value of Rs.5 each. Each shareholder is eligible for one vote per share held. The dividend proposed by Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim Dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

Preference shares

Preference shares would be redeemable at par at any time within twenty years from the date of attotment i.e. January 08, 2008, at the option of the Company and the Company may apply any profits or money of the Company which may lawfully be applied for the purpose, of redemption of the Redeemable Preference Shares and the Board may determine the manner/procedures for redemption at its discretion as it may deem fit. These shares would carry dividend of 7% per annum.

3. Shares allotted as fully paid up by way of bonus shares (during 5 years preceding March 31, 2015)

The Company allotted 6,47,87,500 equity shares (in the ratio 5:1) as fully paid up bonus shares by utilising the General Reserves of the Company pursuant to the approval of the Members of the Company vide postal ballot on 10th June, 2010.

4. Other information regarding issue of shares in the last five years

a) The Company has not issued any shares without payment being received in cash.

b) The Company has not undertaken any buy-back of shares.

5. Retirement benefit Plan:

The present value of the defined benefit obligation and current service cost were measured using the Projected Unit Credit Method, with actuarial valuations being carried out at each balance sheet date. The following table sets out the non funded status of the gratuity plan and the amounts recognized in the Company's financial statements as at March 31 ,2015.

6. Segment Reporting

The group has identified business segments (industry practice) as its primary segment and geographic segment as its secondary segments.

Business segments are primarily IT business and Hospitality business comprising customers providing Software Products, Room Rentals, Food and Beverages and allied services relating to hotel operations.

Secondary Segment Reporting is made on the basis of geographical regions. Revenues are segregated on the basis of the location of the customer who is invoiced or in relation to which the revenue is otherwise recognized.

Note: Previous year figures are in italics (Rs. in Lacs)

2014-15 2013-14

7. Contingent Liabilities not provided for :

I Estimated amount of capital commitments not provided for: 2,050.76 1,884.48

II Contingent Liabilities not provided for: Nil Nil

III Guarantees given on behalf ofwholly owned subsidiary 20.66 21.70

8. Payment to Auditors for the year ended March 31,2015

For Audit 9.11 8.20

For other services 1.02 1.59

9. Disclosures of related parties for the year ended March 31,2015

A. Related parties and their relationship Subsidiaries:-

a) Subsidiaries ( Direct holding)

Indo Pacific Hotels Limited

Panoramic Holidays Limited

Panoramic Tour and Travels Limited

Sri Vatsa Hotels Limited

Panoramic Ace Properties Inc., (USA)

Sai Properties Inc., (USA)

Sai Motels Limited, (New Zealand)

Seaview Homes Co., Ltd, (Thailand)

Panoramic Singapore Hospitality Pte. Ltd, (Singapore)

Panoramic Holidays JLT, (Dubai)

Subsidiaries (Indirect holding)

Georgian Motel Corp., (USA)

Sai Living Hudson Inc., (USA)

Travel Universe Inc., (USA)

F.M.Patong Development Company Limited, (Thailand)

b) Enterprises Controlled by directors/relatives:-

Pancard Clubs Limited

Herbo Effect India Limited

Panoramic Resorts (India) Limited

Hotel Pinnacle Limited

Panoramic Record Storage & Management Limited

Golden Valley Hotels Limited

Seaview Retreats Limited

Leo Resorts and Hotels Private Limited

Panoramic Agriculture and Farms Private Limited

Vidnyan Siddhi Films Limited

Panoramic Husbandries Private Limited

Panoramic Hotels Limited

Pan Product Impex Private Limited

Panoramic Structures Private Limited

Panoramic Land Developers Private Limited

Panoramic Investment Advisors Private Limited

Smooth Financials Private Limited

Panoramic Realestate Consultants LLP

Grand View Hotel, Restaurant & Bar

Panoramic Agricultural Services Private Limited

Panoramic Greeneries Private Limited

Brahma Creations Private Limited

Pancard Holiday Limited

Panoramic Agrobased Services Private Limited

Panoramic Agrovet Private Limited

Panoramic Croplands Private Limited

Panoramic Farm-Holdings Private Limited

Panoramic Krishi Utpad Private Limited

Panoramic Agrobusiness Private Limited

Panoramic Farmhouse Private Limited

Panoramic Farmery Private Limited

Panoramic Bhoomi Utpadan Private Limited

Panoramic Dhaan Samruddhi Private Limited

Graciano Cottages

B. Key Management Personnel

1 Babu Iyer (w.e.f. 1st June, 2014)

2 Utpal Parekh (Resigned from 2nd April, 2015)

3 Sanjive Arora

C. Related party transactions for the year ended March 31, 2015

10. Previous years' figures have been recast / restated to confirm to the classification of the current year

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Mar 31, 2014

1. CORPORATE INFORMATION

Panoramic Universal Limited (the "Company") provide hospitality, tours and travels and information technology services. The hospitality portfolio consists of domestic hotels. The Company''s registered office is in Mumbai.

As at March 31, As at March 31, 2014 2013

2 Share Capital

Authorised Capital

250,000,000 Equity Shares of Rs. 5 each (As at March 31, 2013 : 250,000,000 Equity Shares of Rs. 5 each) 12,500.00 12,500.00

300,000,000 Preference Shares of Rs. 5 each. As at March 31, 2013 : 300,000,000 Preference Shares of Rs. 5 each) 15,000.00 15,000.00 27,500.00 27,500.00 27,500.00 27,500.00

Issued, Subscribed and Fully Paid-up

77,745,000 Equity Shares of Rs. 5 each (As at March 31, 2013 : 77,745,000 Equity Shares of Rs. 5 each) 3,887.25 3,887.25

100,000,000 7% Cumulative Non Convertible Redeemable Preference of Rs. 5 each. (As at March 31, 2013 : 100,000,000 7% Cumulative Non Convertible Redeemable Preference of Rs. 5 each) 5,000.00 5,000.00

8,887.25 8,887.25

3.1 Reconciliation of Number of Shares and share capital

As at March 31, 2014 As at March 31, 2013 Number of Rs.in Number of Rs.in Shares Lacs Shares Lacs Equity Shares

Opening Balance as on April 1,2013 77,745,000 3,887.25 77,745,000 3,887.25

Movement during the - - - - year

Closing Balance as on March 31, 2014 77,745,000 3,887.25 77,745,000 3,887.25

Preference Shares

Opening Balance as on April 1,2013 100,000,000 5,000.00 100,000,000 5,000.00

Movement during the year - - - -

Closing Balance as on March 31, 2014 100,000,000 5,000.00 100,000,000 5,000.00

3.2 Rights, preferences and restrictions attached to shares Equity shares

The Company has one class of equity shares having a par value of Rs. 5 each. Each shareholder is eligible for one vote per share held. The dividend proposed by Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim Dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

Preference shares

Preference shares would be redeemable at par at any time within twenty years from the date of attotment i.e. January 08, 2008, at the option of the Company and the Company may apply any profits or money of the Company which may lawfully be applied for the purpose, of redemption of the Redeemable Preference Shares and the Board may determine the manner/procedures for redemption at its discretion as it may deem fit. These shares would carry dividend of 7% per annum.

3.3 Number of shares held by each shareholder holding more than 5 percentage of the issued share capital.

As at March 31, As at March 31, 2014 2013

Equity shares

Mr. Sudhir S. Moravekar 38,698,812 38,698,812

49.78% 49.78%

Pancard Clubs Limited 17,625,000 17,625,000

22.67% 22.67%

Preference shares

Pancard Clubs Limited 100,000,000 100,000,000

100.00% 100.00%

3.4 Shares allotted as fully paid up by way of bonus shares (during 5 years preceding March 31, 2014)

The Company allotted 6,47,87,500 equity shares (in the ratio 5:1) as fully paid up bonus shares by utilising the General Reserves of the Company pursuant to the approval of the Members of the Company vide postal ballot on 10th June, 2010.

3.5 Other information regarding issue of shares in last five the years

a) The Company has not issued any shares without payment being received in cash.

b) The Company has not undertaken any buy-back of shares.

29 Segment Reporting

The group has identified business segments (industry practice) as its primary segment and geographic segment as its secondary segments.

Business segments are primarily IT business and Hospitality business comprising customers providing Software Products, Room Rentals, Food and Beverages and allied services relating to hotel operations.

4 Contingent Liabilities not provided for : 2013-14 2012-13

I Estimated amount of capital commitments not provided for: 1,884.48 1,907.36

II Contingent Liabilities not provided for: Nil Nil

III Guarantees given on behalf of wholly owned subsidiary 21.70 Nil

5 Payment to Auditors for the year ended March 31, 2014

For Audit 8.20 6.67

For other services 1.59 1.34

Notes :-

1 Loans/Advances shown above, to subsidiary fall under the category of Loans/Advances in nature of Loans, where there is no repayment schedule and are re-payable on demand.

2 There are no investments by the loanees in the shares of the parent company and /or subsidiary companies.

6 Previous years'' figures have been recast / restated to confirm to the classification of the current year

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Mar 31, 2013

1. Disclosures of related parties for the year ended March 31, 2013 A. Related parties and their relationship Subsidiaries:-

a) Subsidiaries (Direct holding)

Indo Pacific Hotels Limited Panoramic Holidays Limited Panoramic Tour and Travels Limited Sri Vatsa Hotels Limited Panoramic Ace Properties Inc., USA Sai Properties Inc., USA Sai Motels Limited, New Zealand Starting Right Investments Two Two Five (Pty) Ltd, Namibia

Seaview Homes Co., Ltd, Thailand Panoramic Singapore Hospitality Pte. Ltd, Singapore Panoramic Holidays JLT, Dubai

b) Enterprises Controlled by directors/relatives:-

Pancard Clubs Limited

Pan Herbbo Limited

Herbo Effect India Limited

Panoramic Resorts (India) Limited

Sai Nirmaan Properties Limited

Hotel Pinnacle Limited

Panoramic Record Storage & Management Limited

(formerly Athiti Resorts Limited)

Golden Valley Hotels Limited

Seaview Retreats Limited

Panoramic Unnathi Private Limited

Leo Resorts and Hotels Private Limited

Vidnyan Siddhi Films Limited

Coronae Hotels Private Limited

Panoramic Leisure Getaways Private Limited

(formerly M. J. Corru-Pack Industry Private Limited)

Panoramic Agriculture and Farms Private Limited

Panoramic Hotels Limited

Pan Product Impex Private Limited

Panoramic Structures Private Limited

Panoramic Land Developers Private Limited

Panoramic Investment Advisors Private Limited

Smooth Financials Private Limited

Panoramic Husbandries Private Limited

Panoramic Agricultural Services Private Limited

Panoramic Greeneries Private Limited

Brahma Creations Private Limited

Pancard Holiday Limited

Panoramic Agrobased Services Private Limited

Panoramic Agrovet Private Limited

Panoramic Croplands Private Limited

Panoramic Farm-Holdings Private Limited

Panoramic Krishi Utpad Private Limited

Panoramic Agrobusiness Private Limited

Panoramic Farmhouse Private Limited

Panoramic Farmery Private Limited

Panoramic Bhoomi Utpadan Private Limited

Panoramic Dhaan Samruddhi Private Limited

Grand View Hotel, Restaurant & Bar

Graciano Cottages

Panoramic Realestate Consultants LLP

c) Subsidiaries ( Indirect holding)

Georgian Motel Corp., USA Sai Living Hudson Inc., USA Travel Universe Inc., USA

2. Previous years'' figures have been recast / restated to make them comparable with the current years'' figures.

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Mar 31, 2012

1.1 Rights, preferences and restrictions attached to shares Equity shares

The Company has one class of equity shares having a par value of Rs. 5 each. Each shareholder is eligible for one vote per share held. The dividend proposed by Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim Dividend. In the event of liquidation, the equity sharehold- ers are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in propor- tion to their shareholding.

Preference shares

Preference shares would be redeemable at par at any time with in twenty years from the date of attotment i.e. January 8, 2008, at the option of the Company and for the purpose of redemption the Company may apply any profits or money of the Company which may lawfully be applied for the purpose, in the redemption of the Redeemable Preference Shares and the Board may determine the manner/procedures for redemption of Preference Shares at its discretion as it may deem fit. These shares would carry dividend of 7% per annum.

1.2 Shares allotted as fully paid up by way of bonus shares (during 5 years preceding March 31, 2012)

The Company allotted 6,47,87,500 equity shares (in the ratio 5:1) as fully paid up bonus shares by utilising the General Reserves of the Company pursuant to the approval of the Members of the Company vide postal ballot on June 10, 2010.

1.3 Other information regarding issue of shares in last five years

a) The Company has not issued any shares without payment being received in cash.

b) The Company has not undertaken any buy-back of shares.

**From Saraswat Co-op Bank Limited is secured by Premises at 4th Floor, Aman Chambers, Prabhadevi, Mumbai 400025 and property at Panoramic Resort, Panvel.

*** From Indiabulls Financial Services Limited is secured against shop premises at Nav Bhavana Premises CHS Ltd. at Prabhadevi, Mumbai 400025.

**Cash Credit from Saraswat Co-Op Bank Ltd is secured by hypothecation of book debts and mortgage of Office Premises at 4th floor, Aman Chambers, Prabhadevi, Mumbai-400 025 and property at Panoramic Resort, Panvel.

* None of the suppliers had informed the Company that they are micro and small enterprises under the Micro, Small and Medium Enterprises Development Act , 2006. Hence information regarding dues to micro and small enterprises could not be furnished.

2 Retirement benefit Plan:

The present value of the defined benefit obligation and current service cost were measured using the Projected Unit Credit Method, with actuarial valuations being carried out at each balance sheet date.

The following table sets out the non funded status of the gratuity plan and the amounts recognized in the Company's financial statements as at March 31, 2012.

3. Segment Reporting

The group has identified business segments (industry practice) as its primary segment and geographic segment as its secondary segments.

Business segments are primarily IT business and Hospitality business comprising customers providing software products, Room Rentals, Food and Beverages and allied services relating to hotel operations.

(Rs. in lacs)

As at As at March 31, 2012 March 31, 2011

4. Contingent Liabilities not provided for :

I Estimated amount of capital commitments not provided for: 2,016.43 1,816.00

II Contingent Liabilities not provided for: Nil Nil

III Guarantees given on behalf of wholly owned subsidiary 695.41 616.14

Notes :-

1 Loans/Advances shown above, to subsidiary fall under the category of Loans/Advances in nature of Loans, where there is no repayment schedule and are re-payable on demand.

2 There are no investments by the loanees in the shares of the parent company and /or subsidiary companies.

5. These financial statements have been prepared in the format prescribed by the Revised Schedule VI to the Companies Act, 1956. Previous years' figures have been recast / restated.

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Mar 31, 2011

1 Secured Loans:

a) Term Loans:

(i) Term Loan of Rs. 50.74 Lakhs ( Prev Year Rs. 227.24 Lakhs ) from Saraswat Co-op Bank Ltd. is secured by Premises at 4th Floor , Aman Chambers, Prabhadevi, Mumbai 400025.

Additional Term Loan of Rs. 387.89 Lakhs ( Prev Year Rs. NIL ) drawn by creating additional charge on mortgage of Office Premises at 4th Floor , Aman Chambers, Prabhadevi, Mumbai 400025.

(ii) Term Loan of Rs. NIL ( Prev Year Rs.41.40 Lakhs ) from Axis Bank Ltd. is secured by hypothecation of a vehicle .

(iii) Term Loan of Rs. NIL ( Prev Year Rs. 1.38 Lakhs ) from Saraswat Co-op Bank Ltd. is secured by hypothecation of a vehicle.

(iv) Term Loan of Rs. NIL ( Prev Year Rs. 566.00 Lakhs ) from Union Bank India is secured against Mahim office premises and Land at Jaipur.

(v) Term Loan of Rs.120.86 Lakhs ( Prev Year 137.05 Lakhs ) from Indiabulls Financial Services Ltd. is secured against shop premises at Nav Bhavana Premises CHS Ltd. at Prabhadevi, Mumbai

b) Cash Credit:-

(i) Cash Credit from Saraswat Co-Op Bank Ltd is secured by hypothecation of book debts and mortgage of Office Premises at 4th floor, Aman Chambers, Prabhadevi, Mumbai-400 025 and property at Panvel Resorts.

2 None of the suppliers had informed the Company that they are micro and small enterprises under the Micro, Small and Medium Enterprises Development Act. Hence information regarding dues to micro and small enterprises could not be furnished.

3 Since the company has not appointed CFO, the Declaration as required under Clause 49 of the Listing Agreement has been signed by the Managing Director of the Company.

4 Retirement benefit Plan:

The present value of the defined benefit obligation and current service cost were measured using the Projected Unit Credit Method, with actuarial valuations being carried out at each balance sheet date.

5 Contingent Liabilities not provided for :

2010-11 2009-10

I Estimated amount of capital commitments not provided for: Rs.1816.00 Lacs Rs.30.44 Lacs

II Contingent Liabilities Rs. Nil Rs.Nil not provided for:

III Guarantees given on behalf of wholly owned subsidiary 61,614,000 60,507,000

6 Remuneration to Directors of Rs.7,555,307/- includes Rs.2,605,559/- being commission payable to Managing Director

7 Computation of Net Profit in accordance with Section 349 and 350 of the Companies Act, 1956

8 Disclosures of related parties for the year ended 31-03-2011

1 Enterprises owned by directors / major shareholders of the Company

a) Subsidiaries:-

Georgian Motel Corp. USA Indo Pacific Hotels Ltd. Panoramic Ace Properties Inc. USA Panoramic Holidays Ltd. Panoramic Tours and Travels Ltd. Sai Living Hudson Inc. USA Sai Motels Limited-New Zealand Sai Properties Inc. USA Sri Vatsa Hotels Ltd. Travel Universe Inc. USA

b) Enterprises Controlled by directors/relatives:-

Graciano Cottages,Grand View Hotel Restaurant & Bar, Hotel Pinnacle Ltd,Athiti Resorts Ltd,Golden Valley Hotels Ltd., Pan Herbbo Ltd., Herbo Effect (India) Ltd, Pan Product Impex P Ltd,Panoramic Land Developers P Ltd, Panoramic Investment Advisors P Ltd., Pan Ad, Panoramic Hotels Ltd., Pancard Clubs Ltd., Panoramic Structures P Ltd, Sai Nirmaan Properties Ltd., Seaview Retreats Ltd, Panoramic Tour & Travels Ltd., Smooth Financials P Ltd, Panoramic Resorts (India) Ltd., Panoramic Greeneries P Ltd, Panoramic Agriculture & Farms P Ltd., Panoramic Agricultural Services P Ltd, Panoramic Husbandries P Ltd, Panoramic Unnathi P Ltd.

2 Key Management Personnel

a) Viidyaa Moravekar Managing Director

b) Arun Tari Whole - Time Director

9 Corresponding figures for previous years presented have been regrouped, where necessary, to confirm to this year's

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Mar 31, 2010

1 Secured Loans:

a) Term Loans:

(i) Term Loan of Rs. 227.24 lakhs from Saraswat Co-op Bank Ltd. is secured by mortgage of Office Premises at 4th Floor , Aman Chambers, Prabhadevi, Mumbai 400025.

(ii) Term Loan of Rs.41.40 lakhs from Axis Bank Ltd. is secured by hypothecation of a vehicle

(iii) Term Loan of Rs.1.38 lakhs from Saraswat Co-op Bank Ltd. is secured by hypothecation of a vehicle.

(iv) Term Loan of Rs.566 lakhs from Union Bank India is secured against Mahim office premises and Land at Jaipur.

(v) Term Loan of Rs.137.05 lakhs from Indiabulls Financial Services Ltd. is secured against shop premises at Nav Bhavana Premises CHS Ltd. at Prabhadevi, Mumbai.

b) Cash Credit:- (i) Cash Credit from Saraswat Co-Op Bank Ltd is secured by hypothecation of book debts and mortgage of Office Premises at 4th floor, Aman Chambers, Prabhadevi, Mumbai-400 025 and property at Panvel Resorts.

2 None of the suppliers had informed the Company that they are micro and small enterprises under the Micro, Small and Medium Enterprises Development Act. Hence information regarding dues to micro and small enterprises could not be furnished.

3 The Company has settled arbitration proceedings before the American Arbitration Authority for USD 1.10 millions against USA based TCBY Inc. for non-performance/non-adherence of contract terms and consequent damages and compensation. The compensation received has been adjusted against the receivable amount shown against the said company and related stock. The balance amount has been shown under Other Income in the Profit & Loss Account since the expenditure incurred thereon had been written off to Pre- operative expenditure in the earlier years.

4 GDR Issue Expenses amounting to Rs. 3,433,754/- has been written off to Profit & Loss Account since the GDR issue has been shelved by the Company.

5 Since the company has not appointed CFO, the Declaration as required under Clause 49 of the Listing Agreement has been signed by the Managing Director of the Company.

6 Retirement benefit Plan:

The present value of the defined benefit obligation and current service cost were measured using the Projected Unit Credit Method, with actuarial valuations being carried out at each balance sheet date. Share of Profit / (Loss)

7 Contingent Liabilities not provided for :

I Estimated amount of capital commitments not provided for: Rs.30.44 Lacs Rs.264.27 Lacs

II Contingent Liabilities not provided for: Rs. Nil Rs.Nil

III Guarantees given on behalf of wholly owned subsidiary 60,507,000 68,269,500

8 Disclosures of related parties for the year ended 31-03-2010

1 Enterprises owned by directors / major shareholders of the Company

a) Subsidiaries:- Panoramic Ace Properties Inc. USA Sai Properties Inc. USA Georgian Motel Corp. USA

Sai Living Hudson Inc. USA Travel Universe Inc. USA Sai Motels Limited-New Zealand Indo Pacific Hotels Ltd. Panoramic Holidays Ltd. Panoramic Tours and Travels Ltd. Sri Vatsa Hotels Ltd.

b) Enterprises Controlled by directors/relatives:- Panoramic Hotels Ltd., Pancard Clubs Ltd., Pan Product Impex Pvt. Ltd, Panoramic Land Developers Pvt. Ltd, Smooth Financials Pvt. Ltd, Panoramic Resorts (India) Ltd., Pan Herbbo Ltd., Herbo Effect (India) Ltd, Panoramic Investment Advisors Pvt. Ltd., Panoramic Structures Pvt. Ltd, Sai Nirmaan Properties Ltd., Pan Ad, Grand View Hotel, Restaurant & Bar, Graciano Cottages, Hotel Pinnacle Ltd., Athiti Resorts Ltd., Golden Valley Hotels Ltd., Seaview Retreats Ltd.