Home  »  Company  »  Parsvnath Developers  »  Quotes  »  Notes to Account
Enter the first few characters of Company and click 'Go'

Notes to Accounts of Parsvnath Developers Ltd.

Mar 31, 2016

* Investment in these shares are subject to non disposal undertakings furnished in favor of Investors for investments made in the respective companies.

# Parsvnath Rail Land Project Private Limited is considered as a Subsidiary on the basis of Voting Power in the said Company.

$ The securities have been pledged with banks / non-banking financial companies / debenture trustees towards securities against loans taken / debentures issued.

b. The Company has other commitments, for purchases orders which are issued after considering requirements as per the operating cycle for purchase of goods and services, in the normal course of business.

Note 1:

The Company did not have any long-term contracts including derivative contracts for which there are any material foreseeable losses.

Note 2:

There have been no delays in transferring amounts, required to be transferred to the Investor Education and Protection Fund.

Note 3:

The Company has entered into concession agreements with Delhi Metro Rail Corporation Limited (DMRC) for various projects on Build-Operate-Transfer (BOT) basis. In two of such projects, the Company was unable to commercially utilize the properties due to (a) lack of clarity between DMRC and Municipal Corporation of Delhi (MCD) with respect to authority for sanction of building plans for Tis Hazari Project; and (b) non-submission of certain documents by DMRC as required by the sanctioning authority for Netaji Subhash Place Project. In view of these delays, the Company has sought concessions from DMRC and has invoked the Arbitration clause of the respective concession agreements in case of these two projects. In respect of Netaji Subhash Place Project, the arbitration award has been received in favor the Company.

In case of another project, viz. Welcome Mall, construction activities had to be suspended as the property development area allotted to the Company was infringing the proposed line of Metro Station to be constructed by DMRC under phase III. Consequently, the construction activities could not be restarted due to DMRC''s inability to provide necessary clarification regarding FAR availability on the property development area and final approved revised layout plan from MCD.

Pending arbitration award / necessary clarifications and documents, the Company has not provided for recurring license fees amounting to Rs, 1,266.38 lacs (previous year Rs, 2,262.55 lacs) and has shown the same under contingent liabilities. However, the Company has continued to carry forward the advances / costs incurred on these projects after charging for amortization / depreciation on periodical basis.

In case of another project, viz Seelampur Plot, the sanction of building plans by MCD got delayed for want of No Objection Certificate (NOC) from Government agencies. Accordingly, DMRC was approached to waive the recurring payment liability for the disputed period. Since an amicable resolution could not be reached out between the Company and DMRC, the Company invoked "Arbitration Clause" under the concession agreement for settlement of the matter.

Note 4:

Pursuant to Investment Agreement dated 21 December, 2010 entered into between the Company, Parsvnath Build well Private Limited (PBPL), Parasnath And Associates Private Limited (CoPromoter) and two overseas Investment entities (Investors) and ''Assignment of Development Rights Agreement'' dated 28 December, 2010 entered into with PBPL and Collaborators, the Company had assigned Development Rights in respect of one of its ongoing projects, namely, ''Parsvnath Exotica, Ghaziabad'' (on land admeasuring 31 acres) situated at Village Arthala, Ghaziabad (the Project) to PBPL on terms and conditions contained therein. Further the Company has given the following undertakings to PBPL:

a. The project shall be completed within the agreed completion schedule. Construction cost for completion of project shall not exceed the amount set out in the agreement and the project revenue from sold area shall be at least the amount set out in the agreement.

b. In case of delays in completion of the project, any penalties or compensation payable to customers shall be borne by the Company.

c. The Company shall not, directly or indirectly, create any encumbrance over or transfer any Equity securities held by it in PBPL during the lock in period (till completion of project) except for securing construction loan.

Note 5:

The Company had entered into a Memorandum of Understanding (MOU) dated 22 December, 2010 with Parsvnath Realcon Private Limited (PRPL), a wholly owned subsidiary of its subsidiary Parsvnath Buildwell Private Limited (PBPL) in terms of which the Company had assigned development rights of the project, namely, ''Parsvnath Paramount'' on land admeasuring 6,445 square metres situated at Subhash Nagar, New Delhi to PRPL. The Company has also entered into ''Project Management Agreement'' with PRPL and PBPL for overall management and coordination of project development. Further, the Company has given the following undertakings to PRPL:

a. It shall complete the project within the completion schedule and construction cost as set out in the Agreement.

b. The project revenues from the sold area shall be at least the amount set out in the Agreement

c. In the event of construction cost overrun or revenue shortfall, the Company shall contribute such excess/shortfall amount against allotment of equity shares or other instruments at such premium as may be mutually determined by the parties.

Note 6:

The Company had entered into a Development Agreement (DA) with Chandigarh Housing Board (CHB) for the development of an integrated project (''the project'') at Chandigarh. Owing to various factors, disputes had arisen between the Company and CHB. Consequently, the Company had invoked the arbitration clause in the DA. Hon''ble Sole Arbitrator had pronounced the award in January, 2015 which was accepted by the Company and the CHB. Pursuant to the arbitration award, the project was discontinued and surrendered to CHB. The loss of Rs, 46,971.24 lacs incurred on surrender of project was written off and was shown as ''Exceptional Item'' in the statement of Profit and Loss during the financial year 2014-15.

Subsequent to the acceptance and implementation of the award, it was noticed that due to a computational error in the award, the awarded amount was deficient by approximately Rs, 14,602.00 lacs. Consequently, the Company made an application to the Hon''ble Sole Arbitrator for correction of the computational error. However, the Sole Arbitrator in his findings, while admitting the error, stated that after acceptance and implementation of the award by both the parties he had become non-functionary and therefore rejected the claims made by the Company. The Company has since filed its objections under section 34 of the Arbitration and Conciliation Act, 1996 read with section 151 of Code of Civil Procedure (CPC) before the Additional District Judge cum MACT, Chandigarh and the Court has issued notice to CHB for filing its reply and has also called for the Arbitral Record from the Sole Arbitrator. Pending decision of the Additional District Judge, the amount of Rs, 14,045.00 lacs (net of tax deducted at source) has been shown as recoverable and included under short-term loans and advances in Note 19.

Note 7:

The Company had given an advance of Rs, 4,835.45 lacs to one of its subsidiaries viz., Parsvnath Film City Limited (PFCL) for execution of Multimedia-cum-Film-City Project at Chandigarh. PFCL had deposited Rs, 4,775.00 lacs with ''Chandigarh Administration'' (CA) for acquiring development rights in respect of a plot of land admeasuring 30 acres from CA, under Development Agreement dated 2 March, 2007 for development of a "Multimedia-cum-Film City" Complex. Since CA could not handover the possession of the said land to PFCL in terms of the said Development Agreement. PFCL invoked the arbitration clause for seeking refund of the allotment money paid along with compensation, cost incurred and interest thereon.

The Arbitral Panel vide its order dated 10 March, 2012, decided the matter in favour of PFCL and awarded refund of '' 4,919.00 lacs towards the earnest money paid and other expenses incurred by PFCL along with interest @ 12 % per annum. Subsequently, the CA filed a petition before the Additional District Judge at Chandigarh challenging the award under section 34 of The Arbitration and Conciliation Act, 1996. The said petition was dismissed by the Hon''ble District Judge vide his order dated 07 May, 2015.

The Execution Petition was filed before Additional District Judge (ADJ), Chandigarh for the execution of the Arbitral Award by PFCL. In the meantime, CA filed an appeal under section 37 of the Arbitration and Conciliation Act, 1996 before the Punjab and Haryana High Court at Chandigarh against the orders of the ADJ, Chandigarh pertaining to the Award of Arbitral Tribunal. The Hon''ble High Court allowed the appeal filed by CA and set aside the arbitral award vide its orders dated 17 March, 2016. The Company has now filed a Special Leave Petition (SLP) before the Hon''ble Supreme Court of India.

Note 8:

The Company had executed an ''Amended and Restated Investment and Security Holders'' Agreement'' dated 14 September, 2010 with one of its subsidiaries, Parsvnath Estate Developers Private Limited (PEDPL), two Overseas Investment Entities (Investors) and others for development of an office complex on a plot of land admeasuring 15,583.83 square meters situated at Bhai Veer Singh Marg, New Delhi, on the terms and conditions as contained in the Agreement and as amended from time to time. The Rights in the said plot have been allotted on ''Build-Operate-Transfer'' (BOT) basis to the Company by Delhi Metro Rail Corporation Ltd. (DMRC). These Rights have been assigned by the Company in favour of PEDPL for implementation of the Project on obtaining approval of DMRC.

PEDPL had commenced its commercial operations during the previous year.

Note 9:

The Company had executed a ''PDL Support Agreement'' in favour of Parsvnath Landmark Developers Private Limited (PLDPL) and J.P. Morgan Advisors India Private Limited (JP Morgan) being the Security Trustees for the Term Loan of Rs, 14,000.00 lacs given by JP Morgan to PLDPL. In terms of the said Agreement, the Company has given an undertaking for completion of construction of ''La

Tropicana'' Project, New Delhi, within the amount set out in the Agreement and within the Completion Schedule, as stated therein. Any escalation in the construction cost is to be funded by the Company. Further, the Company has also undertaken that it shall maintain at all times not less than 78% of the ownership interest and voting rights in PLDPL.

Note 10:

The Company was declared as the "Selected Bidder" for grant of lease for development of project on a plot of land at Sarai Rohilla, Kishanganj, Delhi by ''Rail Land Development Authority'' (RLDA) vide its ''Letter of Acceptance'' (LOA) dated 26 November, 2010. In terms of the LOA, the project was being implemented through a Special Purpose Vehicle (SPV), Parsvnath Promoters and Developers Private Limited (PPDPL). Subsequently, in terms of the requirements of RLDA, another Company in the name of Parsvnath Rail Land Project Private Limited (PRLPPL) was incorporated as an SPV to implement the project. RLDA has accepted PRLPPL as the SPV vide its letter dated 3 August, 2012.

The Company has executed an ''Investment and Security Holders'' Agreement on 20 December 2012 with PRLPPL and two overseas Investment entities (Investors) in relation to the project. Subsequently, the Company executed an ''Amended and Restated Investment and Security Holders Agreement'' on 21 August, 2013 with PRLPPL and aforesaid Investors for financing of the project.

Due to multifarious reasons, including the lack of statutory approvals of lay out and building plans by NDMC, PRLPPL was not able to achieve ''Financial Closure'' as per Article 7 of the Development Agreement (executed between RLDA, PRLPPL and the Company) which resulted in deemed termination of the Development Agreement. The Company has invoked the arbitration clause in the Development Agreement for recovery of amount paid to RLDA together with interest thereon after the required deductions on deemed termination of Agreement. The arbitration proceedings have since commenced.

Note 11: Managerial remuneration

Managerial remuneration of Rs, 85.56 lacs was paid by the Company during the year in excess of the limits specified in the Companies Act, 2013 subject to approval of the same by the Central Government. The Company had filed applications for approvals in respect thereof with the Ministry of Corporate Affairs, Government of India after obtaining the requisite shareholders'' approval. The Ministry of Corporate Affairs vide its letters dated 10 May, 2016 rejected the Company''s applications for the current year and also for an amount of Rs, 255.00 lacs paid in the previous year. The Company has reversed/adjusted managerial remuneration of the current year and Rs, 255.00 lacs pertaining to the previous year ended 31 March, 2015 and accordingly, amounts paid to directors of Rs, 340.56 lacs are shown as recoverable from directors under the head ''Short-term loans and advances'' in Note 19 to the financial statements.

Note 12:

Trade receivables include Rs, 39,264.60 lacs (Previous year Rs, 31,868.31 lacs) outstanding for a period exceeding six months. Due to continued recession in the industry, there have been delays in collections from customers. In view of industry practice and terms of agreement with customers, all these debts are considered good for recovery and hence no provision is considered necessary.

Note 13:

In the opinion of the Board of directors, current assets and long-term loans and advances do have a value on realization in the ordinary course of business at least equal to the amount at which they are stated.

Note 14:

Pursuant to the Income Tax assessment order dated 30 March,

2016, provision for income tax amounting to Rs, 6,460.77 lacs has been adjusted against deferred tax assets and Minimum Alternate Tax (MAT) credit of Rs, 2,601.08 lacs has been recognized during the year. Consequent to these adjustments, amount of Rs, 2,440.50 lacs (Net of other short/excess tax provisions relating to earlier years) has been credited to the Statement of Profit and Loss as tax adjustment of earlier years.

Note 15: Depreciation

During the previous year, the Company had reviewed and revised the useful life of fixed assets, generally in accordance with the provisions of Schedule II to the Companies Act, 2013 for the purpose of providing depreciation on its fixed assets. Further, to rationalize the method of computation of depreciation, the Company had changed the method of depreciation from Written Down Value (WDV) method to Straight Line Method (SLM) for all the fixed assets during the previous year.

Consequent to the adoption of revised policy of depreciation, the difference between accumulated depreciation as of 31 March, 2014 recomputed on SLM method and the corresponding accumulated depreciation in the books amounting to Rs, 867.89 lacs was written back and credited to the Statement of Profit and Loss for the year ended 31 March, 2015. The carrying amount of fixed assets, whose revised remaining useful life is determined as Nil as at 1 April, 2014 amounting to Rs, 40.93 Lacs (net of deferred tax of Rs, 21.09 Lacs) was charged to opening balance of ''Surplus in Statement of Profit and Loss''.

Note 16: Corporate social responsibility

In terms of provisions of section 135 of the Companies Act, 2013, the Company was not required to spend any amount on activities relating to Corporate Social Responsibilities (CSR).

Figures in brackets relates to the previous year.

Note: All the above loans and advances are repayable on demand and all these advances (except loan to Parsvnath HB Projects Private Limited and Parsvnath Estate Developers Private Limited) are non-interest bearing.

Note 17:

The Company is engaged in the business of real estate development, which has been classified as infrastructural facilities as per Schedule VI to the Companies Act, 2013. Accordingly, provisions of section 186 of the Companies Act are not applicable to the company and hence no disclosure under that section is required.

Note 18:

The Company is setting up various projects on Build Operate Transfer (BOT) basis. Costs incurred on these Projects till completion of the project are reflected as Capital Work in Progress. Details of incidental expenditure incurred during construction in respect of Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the management. This has been relied upon by the auditors.

Note 19:

The Company has no outstanding derivative or foreign currency exposure as at the end of the current year and previous year.

Note 20: Employee benefit plans Defined contribution plans

The Company makes Provident Fund contributions to Regional Provident Fund Commissioner (RPFC) and ESI contributions to Employees State Insurance Corporation (ESIC), which are defined contribution plans, for qualifying employees. The Company contributes a specified percentage of salary to fund the benefits. The Company recognized '' 59.30 lacs (Previous year Rs, 52.29 lacs) for Provident Fund and ESI contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at the rates specified in the rules of the scheme.

Defined benefit plan

Gratuity is a defined benefit plan covering eligible employees. The plan provides for a lump sum payment to vested employees on retirement, death while in employment or termination of employment of an amount equivalent to 15 days salary for each completed year of service. Vesting occurs on completion of five years of service.

The discount rate is based on the prevailing market yields of Government of India securities as at the balance sheet date for the estimated term of the obligations.

The estimates of future salary increases considered in the actuarial valuation takes into account the inflation, seniority, promotion, increments and other relevant factors on long-term basis.

Year Rs, 1,139.52 lacs) paid/payable by the Company during the year, Rs, 502.96 lacs (Previous year Rs, 764.65 lacs) has been charged to the Statement of Profit and Loss and Rs, 362.16 lacs (Previous Year Rs, 374.87 lacs) has been capitalised. The total of future minimum license payments are as follows:

The discount rate is based on the prevailing market yields of Government of India securities as at the balance sheet date for the estimated term of the obligations.

The estimates of future salary increases considered in the actuarial valuation takes into account the inflation, seniority, promotion, increments and other relevant factors on long-term basis.

Note 21: Segment information

The Company is predominantly engaged in the business of Real Estate, thus operates in a single business segment. The Company is operating in India, which is considered as single geographical segment. Accordingly no disclosure is required under AS-17.

Note 22: Leasing arrangements as lessee

The Company has entered into Concession Agreements with Delhi Metro Rail Corporation (DMRC) and has acquired the License Rights to develop properties and sub license it to the customers for a defined period of time. Of the license fees of Rs, 865.12 Lacs (Previous

Upfront fee paid by the Company has not been considered as lease charges.

The Company has recognized lease charges of Rs, 479.21 lacs (previous year Rs, 375.16 lacs) in respect of other cancellable leases in the Statement of Profit and Loss.

Note 23: Operating leases as lessor

The Company has given certain buildings and facilities under non-cancellable operating leases. The future minimum lease payments in respect of these leases as at 31 March, 2016 are:

Note 24: Earnings per share

The earnings considered in ascertaining the Company''s EPS comprises the profit / (loss) available for shareholders (i.e. profit / (loss) after tax and statutory / regulatory appropriations). The number of shares used in computing basic EPS is the weighted average number of shares outstanding during the year.

Note 25: Related party transactions a. List of related parties

i. Subsidiary Companies

- Parsvnath Infra Limited

- Parsvnath Film City Limited

- Parsvnath Landmark Developers Private Limited

- Parsvnath Telecom Private Limited

- Parsvnath Hotels Limited

- PDL Assets Limited

- Parsvnath Developers Pte. Ltd. (Overseas subsidiary -Singapore)

- Primetime Realtors Private Limited

- Parsvnath Estate Developers Private Limited

- Parsvnath Promoters And Developers Private Limited

- Parsvnath Hessa Developers Private Limited

- Parsvnath Hospitality Holding Ltd., Singapore (upto 20 January, 2015)

(Subsidiary of Parsvnath Developers Pte. Limited, Singapore)

- Parsvnath MIDC Pharma SEZ Private Limited (Subsidiary of Parsvnath Infra Limited)

- Parsvnath Buildwell Private Limited

- Parsvnath Realcon Private Limited (Subsidiary of Parsvnath Buildwell Private Limited)

- Parsvnath Rail Land Project Private Limited #

- Parsvnath HB Projects Private Limited

# Subsidiary by virtue of Accounting Standard (AS-21) on ''Consolidated Financial Statements''

ii. Entities over which the Company, subsidiary companies or key management personnel or their relatives, exercise significant influence

- Aahna Realtors Private Limited

- Adela Buildcon Private Limited

- Afra Infrastructure Private Limited

- Ajit Board Private limited (up to 13 January, 2015)

- Amazon India Limited *

- Arunachal Infrastructure Private Limited

- Ashirwad Realtors Private Limited

- Bae Buildwell Private Limited

- Baidehi Infrastructure Private Limited

- Balbina Real Estates Private Limited

- Banita Buildcon Private Limited

- Bliss Infrastructure Private Limited

- Brinly Properties Private Limited

- Charushila Buildwell Private Limited

- Congenial Real Estates Private Limited

- Coral Buildwell Private Limited

- Cyanea Real Estate Private Limited - Parsvnath Biotech Private Limited

- Dae Realtors Private Limited - Parsvnath Knowledge Park Private Limited

- Dai Real Estates Private Limited - Parsvnath Cyber City Private Limited

- Deborah Real Estate Private Limited - Parsvnath Retail Limited

- Deleena Developers Private Limited . Parikrama Infrastructure Private Limited

- Dhiren Real Estates Private Limited . Pearl Propmart Private Limited

- Elixir Infrastructure Private Limited . Perpetual Infrastructure Private Limited

- Enormity Buildcon Private Limited . Pradeep Kumar Jain & Sons (HUF)

- Farhad Realtors Private Limited # Prasidhi Developers Private Limited

- Gauranga Realtors Private Limited . Prastut Real Estate Private Limited

. Gauresh BuildweN Private Limited . Prosperity Infrastructures Private Limited

. Gem BuildweN Private Limited . Rangoli Buildcon Private Limited

- Generous Buildwell Private Limited

- Rangoli Infrastructure Private Limited

- Himsagar Infrastructure Private Limited

- Sadgati Buildcon Private Limited

- Homelife Real Estate Private Limited *

- Samiksha Realtors Private Limited

- Izna Realcon Private Limited , ,

- Sapphire Buildtech Private Limited

- Jaguar Buildwell Private Limited

- Scorpio Realtors Private Limited

- Janak Finance & Leasing Private Limited

- Silverstreet Infrastructure Private Limited

- Jodhpur Infrastructure Private Limited

. K.B. Realtors Private Limited * Snigdha BuildweN Private Limited

. Kalyani Pulp Private Limited (upto 3 February, 2015) * Springdale Realtors Private Limited

. Laban Real Estates Private Limited * Stupendous Buildtech Private Limited

- Label Real Estates Private Limited * Suksma Buildtech Private Limited

- Lakshya Realtors Private Limited. * Sumeru Developers Private Limited

- Landmark Malls and Towers Private Limited * Timebound Contracts Private Limited

- Landmark Township Planners Private Limited * Vardaan Buildtech Private Limited *

- LSD Realcon Private Limited * Parsvnath Developers (GMBT) Private Limited

- Madhukanta Real Estate Private Limited - Parsvnath Developers (SBBT) Private Limited

- Magic Promoters Private Limited * Jarul Promoters & Developers Private Limited

- Mirage Buildwell Private Limited - Baasima Buildcon Private Limited

- Mahanidhi Buildcon Private Limited - Vital Buildwell Private Limited

- Navneet Realtors Private Limited * Associates of the Company

- New Hind Enterprises Private Limited iii. Joint Ventures

- Nilanchal Realtors Private Limited - Ratan Parsvnath Developers (AOP)

- Noida Marketing Private Limited . Palakkad Infrastructure Private Limited (upto 12 March, 2016)*

- Oni Projects Private Limited * The Company has been dissolved upon the striking off of its

- P.S. Realtors Private Limited name from the Register of ROC, Ernakulam, Kerala, with effect

- Paavan Buildcon Private Limited from 13 March, 2016.

- Panchvati Buildwell Private Limited iv. Key Management Personnel

- Parasnath And Associates Private Limited * Mr. Pradeep Kumar Jain, Chairman

- Parsvnath Dehradun Info Park Private Limited - Mr. Sanjeev Kumar Jain, Managing Director and CEO

- Parsvnath Indore Info Park Private Limited - Dr. Rajeev Jain, Whole-time Director

- Parsvnath Gurgaon Info Park Private Limited v. Relatives of Key Management Personnel (with whom the

- Parsvnath Realty Ventures Limited Company had transactions)

- Parasnath Travels & Tours Private Limited * Mrs. Nutan Jain (Wife of Mr. Pradeep Kumar Jain, Chairman)

Note: Figures in italics represents previous year figures

Note 26: Previous year''s figures

Previous year''s figures have been regrouped / reclassified wherever necessary to correspond with the current year''s classification / disclosure.


Mar 31, 2015

Note 1: Contingent liabilities (to the extent not provided for)

(Rs. in lacs) Particulars As at As at 31 March, 2015 31 March, 2014

a. Claims against the Company not acknowledged as debt*:

i. Demand for payment of stamp duty 822.00 904.10

ii. Customer complaints pending in courts 11,131.52 10,444.78

iii. Civil cases against the Company 63.31 61.05

iv. Income tax demand 807.26 667.88

v. Trade tax demand 294.76 1,771.40

vi. Licence fee to DMRC (see note 31) 2,262.55 1,104.27

vii. Others 9.07 9.07

b. Security/performance guarantees issued by the banks to Government 15.06 15.06 authorities on behalf of a group company, for which the Company has provided counter guarantee

c. Corporate guarantees issued on behalf of subsidiary companies in respect of loans taken by them:

i. Sanctioned amount 36,268.00 41,268.00

ii. Outstanding amount 26,926.67 31,926.67

d. Corporate guarantees issued on behalf of other Company in respect of loans taken by it:

i. Sanctioned amount - 11,000.00

ii. Outstanding amount - 11,000.00

Note 30: Commitments

(Rs. in lacs)

Particulars As at As at 31 March, 2015 31 March, 2014

a. Estimated amount of 17,008.97 15,909.09 contracts remaining to be executed on capital account and not provided for (net of advances)

Note 31:

The Company has entered into concession agreements with Delhi Metro Rail Corporation Limited (DMRC) for various projects on Build-Operate-Transfer (BOT) basis. In two of such projects, the Company was unable to commercially utilise the properties due to (a) lack of clarity between DMRC and MCD with respect to authority for sanction of building plans for Tis Hazari Project; and (b) non-submission of certain documents by DMRC as required by the sanctioning authority for Netaji Subhash Place Project. In view of these delays, the Company has sought concessions from DMRC and has invoked the Arbitration clause of the respective concession agreements in case of these two projects.

In case of another project, viz. Welcome Metro Mall, construction activities had to be suspended as the property development area allotted to the Company was infringing the proposed line of Metro Station to be constructed by DMRC under phase III. Consequently, the construction activities could not be restarted due to DMRC's inability to provide necessary clarification regarding FAR availability on the property development area and final approved revised layout plan from MCD.

Pending arbitration award/necessary clarifications and documents, the Company has not provided for recurring license fees for the above Projects accumulated to Rs. 2,262.55 lacs (previous Year Rs. 1,104.27 lacs) and has shown the same under contingent liabilities. However, the Company has continued to carry forward the advances / costs incurred on these projects after charging for amortisation / depreciation on periodical basis.

In case of another project, viz Seelampur Plot, the sanction of building plans by Municipal Corporation of Delhi (MCD) got delayed for want of No Objection Certificate (NOC) from Government agencies. Accordingly, DMRC was approached to waive the recurring payment liability for the disputed period. Since an amicable resolution could not be reached out between the Company and DMRC, the Company invoked "Arbitration Clause" under the concession agreement for settlement of the matter.

Note 2:

Pursuant to Investment Agreement dated 21 December, 2010 entered into between the Company, Parsvnath Buildwell Private Limited (PBPL), Parasnath And Associates Private Limited (Co-Promoter) and two overseas Investment entities (Investors) and 'Assignment of Development Rights Agreement' dated 28 December, 2010 entered into with PBPL and Collaborators, the Company had assigned Development Rights in respect of one of its ongoing projects, namely, 'Parsvnath Exotica, Ghaziabad' (on land admeasuring 31 acres) situated at Village Arthala, Ghaziabad (the Project) to PBPL on terms and conditions contained therein. Further the Company has given the following undertakings to PBPL:

a. The project shall be completed within the agreed completion schedule. Construction cost for completion of project shall not exceed the amount set out in the agreement and the project revenue from sold area shall be at least the amount set out in the agreement.

b. In case of delays in completion of the project, any penalties or compensation payable to customers shall be borne by the Company.

c. The Company shall not, directly or indirectly, create any encumbrance over or transfer any Equity securities held by it in PBPL during the lock in period (till completion of project) except for securing construction loan.

Note 3:

The Company had entered into a Memorandum of Understanding (MOU) dated 22 December, 2010 with Parsvnath Realcon Private Limited (PRPL), a wholly owned subsidiary of its subsidiary Parsvnath Buildwell Private Limited (PBPL) in terms of which the Company had assigned development rights of the project, namely, 'Parsvnath Paramount' on land admeasuring 6,445 square metres situated at Subhash Nagar, New Delhi to PRPL. The Company has also entered into 'Project Management Agreement' with PRPL and PBPL for overall management and coordination of project development. Further, the Company has given the following undertakings to PRPL:

a. It shall complete the project within the completion schedule and construction cost as set out in the Agreement.

b. The project revenues from the sold area shall be at least the amount set out in the Agreement

c. In the event of construction cost overrun or revenue shortfall, the Company shall contribute such excess/ shortfall amount against allotment of equity shares or other instruments at such premium as may be mutually determined by the parties.

Note 4:

The Company had entered into a Development Agreement (DA) with Chandigarh Housing Board (CHB) for the development of residential, commercial and other related infrastructure facilities as an integrated project ('the project') on land admeasuring 123.79 acres situated at Rajiv Gandhi Technology Park, Chandigarh.

Owing to various factors such as delay in handing over unencumbered land and consequent non-determination of start of development period, delay in approval of drawings, etc. and various other issues, disputes had arisen between the Company and CHB. Consequently, the Company had invoked the arbitration clause in the DA.

Arbitration proceedings after following due process under the law have been concluded and the Hon'ble Sole Arbitrator has pronounced the Award in January, 2015 which was accepted by the Company and the CHB. Pursuant to the arbitration award, the project has been discontinued during the year and has been surrendered to CHB. The loss of Rs. 46,971.24 lacs incurred on surrender of project has been written of and shown as 'Exceptional Item' in the Statement of Profit and Loss.

Subsequent to the acceptance and implementation of the Award, it was noticed that due to a computational error in the Award, the awarded amount was deficient by approx. Rs. 14,602 lacs. Consequently, the Company has made an application to the Hon'ble Sole Arbitrator for correction of the computational error. However, the Sole Arbitrator in his findings, while admitting the error, stated that after acceptance and implementation of the Award by both the parties he has now become non-functionary and therefore rejected the claims made by the Company. The Company has since fled its objections under section 34 of the Arbitration and Conciliation Act, 1996 read with section 151 of CPC before the Additional District Judge cum MACT, Chandigarh and the Court has issued notice to CHB for fling its reply and also called for the Arbitral Record from the Sole Arbitrator. Pending decision of the Additional District Judge, the amount of Rs. 14,045 lacs (net of tax deducted at source) has been shown as recoverable and included under short-term loans and advances in Note 19.

Note 5:

The Company had given an advance of Rs. 4,825.69 lacs to one of its subsidiaries viz., Parsvnath Film City Limited (PFCL) for execution of Multimedia-cum-Film City Project at Chandigarh. PFCL has deposited Rs. 4,775.00 lacs with Chandigarh Administration (CA) for acquiring development rights in respect of a plot of land admeasuring 30 acres from CA, under Development Agreement dated 2 March 2007 for development of a Multimedia-cum-Film City Complex. Since CA could not handover possession of the said land to PFCL in terms of the Development Agreement, PFCL accordingly invoked the arbitration clause seeking refund of allotment money paid along with compensation, cost incurred and interest thereon.

The Arbitral Panel vide its order dated 10 March, 2012 had decided the matter in favour of PFCL and awarded refund of Rs. 4,919.00 lacs towards the earnest money paid and other expenses incurred by PFCL along with interest @ 12% per annum. Subsequently, the CA fled a petition before the Additional District Judge at Chandigarh challenging the award under section 34 of The Arbitration and Conciliation Act, 1996. The said petition was dismissed by the Hon'ble District Judge vide his Order dated 7 May, 2015.

The Hon'ble Judge vide his judgment has decided the matter in favour of the Company and stated that the Arbitration Award is final and that there is no occasion to set aside the Award of the Arbitrator. Considering the facts and the discussions with Legal Counsel, the Management considers the above advance as good and fully recoverable.

Note 6:

The Company had executed an 'Amended and Restated Investment and Security Holders' Agreement' dated 14 September, 2010 with one of its Subsidiaries, Parsvnath Estate Developers Private Limited (PEDPL), two Overseas Investment Entities (Investors) and others for development of an office complex on a plot of land admeasuring 15,583.83 sq. mtrs. situated at Bhai Veer Singh Marg, New Delhi, on the terms and conditions as contained in the Agreement and as amended from time to time. The Rights in the said plot have been allotted on 'Build Operate Transfer' (BOT) basis to the Company by Delhi Metro Rail Corporation Ltd. (DMRC). These Rights have been assigned by the Company in favour of PEDPL for implementation of the Project on obtaining approval of DMRC.

The Phase I of the project has been completed and capitalised during the year and PEDPL has commenced its commercial operations during the year.

Note 7:

The Company had executed a 'PDL Support Agreement' in favour of Parsvnath Landmark Developers Private Limited (PLDPL) and J.P. Morgan Advisors India Private Limited (JP Morgan) being the Security Trustees for the Term Loan of Rs. 14,000.00 lacs given by JP Morgan to PLDPL. In terms of the said Agreement, the Company has given an Undertaking for completion of construction of 'La Tropicana' Project, New Delhi, within the amount set out in the Agreement and within the Completion Schedule, as stated therein. Any escalation in the construction cost is to be funded by the Company. Further, the Company has also undertaken that it shall maintain at all times not less than 78% of the Ownership interest and voting rights in PLDPL.

Note 8:

The Company was declared as the "Selected Bidder" for grant of lease for development of project on a plot of land at Sarai Rohilla, Kishanganj, Delhi by 'Rail Land Development Authority' (RLDA) vide its 'Letter of Acceptance' (LOA) dated 26 November, 2010. In terms of the LOA, the project was being implemented through a Special Purpose Vehicle (SPV), Parsvnath Promoters and Developers Private Limited (PPDPL). Subsequently, in terms of the requirements of RLDA, another Company in the name of Parsvnath Rail Land Project Private Limited (PRLPPL) was incorporated as an SPV to implement the project. RLDA has accepted PRLPPL as the SPV vide its letter dated 3 August, 2012.

The Company has executed an 'Investment and Security Holders' Agreement dated 20 December 2012 with PRLPPL and two overseas Investment entities (Investors) in relation to the project. Subsequently, the Company has executed an 'Amended and Restated Investment and Security Holders Agreement' on 21 August, 2013 with PRLPPL alongwith aforesaid Investors for fnancing of the project.

Note 9:

The Company had entered into a Joint Development Agreement on 21 November, 2012 with Honey Builders Limited (HBL) for the purpose of joint development of a residential plotted township (Project) situated at Sohna Road, Gurgaon on the lands owned / development rights held by the Company and HBL.

However, pursuant to the Collaboration Agreement dated 17 September, 2014 entered amongst the Company, HBL along with the Land Owning Companies and Supertech Limited (SL), the Development and Sales Rights over the project land has been transferred to SL.

Note 10: Managerial remuneration

The Company has reversed managerial remuneration amounting to Rs. 173.14 lacs paid in excess of the limits specified under the Companies Act, 2013 which amounts are being held in trust by the directors. The Company intends to obtain shareholders approval in the ensuing Annual General Meeting and fle applications with the Central Government to obtain requisite approvals.

Note 11:

Trade receivables include Rs. 31,868.31 lacs (Previous year Rs. 31,816.72 lacs) outstanding for a period exceeding six months. Due to continued recession in the industry, there have been delays in collections from customers. In view of industry practice and terms of agreement with customers, all these debts are considered good for recovery and hence no provision is considered necessary.

Note 12:

In the opinion of the Board of directors, current assets and long-term loans and advances do have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated.

Note 13:

The Company has other commitments, for purchases orders which are issued after considering requirements as per operating cycle for purchase of goods and services, in normal course of business. The Company does not have any long-term contracts including derivative contracts for which there are any material foreseeable losses.

Note 14:

Pursuant to the Income Tax assessment order dated 26 March, 2015, excess provision for Income Tax amounting to Rs. 10,574.00 lacs has been written back in respect of the assessment year 2012-13.

Note 15: Depreciation

Effective 1 April, 2014, the Company has reviewed and revised the useful life of fixed assets, generally in accordance with the provisions of Schedule II to the Companies Act, 2013 for the purpose of providing depreciation on its fixed assets. The carrying amount of fixed assets as on 1 April, 2014 is depreciated over the revised remaining useful life. The carrying amount of fixed assets with revised useful life as nil, has been charged to opening reserves as on 1 April, 2014 in accordance with transitional provision specified in Schedule II to the Companies Act, 2013. Further, to rationalise the method of computation of depreciation, the Company has changed the method of depreciation from Written Down Value (WDV) method to Straight Line Method (SLM) for all the fixed assets. The effect of change in method of depreciation from WDV to SLM has been applied retrospectively and diferential amount has been charged/ credited to the Statement of Profit and Loss.

Consequent to the adoption of revised policy of depreciation, and in accordance with requirements of Accounting Standard 6 'Depreciation Accounting', the difference between accumulated depreciation as of 31 March, 2014 recomputed on SLM method as above and the corresponding accumulated depreciation in the books amounting to Rs. 867.89 lacs has been written back and credited to the Statement of Profit and Loss for the year ended 31 March, 2015. The carrying amount of fixed assets, whose revised remaining useful life is determined as Nil as at 1 April, 2014 amounting to Rs. 40.93 Lacs (net of deferred tax of Rs. 21.09 Lacs) has been charged to opening balance of 'Surplus in Statement of Profit and Loss'. Had the Company followed the earlier method of depreciation of fixed assets, the charge to the statement of Profit and Loss for the year ended 31 March, 2015 would have been higher by 90.00 Lacs, with consequential impact on net block of fixed assets and loss before tax.

Note 16: Corporate social responsibility

In terms of provisions of section 135 of the Companies Act, 2013, the Company was required to spend an amount of Rs. 238.38 lacs on activities relating to Corporate Social Responsibilities (CSR). The Company has framed the CSR policy in accordance with the scheme, however no amount was spent during the year on CSR activities.

Figures in brackets relates to the previous year.

Note: All the above loans and advances (except loan to Parsvnath HB Projects Private Limited) are non-interest bearing and are repayable on demand.

Note 17:

The Company is engaged in the business of real estate development, which has been classified as infrastructural facilities as per Schedule VI to the Companies Act, 2013. Accordingly, provisions of section 186 of the Companies Act are not applicable to the company and hence no disclosure under that section is required.

Note 18:

The Company is setting up various projects on Build Operate Transfer (BOT) basis. Costs incurred on these Projects till completion of the project are reflected as Capital-Work-in- Progress. Details of incidental expenditure incurred during construction in respect of these capital projects debited to capital work-in-progress are as under:

Note 19:

The Company has no outstanding derivative or foreign currency exposure as at the end of the current year and previous year.

Note 20: Employee benefit plans

Defined contribution plans

The Company makes Provident Fund contributions to Regional Provident Fund Commissioner (RPFC) and ESI contributions to Employees State Insurance Corporation (ESIC), which are defined contribution plans, for qualifying employees. The Company contributes a specified percentage of salary to fund the benefits. The Company recognised Rs. 52.29 lacs (Previous year Rs. 38.94 lacs) for Provident Fund and ESI contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at the rates specified in the rules of the scheme.

Note 21: Segment information

The Company is predominantly engaged in the business of Real Estate, thus operates in a single business segment. The Company is operating in India, which is considered as single geographical segment. Accordingly no disclosure is required under AS-17.

Note 22: Leasing arrangements as lessee

The Company has entered into Concession Agreements with Delhi Metro Rail Corporation (DMRC) and has acquired the License Rights to develop properties and sub license it to the customers for a defined period of time. Of the license fees of Rs. 1,139.52 Lacs (Previous Year Rs. 1,214.03 lacs) paid/payable by the Company during the year, Rs. 764.65 lacs (Previous year Rs. 718.40 lacs) has been charged to the Statement of Profit and Loss and Rs. 374.87 lacs (Previous Year Rs. 495.63 Lacs) has been capitalised. The total of future minimum license payments are as follows:

Note 23: Earnings per share

The earnings considered in ascertaining the Company's EPS comprises the profit / (loss) available for shareholders (i.e. profit / (loss) after tax and statutory / regulatory appropriations). The number of shares used in computing basic EPS is the weighted average number of shares outstanding during the year.

Note 61: Related Party Transactions

a. List of related parties

i. Subsidiary Companies

- Parsvnath Infra Limited

- Parsvnath Film City Limited

- Parsvnath Landmark Developers Private Limited

- Parsvnath Telecom Private Limited

- Parsvnath Hotels Limited

- Parsvnath Retail Limited (upto 4 September, 2013)

- PDL Assets Limited

- Parsvnath Developers Pte. Ltd. (Overseas subsidiary -Singapore)

- Primetime Realtors Private Limited

- Parsvnath Estate Developers Private Limited

- Parsvnath Promoters And Developers Private Limited

- Parsvnath Hessa Developers Private Limited

- Parsvnath Hospitality Holding Ltd., Singapore (up to 20 January, 2015) *

(Subsidiary of Parsvnath Developers Pte. Limited, Singapore)

- Parsvnath MIDC Pharma SEZ Private Limited (Subsidiary of Parsvnath Infra Limited)

- Parsvnath Buildwell Private Limited

- Parsvnath Realcon Private Limited (Subsidiary of Parsvnath Buildwell Private Limited)

- Parsvnath Rail Land Project Private Limited #

- Parsvnath HB Projects Private Limited

# Subsidiary by virtue of Accounting Standard (AS-21) on 'Consolidated Financial Statements' *Ceased to be a Subsidiary during the year.

ii. Entities over which the Company, subsidiary companies or key management personnel or their relatives, exercise significant influence

- Aahna Realtors Private Limited

- Adela Buildcon Private Limited

- Afra Infrastructure Private Limited

- Ajit Board Private Limited (up to 13 January, 2015) *

- Amazon India Limited **

- Arunachal Infrastructure Private Limited

- Ashirwad Realtors Private Limited

- Bae Buildwell Private Limited

- Baidehi Infrastructure Private Limited

- Balbina Real Estates Private Limited

- Banita Buildcon Private Limited

- Bliss Infrastructure Private Limited

- Brinly Properties Private Limited

- Charushila Buildwell Private Limited

- Congenial Real Estates Private Limited

- Coral Buildwell Private Limited

- Cyanea Real Estate Private Limited

- Dae Realtors Private Limited

- Dai Real Estates Private Limited

- Deborah Real Estate Private Limited

- Deleena Developers Private Limited

- Dhiren Real Estates Private Limited

- Elixir Infrastructure Private Limited

- Enormity Buildcon Private Limited

- Farhad Realtors Private Limited

- Gauranga Realtors Private Limited

- Gauresh Buildwell Private Limited

- Gem Buildwell Private Limited

- Generous Buildwell Private Limited

- Himsagar Infrastructure Private Limited

- Homelife Real Estate Private Limited **

- Izna Realcon Private Limited

- Jaguar Buildwell Private Limited

- Janak Finance & Leasing Private Limited

- Jodhpur Infrastructure Private Limited

- K. B. Realtors Private Limited

- Kalyani Pulp Private Limited(up to 3 February, 2015)*

- La ban Real Estates Private Limited

- Label Real Estates Private Limited

- Lakshya Realtors Private Limited.

- Landmark Malls and Towers Private Limited

- LandmarkTownship Planners Private Limited

- LSD Realcon Private Limited

- Madhukanta Real Estate Private Limited

- Magic Promoters Private Limited

- Mirage Buildwell Private Limited

- Mahanidhi Buildcon Private Limited

- Nanocity Haryana Infrastructure Limited (up to 20 March, 2014)

- Navneet Realtors Private Limited

- New Hind Enterprises Private Limited

- Nilanchal Realtors Private Limited

- Noida Marketing Private Limited

- Oni Projects Private Limited

- PS. Realtors Private Limited

- Paavan Buildcon Private Limited

- Panchvati Buildwell Private Limited

- Parasnath And Associates Private Limited

- Parsvnath Dehradun Info Park Private Limited

- Parsvnath Indore Info Park Private Limited

- Parsvnath Gurgaon Info Park Private Limited

- Parsvnath Realty Ventures Limited

- Parasnath Travels & Tours Private Limited

- Parsvnath Biotech Private Limited

- Parsvnath Knowledge Park Private Limited

- Parsvnath Cyber City Private Limited

- Parsvnath Retail Limited

- Parikrama Infrastructure Private Limited

- Pearl Propmart Private Limited

- Perpetual Infrastructure Private Limited

- Pradeep Kumar Jain & Sons (HUF)

- Prasidhi Developers Private Limited

- Prastut Real Estate Private Limited

- Prosperity Infrastructures Private Limited

- Rangoli Buildcon Private Limited

- Rangoli Infrastructure Private Limited

- Sadgati Buildcon Private Limited

- Samiksha Realtors Private Limited

- Sapphire Buildtech Private Limited

- Scorpio Realtors Private Limited

- Silverstreet Infrastructure Private Limited

- Snigdha Buildwell Private Limited

- Springdale Realtors Private Limited

- Stupendous Buildtech Private Limited

- Suksma Buildtech Private Limited

- Sumeru Developers Private Limited

- Sureshwar Properties Private Limited (up to 1 April, 2013)

- Timebound Contracts Private Limited

- Vardaan Buildtech Private Limited **

- Vinu Promoters Private Limited (up to 31 March, 2014)

- Parsvnath Developers (GMBT) Private Limited

- Parsvnath Developers (SBBT) Private Limited

- Jarul Promoters & Developers Private Limited

- Baasima Buildcon Private Limited

- Vital Buildwell Private Limited

* Ceased to be a related party during the year ** Associates of the Company

iii. Joint Ventures

- Ratan Parsvnath Developers(AOP)

- Palakkad Infrastructure Private Limited iv. Key Management Personnel

- Mr. Pradeep Kumar Jain, Chairman

- Mr. Sanjeev Kumar Jain, Managing Director and CEO

- Dr. Rajeev Jain, Whole-time Director

v. Relatives of Key Management Personnel (with whom the Company had transactions)

- Mrs. Nutan Jain (Wife of Mr. Pradeep Kumar Jain, Chairman)


Mar 31, 2014

Note 1: BACKGROUND

PARSVANTH DEVELOPERS LIMITED ("the Company") is a Company registered under the Companies Act, 1956. It was incorporated on 24 July, 1990. The Company is primarily engaged in the business of promotion, construction and development of integrated townships, residential & commercial complexes, multistoried buildings, fats, houses, apartments, shopping malls, IT parks, hotels, SEZ, etc.

Note 2: CONTINGENT LIAbILITIES (TO THE EXTENT NOT PROVIDED FOR)

(Rs. in Lacs)

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

a. Claims against the Company not acknowledged as debt*:

i. Demand for payment of stamp duty 904.10 904.10

ii. Customer complaints pending in courts 10,444.78 6,663.36

iii. Civil cases against the Company 61.05 32.24

iv. Income tax demand 667.88 633.58

v. Trade tax demand 1,771.40 1,989.50

vi. Entry tax demand - 133.56

vii. Licence fee to DMRC 1,104.27 -

viii. Others 9.07 9.07

b. Security/performance guarantees issued by the banks to various Government 675.06 1,975.06 authorities, for which the Company has provided counter guarantee

c. Corporate guarantees issued on behalf of subsidiary companies in respect of loans taken by them:

i. Sanctioned amount 41,268.00 24,268.00

ii. Outstanding amount 31,926.67 18,426.67

d. Corporate guarantees issued on behalf of other Company in respect of loans taken by it:

i. Sanctioned amount 11,000.00 11,000.00

ii. Outstanding amount 11,000.00 11,000.00

* Based on consultation with the Company''s solicitors, the Company does not expect any outflow of economic resources in respect of above claims and therefore no provision is made in respect thereof.

Note 3:

Pursuant to Investment Agreement dated 21 December, 2010 entered into between the Company, Parsvnath Buildwell Private Limited (PBPL), Parasnath And Associates Private Limited (Co- Promoter) and two overseas Investment entities (Investors) and ''Assignment of Development Rights Agreement'' dated 28 December, 2010 entered into with PBPL and Collaborators, the Company had assigned Development Rights in respect of one of its ongoing projects, namely, ''Parsvnath Exotica, Ghaziabad'' (on land admeasuring 31 acres) situated at Village Arthala, Ghaziabad (the Project) to PBPL on terms and conditions contained therein. Further the Company has given the following undertakings to PBPL:

a. The project shall be completed within the agreed completion schedule. Construction cost for completion of project shall not exceed the amount set out in the agreement and the project revenue from sold area shall be at least the amount set out in the agreement. .

b. In case of delays in completion of the project, any penalties or compensation payable to customers shall be borne by the Company.

c. The Company shall not, directly or indirectly, create any encumbrance over or transfer any Equity securities held by it in PBPL during the lock in period (till completion of project) except for securing construction loan.

Note 4:

Pursuant to Investment Agreement dated 9 December, 2009 entered into with Parsvnath Hessa Developers Private Limited (PHDPL) and two Overseas Investors, the Company had transferred and assigned Development Rights in relation to a part of its ongoing project, namely, ''Parsvnath Exotica, Gurgaon'' (on land admeasuring 11.092 acres) situated at Sector 53, Golf Course Road, Gurgaon (the Project) to PHDPL on terms and conditions contained therein.

During the year, the Company has entered into a ''Securities Purchase Agreement'' dated 27 June, 2013 with PHDPL and two existing Overseas Investors, pursuant to which the Company has purchased all the securities held by both the Overseas Investors in PHDPL and the existing Overseas Investors have exited from PHDPL. Consequently, PHDPL has become a wholly-owned subsidiary of the Company.

Note 5:

The Company had entered into a Memorandum of Understanding (MOU) dated 22 December, 2010 with Parsvnath Realcon Private Limited (PRPL), a wholly owned subsidiary of its subsidiary Parsvnath Buildwell Private Limited (PBPL). Pursuant to the MOU, the Company has assigned development rights of the project, namely, ''Parsvnath Paramount'' on land admeasuring 6,445 square metres situated at Subhash Nagar, New Delhi to PRPL. The Company has also entered into ''Project Management Agreement'' with PRPL and PBPL for overall management and coordination of project development. Further, the Company has given following Undertakings to PRPL:

a. It shall complete the project within the completion schedule and Construction Cost as set out in the Agreement.

b. The project revenues from sold area shall be at least the amount set out in the Agreement and such revenues shall be realized within 36 months from the efective date.

c. In the event of construction cost overrun or revenue shortfall, the Company shall contribute such excess/shortfall amount against allotment of equity shares or other instruments at such premium as may be mutually determined by the parties.

Note 6:

The Company had entered into a Development Agreement with Chandigarh Housing Board for the development of residential, commercial and other related infrastructure facilities as an integrated project on land admeasuring 123.79 acres situated at Rajiv Gandhi Technology Park, Chandigarh.

Owing to various factors such as delay in handing over unencumbered land and consequential determination of start of development period, delay in approval of drawings, etc. and various other issues, disputes have arisen between the Company and Chandigarh Housing Board (CHB).The Company has invoked the arbitration clause in the development agreement and arbitration proceedings have been completed in March, 2014. Pending decision arising out of the arbitration proceedings, the amount spent on construction/development of the project has been included under work-in-progress (inventory).

Note 7:

The Company has advanced Rs. 4,822.89 lacs to one of its subsidiaries viz., Parsvnath Film City Limited (PFCL) for execution of Multimedia- cum- Film City Project at Chandigarh. PFCL has deposited Rs. 4,775.00 lacs with Chandigarh Administration (CA) for acquiring development rights in respect of a plot of land admeasuring 30 acres from CA, under Development Agreement dated 2 March 2007 for development of a Multimedia-cum-Film City Complex. The possession of the said land has not yet been handed over to PFCL and accordingly it invoked the arbitration clause seeking refund of allotment money paid along with compensation, cost incurred and interest.

Arbitrators vide their order dated 10 March, 2012 have decided the matter in favour of PFCL and awarded refund of Rs. 4,919.00 lacs towards the Bid amount and other expenses incurred by PFCL along with interest @ 12% per annum. Subsequently, the CA fled a petition before the District Judge at Chandigarh challenging the award under section 34 of The Arbitration and Conciliation Act, 1996. The Petition was heard and PFCL fled its reply on the due date. The CA has fled its Rejoinder and also fled an application seeking permission to lead evidence and witnesses. Considering the facts and the discussions with Legal Counsel, the Management considers the above advance as good and fully recoverable.

Note 8:

The Company had executed an ''Amended and Restated Investment and Security Holder''s Agreement'' dated 14 September, 2010 with one of its Subsidiaries, Parsvnath Estate Developers Private Limited (PEDPL), two Overseas Investment Entities (Investors) and others for development of an ofce complex on a plot of land admeasuring 15,583.83 sq. mtrs. situated at Bhai Veer Singh Marg, New Delhi, on the terms and conditions as contained in the Agreement and as amended from time to time. The Rights in the said plot have been allotted on ''Build Operate Transfer'' (BOT) basis to the Company by Delhi Metro Rail Corporation Ltd. (DMRC). These Rights have been assigned by the Company in favour of PEDPL for implementation of the Project on DMRC approval.

During the year, PEDPL has issued Non-Convertible Debentures (NCDs) of Rs. 21,000.00 lacs, listed on BSE, to an overseas entity. The Company has provided Corporate Guarantee and pledged its ^v securities in PEDPL as a security for the issue of NCDs.

Note 9:

The Company had executed ''PDL Support Agreement'' in favour of Parsvnath Landmark Developers Private Limited (PLDPL) and J.P. Morgan Advisors India Private Limited being the Security Trustees for the Term Loan ofRs. 14,000.00 lacs given to PLDPL. In terms of the said Agreement, the Company has given an Undertaking for completion of construction of ''La Tropicana'' Project, New Delhi, within the amount set out in the Agreement and within the Completion Schedule, as stated therein. Any escalation in the construction cost is to be funded by the Company. Further, the Company has also undertaken that it shall maintain at all times not less than 78% of the Ownership interest and Voting rights in PLDPL.

Note 10:

The Company was declared as the "Selected Bidder" for grant of lease for development of project on plot of land at Sarai Rohilla, Kishanganj, Delhi by ''Rail Land Development Authority'' (RLDA) vide its ''Letter of Acceptance'' (LOA) dated 26 November, 2010. In terms of the LOA, the project was being implemented through a Special Purpose Vehicle (SPV), Parsvnath Promoters and Developers Private Limited (PPDPL). Subsequently, in terms of the requirements of RLDA, another Company in the name of Parsvnath Rail Land Project Private Limited (PRLPPL) was incorporated as SPV to implement the project. RLDA has accepted PRLPPL as the SPV vide its letter dated 3 August, 2012.

The Company has executed an ''Investment and Security Holders'' Agreement dated 20 December 2012 with PRLPPL alongwith two overseas Investment entities (Investors) in relation to the project. Subsequently, the Company has executed an ''Amended and Restated Investment and Security Holders Agreement'' on 21 August, 2013 with PRLPPL alongwith aforesaid Investors for fnancing of the project. Accordingly, the Company has invested in 3,09,634 17.50% Optionally Convertible Debentures (Series ''B'') ofRs. 1,040/- each and 1,10,000 equity shares ofRs. 10/- each at a premium ofRs. 1,030/- per share in PRLPPL.

Note 11:

The Company has entered into concession agreements with Delhi Metro Rail Corporation Limited (DMRC) for various projects on Build-operate-transfer (BOT) basis. In two of such projects, the Company was unable to commercially utilise the properties due to (a) lack of clarity between DMRC and MCD with respect to authority for sanction of building plans forTis Hazari Project; and (b) non submission of certain documents by DMRC as required by the sanctioning authority for Netaji Subhash Place Project. In view of these delays, the Company has sought concessions from DMRC and has invoked Arbitration clause of the concession agreement in case of these two projects.

In case of another project, viz. Welcome Metro Mall, construction activities had to be suspended as the property development area allotted to the Company was infringing the proposed line of Metro Station to be constructed by DMRC under phase III. Subsequently, the construction activities could not be restarted due to DMRC''s inability to provide necessary clarifcation regarding FAR availability on the property development area and final approved revised layout plan from MCD.

Pending arbitration award/necessary clarifcations and documents, the Company has not provided for recurring fees for the above Projects during current financial year amounting toRs. 1,104.27 lacs and has shown the same under contingent liabilities. However, the Company has continued to carry forward the advances / costs incurred on these projects after charging for amortization / depreciation on periodical basis.

Note 12:

The Company had entered into a Joint Development Agreement on 21 November, 2012 with Honey Builders Limited (HBL) for the purpose of joint development of a residential plotted township (Project) situated at Sohna Road, Gurgaon. The Company and HBL shall be entitled to share in the revenue as stipulated in the Agreement.

Pursuant to the Agreement, HBL has deposited with the Company a sum ofRs. 7,000 lacs as an interest free security deposit and has paid a sum of Rs. 3,876.15 lacs towards development of the Project which shall be refundable by the Company as per the terms of the Agreement. Further the Company has given the following undertakings to HBL:

a. The Project will be completed within the completion schedule and construction cost shall not exceed the maximum guaranteed cost as set out in the agreement.

b. The saleable area of the project and project revenues from sold area shall be at least the amount set out in the Agreement.

c. In the event of construction cost overrun, the Company shall contribute such amount towards the construction cost

Note 13:

Trade receivables include Rs. 31,816.72 lacs (previous year Rs. 36,247.57 lacs) outstanding for a period exceeding six months. Due to continued recession in the industry, there have been delays in collections from customers. In view of industry practice and terms of agreement with customers, all these debts are considered good for recovery and hence no provision is considered necessary.

Note 14:

The real estate industry is passing through recession due to slowdown in demand and is also facing lack of adequate sources of finance to fund development of its real estate projects resulting in delayed realisations from its customers and lower availability of funds to discharge its liabilities. The Company has, accordingly, witnessed delays in payment of principal and interest on its borrowings and discharge of its statutory liabilities and has outstanding balance on account of Income-tax as at year end. The Company is exploring alternative sources of finance, including sale of non-core assets to overcome this temporary liquidity shortage and accordingly does not foresee any adverse impact on its future operations.

Note 15:

In the opinion of the Board of directors, any of the assets other than fixed assets and non-current investments do have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated.

Note 16:

The Company has no outstanding derivative or foreign exposure as at the end of the current year and previous year.

Note 53: eMPloYee BeneFitS

In accordance with the revised Accounting Standard 15, the requisite disclosures are as follows:

Defined contribution plans

The Company makes Provident Fund contributions to Regional Provident Fund Commissioner (RPFC) and ESI contributions to Employees State Insurance Corporation (ESIC) for qualifying employees. The Company contributed a specified percentage of salary to fund the benefits. The Company recognised Rs. 38.94 lacs (previous year Rs. 38.97 lacs) for Provident Fund and ESI contributions in the Statement of profit and Loss.

Defined benefit plan

Gratuity is a Defined benefit plan covering eligible employees. The plan provides for a lump sum payment to vested employees on retirement, death while in employment or termination of employment of an amount equivalent to 15 days salary for each completed year of service. Vesting occurs on completion of five years of service.

Note 17: SEGMENT INFORMATION

The Company is predominantly engaged in Real Estate. Operations of the Company do not qualify for reporting as business segments as per the criteria set out under Accounting Standard 17 (AS- 17) on "Segment Reporting". The Company is operating in India hence there is no reportable geographic segment. Accordingly no disclosure is required under AS-17.

Note 18: LEASING ARRANGEMENTS

The Company has entered into Concession Agreements with Delhi Metro Rail Corporation (DMRC) and has acquired the License Rights to develop properties and sub license it to the customers for a Defined period of time. Of the license fees of Rs. 1,214.03

Note 19: EARNINGS PER SHARE

The earnings considered in ascertaining the Company''s EPS comprises the profit available for shareholders (i.e. profit after tax and statutory / regulatory appropriations). The number of shares used in computing basic EPS is the weighted average number of shares outstanding during the year.

Note 20: RELATED PARTY TRANSACTIONS

A. LIST OF RELATED PARTIES

i. Subsidiary Companies

Parsvnath Infra Limited

Parsvnath Film City Limited

Parsvnath Landmark Developers Private Limited

Parsvnath Telecom Private Limited

Parsvnath Hotels Limited

Parsvnath Retail Limited (up to 04 Sept,2013)*

PDL Assets Limited

Parsvnath Developers Pte. Limited (Overseas subsidiary

-Singapore)

Primetime Realtors Private Limited

Parsvnath Estate Developers Private Limited

Parsvnath Promoters And Developers Private Limited

Parsvnath Hessa Developers Private Limited

Parsvnath Hospitality Holding Ltd., Singapore

(Subsidiary of Parsvnath Developers Pte. Limited, Singapore)

Parsvnath MIDC Pharma SEZ Private Limited

(Subsidiary of Parsvnath Infra Limited)

Parsvnath Buildwell Private Limited

Parsvnath Realcon Private Limited

(Subsidiary of Parsvnath Buildwell Private Limited)

Parsvnath Rail Land Project Private Limited #

Parsvnath HB Projects Private Limited

# Subsidiary by virtue of Accounting Standard (AS-21) on ''Consolidated Financial Statements''

* Became Associate during the year

ii. Entities over which the Company, Subsidiary Companies or key management personnel or their relatives, exercise significant infuence

Aahna Realtors Private Limited Adela Buildcon Private Limited Afra Infrastructure Private Limited Ajit Board Private Limited

Amazon India Limited Arunachal Infrastructure Private Limited Ashirwad Realtors Private Limited Bae Buildwell Private Limited Baidehi Infrastructure Private Limited Balbina Real Estates Private Limited Banita Buildcon Private Limited Bliss Infrastructure Private Limited Brinly Properties Private Limited Charushila Buildwell Private Limited Congenial Real Estates Private Limited Coral Buildwell Private Limited Cyanea Real Estate Private Limited Dae Realtors Private Limited Dai Real Estates Private Limited Deborah Real Estate Private Limited Deleena Developers Private Limited Dhiren Real Estates Private Limited Elixir Infrastructure Private Limited Enormity Buildcon Private Limited Farhad Realtors Private Limited Gauranga Realtors Private Limited Gauresh Buildwell Private Limited Gem Buildwell Private Limited Generous Buildwell Private Limited Himsagar Infrastructure Private Limited Homelife Real Estate Private Limited Izna Realcon Private Limited Jaguar Buildwell Private Limited Janak Finance & Leasing Private Limited Jodhpur Infrastructure Private Limited K.B.Realtors Private Limited Kalyani Pulp Private Limited Laban Real Estates Private Limited Label Real Estates Private Limited Lakshya Realtors Private Limited. Landmark Malls and Towers Private Limited Landmark Township Planners Private Limited LSD Realcon Private Limited Madhukanta Real Estate Private Limited Magic Promoters Private Limited Mirage Buildwell Private Limited Mahanidhi Buildcon Private Limited Nanocity Haryana Infrastructure Limited * Navneet Realtors Private Limited Neha Infracon (India) Private Limited New Hind Enterprises Private Limited Nilanchal Realtors Private Limited Noida Marketing Private Limited Oni Projects Private Limited P.S. Realtors Private Limited Paavan Buildcon Private Limited Panchvati Buildwell Private Limited Parasnath And Associates Private Limited Parsvnath Dehradun Info Park Private Limited

Parsvnath Indore Info Park Private Limited Parsvnath Gurgaon Info Park Private Limited Parsvnath Realty Ventures Limited Parasnath Travels &Tours Private Limited Parsvnath Biotech Private Limited Parsvnath Knowledge Park Private Limited Parsvnath Cyber City Private Limited Parsvnath Retail Limited # Parikrama Infrastructure Private Limited Pearl Propmart Private Limited Perpetual Infrastructure Private Limited Pradeep kumar Jain & Sons (HUF) Prasidhi Developers Private Limited Prastut Real Estate Private Limited Prosperity Infrastructures Private Limited Rangoli Buildcon Private Limited Rangoli Infrastructure Private Limited Sadgati Buildcon Private Limited Samiksha Realtors Private Limited Sapphire Buildtech Private Limited Scorpio Realtors Private Limited Silversteet Infrastructure Private Limited Snigdha Buildwell Private Limited Springdale Realtors Private Limited

Stupendous Buildtech Private Limited Suksma Buildtech Private Limited Sumeru Developers Private Limited Sureshwar Properties Private Limited * Timebound Contracts Private Limited Vardaan Buildtech Private Limited Vinu Promoters Private Limited * Parsvnath Developers (GMBT) Private Limited Parsvnath Developers (SBBT) Private Limited Jarul Promoters & Developers Private Limited Baasima Buildcon Private Limited Vital Buildwell Private Limited

* Ceased to be a related party during the year

# Became Associate during the year

iii. Joint Ventures

Ratan Parsvnath Developers(AOP)

iv. Key Management Personnel

Mr. Pradeep Kumar Jain, Chairman

Mr. Sanjeev Kumar Jain, Managing Director and CEO

Dr. Rajeev Jain, Whole-time Director

v. Relatives of Key Management Personnel (with whom the Company had transactions)

Mrs. Nutan Jain (Wife of Mr. Pradeep Kumar Jain, Chairman)

Note 21: PREVIOUS YEAR''s FIGURES

Previous year''s figures have been regrouped / reclassified wherever necessary to correspond with the current year''s classification/disclosure.


Mar 31, 2013

Note 1: Background

PARSVNATH DEVELOPERS LIMITED ("the Company") is a Company registered under the Companies Act, 1956. It was incorporated on 24 July, 1990. The Company is primarily engaged in the business of promotion, construction and development of integrated townships, residential & commercial complexes, multistoried buildings, fl ats, houses, apartments, shopping malls, IT parks, hotels, SEZ, etc.

Note 2:

During the year, the income tax assessments for the assessment years 2005-06 to 2011-12 have been concluded under section 153A of The Income Tax Act, 1961 making certain additions. The additional tax liability on account of the said additions after giving effect to the mistakes apparent from records is likely to be D 633.58 lacs (in excess of the provisions) and the same has been shown under "Contingent Liabilities" in the notes to accounts. The management does not foresee any outfl ow of funds on account of the said additions and has fi led appeals before the appropriate authorities challenging the very basis of the additions on which the additional tax liabilities have been determined.

Note 3:

Pursuant to Investment Agreement dated 21 December, 2010 entered into between the Company, Parsvnath Buildwell Private Limited (PBPL), Parasnath And Associates Private Limited (Co-Promoter) and two overseas Investment entities (Investors) and ''Assignment of Development Rights Agreement'' dated 28 December, 2010 entered into with PBPL and Collaborators, the Company had assigned Development Rights in respect of one of its ongoing projects, namely, ''Parsvnath Exotica, Ghaziabad'' (on land admeasuring 31 acres) situated at Village Arthala, Ghaziabad (the Project) to PBPL on terms and conditions contained therein. Further the Company has given the following undertakings to PBPL:

a. The project shall be completed within the agreed completion schedule. Construction cost for completion of project shall not exceed the amount set out in the agreement and the project revenue from sold area shall be at least the amount set out in the agreement.

b. In case of delays in completion of the project, any penalties or compensation payable to customers shall be borne by the Company.

c. The Company shall not, directly or indirectly, create any encumbrance over or transfer any equity securities held by it in PBPL during the lock in period (till completion of project) except for securing construction loan.

Note 4:

Pursuant to Investment Agreement dated 9 December, 2009 entered into with Parsvnath Hessa Developers Private Limited (PHDPL) and two Overseas Investors, the Company had transferred and assigned Development Rights in relation to a part of its ongoing project, namely, ''Parsvnath Exotica, Gurgaon'' (on land admeasuring 11.092 acres) situated at Sector 53, Golf Course Road, Gurgaon

(the Project) to PHDPL on terms and conditions contained therein. Further, the Company has given the following undertakings to PHDPL:

a. The project will be completed within the completion schedule and construction cost shall not exceed the amount as set out in the agreement.

b. Project Revenue shall be at least the amounts set out in the agreement. In case actual revenue is less than the amount specifi ed in the agreement, the Company shall deposit the amount of shortfall with PHDPL.

c. The Company shall not create any encumbrance over or transfer any equity securities held by it in PHDPL during the lock in period as defi ned in the Investment Agreement.

Note 5:

The Company had entered into a Memorandum of Understanding (MOU) dated 22 December, 2010 with Parsvnath Realcon Private Limited (PRPL) which is a wholly owned subsidiary of its subsidiary Parsvnath Buildwell Private Limited (PBPL). Pursuant to the MOU, the Company has assigned development rights of the project, namely, ''Parsvnath Paramount'' on land admeasuring 6,445 square metres situated at Subhash Nagar, New Delhi to PRPL. The Company has also entered into ''Project Management Agreement'' with PRPL and PBPL for overall management and coordination of project development. Further, the Company has given following Undertakings to PRPL:

a. It shall complete the project within the completion schedule and Construction Cost in the Agreement.

b. The project revenues from sold area shall be at least the amount set out in the Agreement and such revenues shall be realized within 36 months from the effective date.

c. In the event of construction cost overrun or revenue shortfall, the Company shall contribute such excess/shortfall amount against allotment of equity shares or other instruments at such premium as may be mutually determined by the parties.

Note 6:

The Company had entered into a Development Agreement with Chandigarh Housing Board for the development of residential, commercial and other related infrastructure facilities as an integrated project on land admeasuring 123.79 acres situated at Rajiv Gandhi Technology Park, Chandigarh.

Owing to various factors such as delay in handing over unencumbered land and consequential determination of start of development period, delay in approval of drawings, etc. and various other issues, disputes have arisen between the Company and Chandigarh Housing Board (CHB). The Company has invoked the arbitration clause in the development agreement and arbitration proceedings have commenced. Pending any decision arising out of the arbitration proceedings, the amount spent on construction/ development of the project has been included under work-in-progress (inventory).

Note 7:

The Company has advanced D 4,821.75 lacs to one of its Subsidiaries, Parsvnath Film City Limited (PFCL) for execution of Film City Project at Chandigarh. PFCL has deposited D 4,775.00 lacs with Chandigarh Administration (CA) for acquiring development rights in respect of a plot of land admeasuring 30 acres from CA, under Development Agreement dated 2 March 2007 for development of a Multimedia-cum-Film City Complex. The possession of the said land has not yet been handed over to PFCL, accordingly it invoked the arbitration clause seeking refund of allotment money paid along with compensation and interest.

Arbitrators vide their order dated 10 March, 2012 have decided the matter in favour of PFCL and awarded refund of D 4,919.00 lacs towards the Bid amount and other expenses incurred by PFCL along with interest @ 12% per annum. Subsequently, the CA fi led a petition before the District Judge at Chandigarh challenging the award under section 34 of The Arbitration and Conciliation Act, 1996. The Petition was heard and PFCL fi led its reply on the due date. The CA has fi led its Rejoinder and also fi led an application seeking permission to lead evidence and witnesses. Considering the facts and the discussions with Legal Counsel, the Management considers the above advance as good and fully recoverable.

Note 8:

The Company had executed an ''Amended and Restated Investment and Security Holder''s Agreement'' dated 14 September, 2010 with one of its Subsidiaries, Parsvnath Estate Developers Private Limited (PEDPL), two Overseas Investment Entities (Investors) and others for development of an offi ce complex on a plot of land admeasuring 15,583.83 sq. mtrs. situated at Bhai Veer Singh Marg, New Delhi, on the terms and conditions as contained in the Agreement and as amended from time to time. The Rights in the said plot have been allotted on ''Build Operate Transfer'' (BOT) basis to the Company by Delhi Metro Rail Corporation Ltd. (DMRC). These Rights have been assigned by the Company in favour of PEDPL for implementation of the Project on DMRC approval.

Note 9:

The Company had executed ''PDL Support Agreement'' in favour of Parsvnath Landmark Developers Private Limited (PLDPL) and J.P. Morgan Advisors India Private Limited being the Security Trustees for the Term Loan of D 14,000.00 lacs given to PLDPL. In terms of the said Agreement, the Company has given an Undertaking for completion of construction of ''La Tropicana'' Project, New Delhi, within the amount set out in the Agreement and within the Completion Schedule, as stated therein. Any escalation in the construction cost is to be funded by the Company. Further, the Company has also undertaken that it shall maintain at all times not less than 78% of the Ownership interest and Voting rights in PLDPL.

Note 10:

The Company was declared as the "Selected Bidder" for grant of lease for development of project on plot of land at Sarai Rohilla, Kishanganj, Delhi by ''Rail Land Development Authority'' (RLDA) vide its ''Letter of Acceptance'' (LOA) dated 26 November, 2010. In terms of the LOA, the project was being implemented through a Special Purpose Vehicle (SPV), Parsvnath Promoters And Developers Private Limited (PPDPL). Subsequently, in terms of the requirements of RLDA, another company in the name of Parsvnath Rail Land Project Private Limited (PRLPPL) was incorporated as SPV to implement the project. RLDA has accepted PRLPPL as the SPV vide its letter dated 3 August, 2012.

The Company has now executed an ''Investment and Security Holders'' Agreement dated 20 December, 2012 with PRLPPL along with two overseas Investment entities (Investors) in relation to the project.

Note 11:

The Company has entered into concession agreement with Delhi Metro Rail Corporation Limited (DMRC) for various projects on Build-operate-transfer (BOT) basis. In two of such projects, the Company was unable to commercially utilise the properties due to (a) lack of clarity between DMRC and MCD with respect to authority for sanction of building plans for Tis Hazari Project; and (b) non submission of certain documents by DMRC as required by the sanctioning authority for Netaji Subhash Place Project. In view of these delays, the Company has sought concessions from DMRC and has invoked Arbitration clause of the concession agreement. Pending arbitration award, the Company has continued to provide for the recurring licence fees and carried forward the advances / costs incurred on these projects after charging for amortization / depreciation on periodical basis.

Note 12:

The Company has entered into a Joint Development Agreement on 21 November, 2012 with Honey Builders Limited (HBL) for the purpose of joint development of a residential plotted township (Project) situated at Sohna Road, Gurgaon. The Company and HBL shall be entitled to share in the revenue as stipulated in the Agreement.

Pursuant to the Agreement, HBL has deposited with the Company a sum of D 7,000 lacs as an interest free security deposit and committed an investment upto a sum of D 4,000 lacs towards development of the Project which shall be refundable by the Company as per the terms of the Agreement. Further the Company has given the following undertakings to HBL:

a. The Project will be completed within the completion schedule and construction cost shall not exceed the maximum guaranteed cost as set out in the agreement.

b. The saleable area of the project and project revenues from sold area shall be at least the amount set out in the Agreement.

c. In the event of construction cost overrun, the Company shall contribute such amount towards the construction cost.

Note 13:

Parsvnath HB Projects Private Limited (formerly, Gazala Promoters & Developers Private Limited), (PHB) a subsidiary company, has entered into an agreement with the Company, Parsvnath Developers (AOP), HB Estate Developers Limited and PHB''s shareholders, for development of a multiplex, shopping mall and hotel thereon on the land admeasuring 8,787.78 sq. yards at Mohali, Punjab. The said land has been allotted by Punjab Small Industries & Exports Corporation Limited (PSIEC). Earlier, the said project was being developed by Parsvnath Developers (AOP). The entire business consisting of real estate development of "Parsvnath Developers (AOP)" was transferred as a going concern to PHB during the year and Parsvnath Developers (AOP) has been wound up with effect from 31 December, 2012.

Note 14:

Trade receivables include D 36,247.57 lacs (previous year D 37,247.47 lacs) outstanding for a period exceeding six months. Due to recession in the industry, there have been delays in collections from customers. In view of industry practice and terms of agreement with customers, all these debts are considered good for recovery and hence no provision is considered necessary.

Note 15:

The real estate industry is passing through recession due to slowdown in demand and is also facing lack of adequate sources of fi nance to fund development of its real estate projects resulting in delayed realisations from its customers and lower availability of funds to discharge its liabilities. The Company has, accordingly, witnessed delays in payment of principal and interest on its borrowings and discharge of its statutory liabilities and has outstanding balance on account of Income-tax as at year end. The Company is exploring alternative sources of fi nance, including sale of non-core assets to overcome this temporary liquidity shortage and accordingly does not foresee any adverse impact on its future operations.

Note 16:

In the opinion of the Board of directors, any of the assets other than fi xed assets and non-current investments do have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated.

Note 17:

The Ministry of Corporate Affairs vide circular no. 04/2013 dated 11 February, 2013 (2013 Circular) has inter-alia clarifi ed that any Company other than NBFCs and Financial Institutions will be required to deposit or invest, as the case may be, a sum which shall not be less than 15% of the amount of debentures maturing during the year ending on the 31st day of March of the next following year, within 30 days from the end of the Financial Year i.e., before 30th April, in any of methods prescribed.

As per opinion received by the Company from legal counsel, the Company is of the view that it is not required to deposit/ invest a sum equivalent to 15% of the amount of Non-Convertible Debentures (NCDs) issued by the Company and maturing during the year ending 31 March, 2014, as per the aforesaid 2013 Circular, since this requirement is neither laid down in the Companies Act, 1956 nor in the General Circular No. 9/2002 dated 18 April, 2002 issued by MCA itself clarifying certain issues regarding Debenture Redemption Reserve. Moreover, the requirement of creating reserve fund cannot apply retrospectively by requiring a company to create reserve fund in respect of debentures, which were issued well before issue of the 2013 Circular.

Note 18:

The Company has no outstanding derivative or foreign exposure as at the end of the current year and previous year.

Note 19:

The Company has invested in a time share property in the United Kingdom for which the Company has received rights for 38 years. The outfl ow in foreign currency on account of purchase of time sharing rights and dues for the year ended 31 March, 2013 is D 81.88 lacs.

Note 20: Employee benefi ts

In accordance with the revised Accounting Standard 15, the requisite disclosures are as follows:

Defi ned contribution plans

The Company makes Provident Fund contributions to Regional Provident Fund Commissioner (RPFC) and ESI contributions to Employees State Insurance Corporation (ESIC) for qualifying employees. The Company contributed a specifi ed percentage of salary to fund the benefi ts. The Company recognised D 38.97 lacs (previous year D 42.55 lacs) for Provident Fund and ESIC contributions in the Statement of Profi t and Loss.

Defi ned benefi t plan

Gratuity is a defi ned benefi t plan covering eligible employees. The plan provides for a lump sum payment to vested employees on retirement, death while in employment or termination of employment of an amount equivalent to 15 days salary for each completed year of service. Vesting occurs on completion of fi ve years of service.

Note 21: Segment information

The Company is predominantly engaged in Real Estate. Operations of the Company do not qualify for reporting as business segments as per the criteria set out under Accounting Standard 17 (AS-17) on "Segment Reporting". The Company is operating in India hence there is no reportable geographic segment. Accordingly no disclosure is required under AS-17.

Note 22: Leasing arrangements

The Company has entered into Concession Agreements with Delhi Metro Rail Corporation (DMRC) and has acquired the License Rights to develop properties and sub license it to the customers for a defi ned period of time. Of the license fees of D 2,139.68 lacs (Previous Year D 2,094.02 lacs) paid/payable by the Company during the year, D 717.38 lacs (Previous year D 701.58 lacs) has been charged to the statement of Profi t and Loss and D 1,422.30 lacs (Previous Year D 1,392.44 lacs) has been capitalised. The total of future minimum license payments / charge is as follows:

Note 23: Earnings per share

The earnings considered in ascertaining the Company''s EPS comprises the profi t available for shareholders (i.e. profi t after tax and statutory / regulatory appropriations). The number of shares used in computing basic EPS is the weighted average number of shares outstanding during the year.

Note 24: Joint Venture

The Company''s interest and share in joint ventures in the nature of jointly controlled entities are as follows:

Note 25: Related Party Transactions a. List of related parties i. Subsidiary Companies

- Parsvnath Infra Limited

- Parsvnath Film City Limited

- Parsvnath Landmark Developers Private Limited

- Parsvnath Telecom Private Limited

- Parsvnath Hotels Limited

- Parsvnath Retail Limited

- PDL Assets Limited

- Parsvnath Developers Pte. Limited (Overseas subsidiary -Singapore)

- Primetime Realtors Private Limited

- Parsvnath Estate Developers Private Limited

- Parsvnath Promoters And Developers Private Limited

- Parsvnath Hessa Developers Private Limited #

- Parsvnath Royal Orchid Hotels Limited (upto 30th March,13)*

(Subsidiary of Parsvnath Hotels Limited)

- Parsvnath Hospitality Holding Ltd., Singapore (Subsidiary of Parsvnath Developers Pte. Limited, Singapore)

- Parsvnath MIDC Pharma SEZ Private Limited (Subsidiary of Parsvnath Infra Limited)

- Parsvnath Buildwell Private Limited #

- Parsvnath Realcon Private Limited # (Subsidiary of Parsvnath Buildwell Private Limited)

- Parsvnath Rail Land Project Private Limited

- Parsvnath HB Projects Private Limited (formerly Gazala Promoters & Developers Private Limited)

# Subsidiaries by virtue of Accounting Standard (AS-21) on Consolidated Financial Statements''

* Became Associate during the year

ii. Entities over which the Company, Subsidiary Companies or key management personnel or their relatives, exercise signifi cant infl uence

- Aahna Realtors Private Limited

- Aaron Real Estates Private Limited *

- Adela Buildcon Private Limited

- Afra Infrastructure Private Limited

- Ajit Board Private Limited

- Amazon India Limited

- Anjaney Developers Private Limited *

- Arunachal Infrastructure Private Limited

- Ashirwad Realtors Private Limited

- Bae Buildwell Private Limited

- Baidehi Infrastructure Private Limited

- Balbina Real Estates Private Limited

- Balwaan Buildwell Private Limited *

- Banita Buildcon Private Limited

- Bliss Infrastructure Private Limited

- Brinly Properties Private Limited

- Charushila Buildwell Private Limited

- Congenial Real Estates Private Limited

- Coral Buildwell Private Limited

- Crimson Infrastructure Private Limited *

- Cyanea Real Estate Private Limited

- Dae Realtors Private Limited

- Dai Real Estates Private Limited

- Deborah Real Estate Private Limited

- Deleena Developers Private Limited

- Dhiren Real Estates Private Limited

- Dolphin Buildwell Private Limited *

- Elixir Infrastructure Private Limited

- Enormity Buildcon Private Limited

- Farhad Realtors Private Limited

- Gauranga Realtors Private Limited

- Gauresh Buildwell Private Limited

- Gem Buildwell Private Limited

- Generous Buildwell Private Limited

- Himsagar Infrastructure Private Limited

- Homelife Real Estate Private Limited

- Honey Builders Limited *

- Izna Realcon Private Limited

- Jaguar Buildwell Private Limited

- Janak Finance & Leasing Private Limited

- Jodhpur Infrastructure Private Limited

- K.B.Realtors Private Limited

- Kalyani Pulp Private Limited

- Laban Real Estates Private Limited

- Label Real Estates Private Limited

- Lakshya Realtors Private Limited.

- Landmark Malls and Towers Private Limited

- Landmark Township Planners Private Limited

- LSD Realcon Private Limited

- Madhukanta Real Estate Private Limited

- Madhulekha Developers Private Limited *

- Magic Promoters Private Limited

- Mahanidhi Buildcon Private Limited

- Marksmen Facilities Private Limited *

- Mirage Buildwell Private Limited

- Nanocity Haryana Infrastructure Limited

- Navneet Realtors Private Limited

- Neha Infracon (India) Private Limited

- New Hind Enterprises Private Limited

- Nilanchal Realtors Private Limited

- Noida Marketing Private Limited

- Oni Projects Private Limited

- PS. Realtors Private Limited

- Paavan Buildcon Private Limited

- Panchvati Buildwell Private Limited

- Parasnath And Associates Private Limited

- Parsvnath Dehradun Info Park Private Limited

- Parsvnath Indore Info Park Private Limited

- Parsvnath Gurgaon Info Park Private Limited

- Parsvnath Royal Orchid Hotels Ltd

- Parasnath Travels & Tours Private Limited

- Parsvnath Biotech Private Limited

- Parsvnath Knowledge Park Private Limited

- Parsvnath Cyber City Private Limited

- Palakkad Infrastructure Private Limied

- Parikrama Infrastructure Private Limited

- Pearl Propmart Private Limited

- Perpetual Infrastructure Private Limited

- Parsvnath HB Projects Private Limited (formerly Gazala Promoters & Developers Private Limited) #

- Pradeep kumar Jain & Sons (HUF)

- Prasidhi Developers Private Limited

- Prastut Real Estate Private Limited

- Prosperity Infrastructures Private Limited

- Rangoli Buildcon Private Limited

- Rangoli Infrastructure Private Limited

- Sadgati Buildcon Private Limited

- Samiksha Realtors Private Limited

- Sapphire Buildtech Private Limited

- Scorpio Realtors Private Limited

- Silversteet Infrastructure Private Limited

- Snigdha Buildwell Private Limited

- Springdale Realtors Private Limited

- Stupendous Buildtech Private Limited

- Suksma Buildtech Private Limited

- Sumeru Developers Private Limited

- Sureshwar Properties Private Limited

- Timebound Contracts Private Limited

- Vardaan Buildtech Private Limited

- Vinu Promoters Private Limited

- Parsvnath Developers (GMBT) Private Limited

- Parsvnath Developers (SBBT) Private Limited

- Jarul Promoters & Developers Private Limited

- Baasima Buildcon Private Limited

- Vital Buildwell Private Limited

* Ceased to be a related party during the year

# Became subsidiary during the year

iii. Joint Ventures

- Ratan Parsvnath Developers( AOP)

- Parsvnath Developers( AOP) **

** Ceased to be Joint Venture during the year

iv. Key Management Personnel

- Mr. Pradeep Kumar Jain, Chairman

- Mr. Sanjeev Kumar Jain, Managing Director & CEO

- Dr. Rajeev Jain, Whole-time Director

v. Relatives of Key Management Personnel (with whom the Company had transactions)

- Mrs. Nutan Jain (Wife of Mr. Pradeep Kumar Jain, Chairman)

Note 26: Previous year''s fi gures

Previous year''s fi gures have been regrouped / reclassifi ed wherever necessary to correspond with the current year''s classifi cation/disclosure.


Mar 31, 2012

Note 1: Background

PARSVNATH DEVELOPERS LIMITED ("the Company") is a company registered under the Companies Act, 1956. It was incorporated on 24 July, 1990. The Company is primarily engaged in the business of promotion, construction and development of integrated townships, residential & commercial complexes, multistoried buildings, flats, houses, apartments, shopping malls, IT parks, hotels, SEZ, etc.

Note 2: Contingent liabilities (to the extent not provided for)

Rs. in lacs

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

a. Claims against the Company not acknowledged as debt*:

i. Demand for payment of 479.10 479.10 stamp duty

ii. Customer complaints 5,187.79 4,483.18 pending in consumer courts

iii. Civil Cases against the 171.35 505.88 Company iv. Trade Tax demand 2,052.02 5,693.94

v. Entry Tax demand 146.62 367.25

vi. Others 16.71 16.71

b. Security/Performance Guarantees 19,785.28 26,589.33 issued by the banks to various Government authorities, for which the Company has provided counter guarantee

c. Corporate guarantees issued on behalf of subsidiary companies in respect of loans taken by them:

i. Sanctioned amount 24,268.00 14,000.00

ii. Outstanding amount 15,355.89 14,000.00

* Based on consultation with Company's solicitors, the Company does not expect any outflow of economic resources in respect of above claims and therefore no provision is made in respect thereof.

Note 3:

Pursuant to Investment Agreement dated 21 December, 2010 entered into between the Company, Parsvnath Buildwell Private Limited (PBPL), Parasnath and Associates Private Limited (Co- Promoter) and two overseas Investment entities (Investors) and 'Assignment of Development Rights Agreement' dated 28 December, 2010 entered into with PBPL and Collaborators, the Company had assigned Development Rights in respect of one of its ongoing project, namely, 'Parsvnath Exotica, Ghaziabad' (on land admeasuring 31 acres) situated at Village Arthala, Ghaziabad (the Project) to PBPL on terms and conditions contained therein. Further the Company has given the following undertakings to PBPL:

a The project shall be completed within the agreed completion schedule. Construction cost for completion of project shall not exceed the amount set out in the agreement and the project revenue from sold area shall be at least the amount set out in the agreement.

b In case of delays in completion of the project, any penalties or compensation payable to customers shall be borne by the Company.

c The Company shall not, directly or indirectly, create any encumbrance over or transfer any equity securities held by it in PBPL during the lock in period (till completion of project) except for securing construction loan.

Note 4:

Pursuant to Investment Agreement dated 9 December, 2009 entered into with Parsvnath Hessa Developers Private Limited (PHDPL) and two Overseas Investors, the Company had transferred and assigned Development Rights in relation to a part of its ongoing project, namely, 'Exotica, Gurgaon' (on land admeasuring 11.092 acres) situated at Sector 53, Golf Course Road, Gurgaon (the Project) to PHDPL on terms and conditions contained therein. Further, the Company has given the following undertakings to PHDPL:

a The project will be completed within the completion schedule and construction cost shall not exceed the amount as set out in the agreement.

b Project Revenue shall be at least the amounts set out in the agreement. In case actual revenue is less than the amount specified in the agreement, the Company shall deposit the amount of shortfall with PHDPL.

c The Company shall not create any encumbrance over or transfer any equity securities held by it in PHDPL during the lock in period as defined in the Investment Agreement.

Note 5:

The Company had entered into a Memorandum of Understanding (MOU) dated 22 December, 2010 with Parsvnath Realcon Private Limited (PRPL) which is a wholly owned subsidiary of its subsidiary Parsvnath Buildwell Private Limited (PBPL). Pursuant to the MOU, the Company has assigned development rights of the project, namely, 'Parsvnath Paramount' on land admeasuring 6,445 square metres situated at Subhash Nagar, New Delhi. The Company has also entered into 'Project Management Agreement' with PRPL and PBPL for overall management and coordination of project development. Further, the Company has given following Undertakings to PRPL:

a. It shall complete the project within the completion schedule and Construction Cost in the Agreement.

b. The project revenues from sold area shall be at least the amount set out in the Agreement and such revenues shall be realized within 36 months from the effective date.

c. In the event of construction cost overrun or revenue shortfall, the Company shall contribute such excess/shortfall amount against allotment of equity shares or other instruments at such premium as may be mutually determined by the parties.

Note 6:

The Company entered into a Development Agreement with Chandigarh Housing Board for development of residential, commercial and other related infrastructure facilities as an integrated Project on land admeasuring 123.79 acres situated at Rajiv Gandhi Technology Park, Chandigarh.

Owing to various factors such as delay in handing over unencumbered land and consequential determination of start of development period, delay in approval of drawings, etc. and various other issues, disputes have arisen between the Company and Chandigarh Housing Board (CHB). The Company has invoked the arbitration clause in the development agreement. Pending any decision arising out of the arbitration proceedings, the amount spent on construction/development of the project has been included under work-in-progress (inventory).

Note 7:

The Company has advanced Rs. 4,810.80 lacs to one of its Subsidiaries, Parsvnath Film City Limited (PFCL) for execution of Film City Project at Chandigarh. PFCL has deposited Rs. 4,775.00 lacs with Chandigarh Administration (CA) for acquiring development rights in respect of a plot of land admeasuring 30 acres from CA, under Development Agreement dated 2 March 2007 for development of a Multimedia-cum-Film City Complex.

The possession of the said land has not yet been handed over to PFCL, accordingly it invoked the arbitration clause seeking refund of allotment money paid along with compensation and interest.

Arbitrators vide their order dated 10 March, 2012 have decided the matter in favour of the Company and awarded refund of Rs. 4,919.00 lacs towards the bid amount and other expenses incurred by the Company along with interest @ 12% per annum. Accordingly, the management considers the above advance are good and fully recoverable.

Note 8:

The Company had executed 'Amended and Restated Investment and Security Holder's Agreement' with one of its Subsidiaries, Parsvnath Estate Developers Private Limited (PEDPL), two Overseas Investment Entities (Investors) and others for development of office complex on plot of land admeasuring 15,583.83 sq. mtrs. Situated at Bhai Veer Singh Marg, New Delhi, on the terms and conditions as contained in the Agreement and as amended time to time. The Rights in the said plot have been allotted on 'Build Operate Transfer' (BOT) basis to the Company by Delhi Metro Rail Corporation Ltd. (DMRC). These Rights have been assigned by the Company in favour of PEDPL for implementation of the Project on DMRC approval.

Note 9:

The Company has executed 'PDL Support Agreement' in favour of Parsvnath Landmark Developers Private Limited (PLDPL) and J.P. Morgan Advisors India Private Limited being the Security Trustees for the Term Loan of Rs. 14,000.00 lacs given to PLDPL. In terms of the said Agreement, the Company has given Undertaking for completion of construction of 'La Tropicana' Project, New Delhi, within the amount set out in the Agreement and within the Completion Schedule, as stated therein. Any escalation in the construction cost is to be funded by the Company. Further, the Company has also undertaken that it shall maintain at all times 78% of the Ownership and Voting rights in PLDPL.

Note 10:

The Company was selected as the preferred bidder for grant of lease for development of project on plot of land at Sarai Rohilla, Kishanganj, Delhi by 'Rail Land Development Authority' (RLDA) vide its 'Letter of Acceptance' (LOA) dated 26 November, 2010. In terms of LOA, the project is being implemented through a Special Purpose Vehicle (SPV), Parsvnath Promoters And Developers Private Limited (PPDPL). Subsequently RLDA informed that the permission for using PPDPL as SPV was not in accordance with the provisions of the RFP and directed to incorporate a new SPV for implementation of the project. PPDPL is pursuing with RLDA to continue its approval with respect to acceptance of the said company as SPV and has also filed writ petition before the Delhi High Court and the matter is sub-judice.

Note 11:

The Company has entered into concession agreement with Delhi Metro Rail Corporation Limited (DMRC) for various projects on Build-Operate-Transfer (BOT) basis. In two of such projects, the Company was unable to commercially utilise the properties due to (a) lack of clarity between DMRC and MCD with respect to authority for sanction of building plans for Tis Hazari Project; and (b) non submission of certain documents by DMRC as required by the sanctioning authority for Netaji Subhash Place project. In view of these delays, the Company has sought concessions from DMRC and has invoked Arbitration clause of the concession agreement.

Note 12:

Sundry debtors include Rs. 37,247.47 lacs (previous year Rs. 35,532.61 lacs) outstanding for a period exceeding six months. Due to recession in the industry, there have been delays in customer's collections. In view of industry practice and terms of agreement with customers, all these debts are considered good for recovery and hence no provision is considered necessary.

Note 13:

a. The company had claimed deduction under Sub-section 10 of Section 80-IB of the Income Tax Act, 1961 in respect of profit from eligible housing projects on the basis of percentage of completion method in the respective years during the financial years 2006-07 to 2010-11, which is admissible subject to condition that construction is completed within 5 years of approval from local authority. In respect of five housing projects, construction could not be completed within the period specified under the provisions of the said section. Consequently, Income Tax deductions claimed in respect of these 5 housing projects in earlier years have been considered as taxable during the current year based on legal opinion obtained by the Company. Accordingly the Company has made a provision for tax liability of Rs. 8,917.00 lacs for the year ended 31 March, 2012.

b. The company had claimed deduction of Rs. 3,849.35 lacs under Sub-section 10 of Section 80-IB of the Income Tax Act, 1961 in respect of profit from two of its eligible housing projects on the basis of percentage of completion method in the respective years during the financial years 2006-07 to 2010-11. The construction of these projects has been completed within the period specified under the provisions of the said section for which the Company has obtained Certificate of completion from approved Architect and has also filed the applications for seeking completion certificate from the respective sanctioning authorities.

c. The company has taken benefits in respect of one housing project qualifying under section 80-IB of the Income Tax Act, 1961. In terms of current tax laws, to avail tax benefits, this project has to be completed within the specified due date. The company is hopeful of completing this project on or before the said specified date.

Note 14:

The Company has sold agriculture land during the year. Profit from sale of fixed assets includes capital gain on sale of agriculture land. Based on legal opinion obtained by the Company, capital gain arising from sale of such agriculture land has been considered as tax free and accordingly no tax provision has been made.

Note 15:

The Company has no outstanding derivative or foreign exposure as at the end of the year.

Note 16: Employee Benefits

In accordance with the revised Accounting Standard 15, the requisite disclosures are as follows:

Defined contribution plans

The Company makes Provident Fund contributions to Regional Provident Fund Commissioner (RPFC) for qualifying employees. The Company contributed a specified percentage of salary to Fund the benefits. The Company recognised Rs. 42.55 lacs (previous year Rs. 39.35 lacs) for Provident Fund contributions in the Statement of Profit and Loss.

Defined benefit plan

Gratuity is a defined benefit plan covering eligible employees. The plan provides for a lump sum payment to vested employees on retirement, death with in employment or termination of employment of an amount equivalent to 15 days salary for each completed year of service. Vesting occurs on completion of five years of service.

Note 17: Segment information

The Company is predominantly engaged in Real Estate. Operations of the Company do not qualify for reporting as business segments as per the criteria set out under Accounting Standard 17 (AS-17) on "Segment Reporting". The Company is operating in India hence there is no reportable geographic segment. Accordingly no disclosure is required under AS-17.

Note 18: Earnings per share

The earnings considered in ascertaining the Company's EPS comprises the profit available for shareholders (i.e. profit after tax and statutory / regulatory appropriations). The number of shares used in computing basic EPS is the weighted average number of shares outstanding during the year.

Note 20: Related Party Transactions

a. List of related parties

i. Subsidiary Companies

- Parsvnath Infra Limited

- Parsvnath Film City Limited

- Parsvnath Landmark Developers Private Limited

- Parsvnath Telecom Private Limited

- Parsvnath Hotels Limited

- Parsvnath Retail Limited

- PDL Assets Limited

- Parsvnath Developers Pte. Limited (Overseas subsidiary -Singapore)

- Primetime Realtors Private Limited

- Parsvnath Estate Developers Private Limited

- Parsvnath Promoters And Developers Private Limited

- Parsvnath Hessa Developers Private Limited #

- Parsvnath Royal Orchid Hotels Limited (Subsidiary of Parsvnath Hotels Limited)

- Parsvnath Hospitality Holding Ltd., Singapore (Subsidiary of Parsvnath Developers Pte. Limited Singapore)

- Parsvnath MIDC Pharma SEZ Private Limited (Subsidiary of Parsvnath Infra Limited)

- Parsvnath Buildwell Private Limited #

- Parsvnath Realcon Private Limited # (Subsidiary of Parsvnath Buildwell Private Limited)

- Parsvnath Rail Land Project Private Limited

- Subsidiaries by virtue of Accounting Standard (AS-21) on Consolidated Financial Statements'

ii. Entities over which Company, Subsidiary Companies or key management personnel or their relatives, exercise significant influence

- Aahna Realtors Private Limited

- Aaron Real Estates Private Limited

- Adela Buildcon Private Limited

- Afra Infrastructure Private Limited

- Ajit Board Private Limited

- Amazon India Limited

- Anjaney Developers Private Limited

- Arunachal Infrastructure Private Limited

- Ashirwad Realtors Private Limited

- Bae Buildwell Private Limited

- Baidehi Infrastructure Private Limited

- Balbina Real Estates Private Limited

- Balwaan Buildwell Private Limited

- Banita Buildcon Private Limited

- Bliss Infrastructure Private Limited

- Brinly Properties Private Limited

- Charushila Buildwell Private Limited

- Congenial Real Estates Private Limited

- Coral Buildwell Private Limited

- Crimson Infrastructure Private Limited

- Cyanea Real Estate Private Limited

- Dae Realtors Private Limited

- Dai Real Estates Private Limited

- Deborah Real Estate Private Limited

- Deleena Developers Private Limited

- Dhiren Real Estates Private Limited

- Digant Realtors Private Limited *

- Dolphin Buildwell Private Limited

- Elixir Infrastructure Private Limited

- Enormity Buildcon Private Limited

- Farhad Realtors Private Limited

- Gauranga Realtors Private Limited

- Gauresh Buildwell Private Limited

- Gazala Promoters & Developers Private Limited

- Gem Buildwell Private Limited

- Generous Buildwell Private Limited

- Himsagar Infrastructure Private Limited

- Homelife Real Estate Private Limited

- Honey Builders Private Limited

- Izna Realcon Private Limited

- Jaguar Buildwell Private Limited

- Janak Finance & Leasing Private Limited

- Jodhpur Infrastructure Private Limited

- K.B. Realtors Private Limited

- Kalyani Pulp Private Limited

- Laban Real Estates Private Limited

- Label Real Estates Private Limited

- Lakshya Realtors Private Limited

- Landmark Malls & Towers Private Limited

- Landmark Township Planners Private Limited

- LSD Realcon Private Limited

- Madhukanta Real Estate Private Limited

- Madhulekha Developers Private Limited

- Magic Promoters Private Limited

- Mahanidhi Buildcon Private Limited

- Marksmen Facilities Private Limited (Formerly, Basundhra Properties Private Limited)

- Mirage Buildwell Private Limited

- Nanocity Haryana Infrastructure Limited

- Navneet Realtors Private Limited

- Neha Infracon (India) Private Limited

- New Hind Enterprises Private Limited

- Nilanchal Realtors Private Limited

- Noida Marketing Private Limited

- Oni Projects Private Limited

- PS. Realtors Private Limited

- Paavan Buildcon Private Limited

- Panchvati Buildwell Private Limited

- Parasnath And Associates Private Limited

- Parsvnath Dehradun Info Park Private Limited

- Parsvnath Indore Info Park Private Limited

- Parsvnath Gurgaon Info Park Private Limited

- Parasnath Travels & Tours Private Limited

- Parsvnath Biotech Private Limited

- Parsvnath Knowledge Park Private Limited

- Parsvnath Cyber City Private Limited

- Palakkad Infrastructure Private Limited

- Parikrama Infrastructure Private Limited

- Pearl Propmart Private Limited

- Perpetual Infrastructure Private Limited

- Pradeep Kumar Jain & Sons (HUF)

- Prasidhi Developers Private Limited

- Prastut Real Estate Private Limited

- Prosperity Infrastructures Private Limited

- Rangoli Buildcon Private Limited

- Rangoli Infrastructure Private Limited

- Sadgati Buildcon Private Limited

- Samiksha Realtors Private Limited

- Sapphire Buildtech Private Limited

- Scorpio Realtors Private Limited

- Sharmistha Realtors Private Limited *

- Silversteet Infrastructure Private Limited

- Snigdha Buildwell Private Limited

- Springdale Realtors Private Limited

- Stupendous Buildtech Private Limited

- Suksma Buildtech Private Limited

- Sumeru Developers Private Limited

- Sureshwar Properties Private Limited

- Timebound Contracts Private Limited

- Vardaan Buildtech Private Limited

- Vinu Promoters Private Limited

- Parsvnath Developers (GMBT) Private Limited

- Parsvnath Developers (SBBT) Private Limited

- Jarul Promoters & Developers Private Limited

- Baasima Buildcon Private Limited

- Vital Buildwell Private Limited

* ceased to be a related party during the year iii. Joint Ventures

- Ratan Parsvnath Developers AOP

- Parsvnath Developers AOP

- Parsvnath Buildwell Private Limited #

- Parsvnath Realcon Private Limited # (Subsidiary of Parsvnath Buildwell Private Limited)

* Ceased to be Joint Venture during the year and became subsidiaries by virtue of Accounting Standard 21 ( AS-21) on 'Consolidated Financial Statements'

iv. Key Management Personnel

- Mr. Pradeep Kumar Jain, Chairman

- Mr. Sanjeev Kumar Jain, Managing Director & CEO

- Dr. Rajeev Jain, Whole-time Director

- Mr. G.R. Gogia, Whole-time Director*

* Ceased to be Key Management Personnel during the year

v. Relatives of Key Management Personnel (with whom the Company had transactions)

- Mrs. Nutan Jain (Wife of Mr. Pradeep Kumar Jain, Chairman)

Note 21: Previous year's figures

The Revised Schedule VI has become effective from 1 April, 2011 for the preparation of financial statements. This has significantly impacted the disclosure and presentation made in the financial statements. Previous year's Figures have been regrouped / reclassified wherever necessary to correspond with the current year's classification/disclosure.


Mar 31, 2011

1. Background

PARSVNATH DEVELOPERS LIMITED ("the Company") is a company registered under the Companies Act, 1956. It was incorporated on 24 July, 1990. The Company is primarily engaged in the business of promotion, construction and development of integrated townships, residential & commercial complexes, multistoried buildings, flats, houses, apartments, shopping malls, IT parks, hotels, SEZ, etc.

2. Contingent liabilities

Rs. in lacs

As at As at

31.03.11 31.03.10

a. Claims against the Company not acknowledged as debt*:

i. Interest for delay - 221.05 in payment of land premium instalment / EDC

ii. Demand for payment 479.10 479.10 of stamp duty

iii. Customer complaints 4,483.18 1,592.44 pending in consumer courts

iv. Civil Cases against the 505.88 - Company

v. Income Tax demand - 145.34

vi. Trade Tax demand 5,693.94 701.91

vii. Entry Tax demand 367.25 36.10

viii. Others 16.71 454.28

b. Security/Performance 26,589.33 28,157.97 Guarantees issued by the banks to various Government authorities, for which the Company has provided counter guarantee

c. Corporate guarantees 14,000.00 - issued on behalf of subsidiary companies

* Based on consultation with Company's solicitors, the Company does not expect any outflow of economic resources in respect of above claims and therefore no provision is made in respect thereof.

3. Secured Loans

a Term Loans of Rs.68,814.81 lacs (previous year Rs.89,666.03 lacs) are secured by way of equitable mortgage of the specific project land along with construction thereof, hypothecation of construction material, work in progress and receivables of the related projects and further secured by personal guarantee of Chairman, Managing Director and a Whole-time Director of the Company. Of these, term loan of Rs, 15,000 lacs (previous year Nil) are further secured by pledge of Investments of the Company.

b Term Loans of Rs.10,249.08 lacs (previous year Rs.8,544.69 lacs) are secured by receivables of the related projects and are further secured by mortgage of property.

c Term Loans of Rs.233.92 lacs (previous year Rs.233.92 lacs) are secured against Keyman Policy taken by the Company.

d Working capital loans of Rs.10,537.95 lacs (previous year Rs.10,619.69 lacs) are secured by way of equitable mortgage of project land along with construction thereof and first pari passu charge on stock of construction and building materials, work in progress, finished flats and book receivables for various projects, except those specifically charged to other banks/financial institutions and further secured by personal guarantee of Chairman, Managing Director and a whole time Director of the Company.

e Working Capital loans of Rs.8,684.18 lacs (previous year Rs.11,110.32 lacs) are secured by way of pledge of fixed deposit with banks.

f Vehicle / Equipment loans are at Rs.13.29 lacs (previous year Rs.434.68 lacs) secured by way of hypothecation of specific vehicle / equipment financed.

g Debentures of Rs.41,000.00 lacs (previous year Rs.4,750.00 lacs) are secured by way of mortgage of immoveable properties and further secured by pledge of promoters shares and personal guarantee of Chairman of the Company. Of these, Debentures of Rs.12,500 lacs (previous year Nil) are further secured by pledge of Investments of the Company.

4. Unsecured Loans

a In respect of Unsecured Loans of Rs.5,151.47 lacs, (previous year Rs.25,600.00 lacs) the Promoters have pledged their shares held in the Company. Of these, unsecured loans of Rs.1,589.00 lacs (previous year Rs.19,000.00 lacs) are further secured by personal guarantee of Chairman of the Company.

b Unsecured loan of Rs.318.00 lacs (previous year Rs.1,200.00 lacs) are secured against Bank Guarantee.

5. Qualified Institutional Placement

a. The Company has raised a sum of Rs.26,952.26 lacs (previous year Rs.16,800.73 lacs) through Qualified Institutional Placement (QIP) and allotted 1,90,38,113 Equity Shares of Rs.10 each (previous year 1,38,56,272 equity shares) at a Premium of Rs.131.57 per Share (previous year Rs.111.25 per share) to various Qualified Institutional Buyers on 12 October, 2010 (previous year 7 October, 2009) in accordance with Chapter VIII of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009.

6. The Company has sub-divided the face value of Equity Shares from Rs.10 to Rs.5 with effect from 19 October, 2010. Consequently the number of equity shares comprised in the authorised equity share capital have increased from 30,00,00,000 to 60,00,00,000 and those comprised in the Issued, subscribed and paid-up equity share capital have increased from 21,75,90,585 to 43,51,81,170.

7. Pursuant to Investment Agreement dated 21 December, 2010 entered into with Parsvnath Buildwell Private Limited (PBPL), Parasnath And Associates Private Limited (Co- Promoter) and two overseas Investment entities (Investors) and 'Assignment of Development Rights Agreement' dated 28 December, 2010 entered into with PBPL and Collaborators, the Company has assigned Development Rights in respect of one of its ongoing project, namely, 'Parsvnath Exotica, Ghaziabad' (on land admeasuring 31 acres) situated at Village Arthala, Ghaziabad (the Project) to PBPL, the joint venture company on terms and conditions contained therein. In lieu of the consideration of Rs.7,500 Lacs agreed in this regard, the Company has been allotted 5,00,000 Class 'A' Equity Shares of Rs.10/- each at par, 90,000 Class Rs.C' Equity Shares of Rs.10/- each (not carrying any voting rights) at a premium of Rs.190/- per share, 2,50,145 Series Rs.B' Fully Convertible Debentures of Rs.100/- each at par, 3,49,892 Optionally Convertible Redeemable Preference Shares (OCRPS) of Rs.100/- each at a premium of Rs.1,900/- per share and the balance amount of Rs.22.02 Lac has been considered as 'Share Application Money pending allotment'. Further, the Company has given the following undertakings to PBPL:

a. The project shall be completed within the agreed completion schedule. Construction cost for completion of project shall not exceed the amount set out in the agreement and the project revenue from sold area shall be at least the amount set out in the agreement. In the event of construction cost overrun or revenue shortfall, the Company shall contribute such excess/ shortfall amount against allotment of Class-'C' Shares in terms of the Investment Agreement.

b. In case of delays in completion of the project, any penalties or compensation payable to customers shall be borne by the Company.

c. The Company shall not, directly or indirectly, create any encumbrance over or transfer any equity securities held by it in PBPL during the lock in period (till completion of project) except for securing construction loan.

8. Pursuant to Investment Agreement dated 9 December, 2009 entered into with Parsvnath Hessa Developers Private Limited (PHDPL) (Formerly Hessa Realtors Private Limited) and two Overseas Investors, the Company had transferred and assigned Development Rights in relation to a part of its ongoing project, namely, 'Exotica, Gurgaon' (on land admeasuring 11.092 acres) situated at Sector 53, Golf Course Road, Gurgaon (the Project) to PHDPL on terms and conditions contained therein. Further, the Company has given the following undertakings to PHDPL:

a. The Project will be completed within the completion schedule and construction cost shall not exceed the amount as set out in the agreement. In case of cost overruns, the Company shall contribute such excess amount to PHDPL against allotment of Class C equity shares in terms of Investment Agreement.

b. Project Revenue shall be at least the amounts set out in the agreement. In case actual revenue is less than the amount specified in the agreement, the Company shall deposit the amount of shortfall with PHDPL.

c. The Company shall not create any encumbrance over or transfer any equity securities held by it in PHDPL during the lock in period as defined in the Investment Agreement.

9. The Company has entered into a Memorandum of Understanding (MOU) dated 22 December, 2010 with Parsvnath Realcon Private Limited (PRPL) which is a wholly owned subsidiary of its joint venture Parsvnath Buildwell Private Limited (PBPL). Pursuant to the MOU, the Company has assigned development rights of the project, namely, 'Parsvnath Paramount' on land admeasuring 6,445 square metres situated at Subhash Nagar, New Delhi for a total consideration of Rs.6,000 Lacs. The Company has also entered into a 'Project Management Agreement' with PRPL and PBPL for overall management and coordination of project development. Further, the Company has given following Undertakings to PRPL:

a. It shall complete the project within the completion schedule and Construction Cost in the Agreement.

b. The project revenues from sold area shall be at least the amount set out in the Agreement and such revenues shall be realised within 36 months from the effective date.

c. In the event of construction cost overrun or revenue shortfall, the Company shall contribute such excess/ shortfall amount against allotment of equity shares or other instruments at such premium as may be mutually determined by the parties.

10. The Company entered into a Development Agreement with Chandigarh Housing Board for development of a residential, commercial and other related infrastructure facilities as an integrated Project on land admeasuring 123.79 acres situated at Rajiv Gandhi Technology Park, Chandigarh.

Owing to various factors such as delay in handing over unencumbered land and consequential determination of start of development period, delay in approval of drawings etc and various other issues, disputes have arisen between the Company and Chandigarh Housing Board (CHB). The Company has invoked the arbitration clause in the development agreement. Pending any decision arising out of the arbitration proceedings, the amount spent on construction/development of the project has been included under work-in-progress (inventory).

11. The Company has advanced Rs.4,728.46 lacs to one of its Subsidiaries, Parsvnath Film City Limited (PFCL) for execution of Film City Project at Chandigarh. PFCL has deposited Rs.4,775.00 lacs with Chandigarh Administration (CA) for acquiring development rights in respect of a plot of land admeasuring 30 acres from CA, under Development Agreement dated 2 March 2007 for development of a Multimedia-cum-Film City Complex.

The possession of the said land has not yet been handed over to PFCL, accordingly it invoked the arbitration clause seeking refund of allotment money paid. Based on the legal advice obtained, the Management considers the above advance as good and fully recoverable.

12. The Company has entered into 'Amended and Restated Investment and Security Holder's Agreement' dated September 14, 2010 (in supersession of the 'Investment and Security Holder's Agreement' dated March 25, 2010) with one of its Subsidiaries, Parsvnath Estate Developers Private Limited (PEDPL), (formerly known as Farhat Developers Private Limited), two Overseas Investment Entities (Investors) and others for development of office complex on plot of land admeasuring 15,583.83 sq. mtrs. situated at Bhai Veer Singh Marg, New Delhi, on the terms and conditions as contained in the Agreement. The Rights in the said plot have been allotted on 'Build Operate Transfer' (BOT) basis to the Company by Delhi Metro Rail Corporation Ltd. (DMRC). With DMRC approval, these Rights have been assigned by the Company in favour of PEDPL for implementation of the Project.

13. The Company has executed 'PDL Support Agreement' in favour of Parsvnath Landmark Developers Private Limited (PLDPL) and J.P. Morgan Advisors India Private Limited being the Security Trustee for the Term Loan of Rs.14,000.00 lacs given to PLDPL. In terms of the said Agreement, the Company has given Undertaking for completion of construction of La Tropicana Project, New Delhi, within the amount set out in the Agreement and within the Completion Schedule, as stated therein. Any escalation in the construction cost is to be funded by the Company. Further, the Company has also undertaken that it shall maintain at all times 78% of the Ownership and Voting rights in PLDPL.

14. The Company has been selected as the preferred bidder for grant of lease for development of project on plot of land at Sarai Rohilla, Kishanganj, Delhi by 'Rail Land Development Authority' vide its 'Letter of Acceptance' (LOA) dated 26 November, 2010. In terms of LOA, the project will be implemented through a Special Purpose Vehicle (SPV), Parsvnath Promoters And Developers Private Limited (PPDPL) (formerly Luba Real Estate Private Limited). For project financing, the Company has entered into an 'Investment and Security Holder's Agreement' dated 23 November, 2010 with PPDPL, an overseas Investor and others on terms and conditions set out in the Agreement. The Company has undertaken to invest Rs.11,000.00 lacs towards its share for the implementation of the Project, which has since been invested by 31 March, 2011.

15. The Company has entered into concession agreement with Delhi Metro Rail Corporation Limited (DMRC) for various projects on Build-operate-transfer (BOT) basis. In two of such projects, the Company was unable to commercially utilise the properties due to (a) lack of clarity between DMRC and MCD with respect to authority for sanction of building plans for Tis Hazari Project (b) non submission of certain documents by DMRC as required by the sanctioning authority for Netaji Subash Place project. In view of these delays, the Company has sought concessions from DMRC and has invoked Arbitration clause of the concession agreement.

16. Sundry debtors include Rs.35,532.61 lacs (previous year Rs.25,069.78 lacs) outstanding for a period exceeding six months. Due to recession in the industry, there have been delays in customer's collection. In view of industry practice and terms of agreements with the customers, all these debts are considered good for recovery and hence no provision is considered necessary.

17. The Company has taken tax benefits in respect of projects qualifying under section 80-IB of the Income Tax Act. In terms of current tax laws, to avail tax benefits, these projects have to be completed within the specified period. The Company is hopeful of completing these projects on or before the specified dates.

18. Tax adjustment for earlier years includes Income Tax Provision written back of Rs. NIL (previous year Rs.1,834.71 lacs), pursuant to amendment of Section 80IB (10) of the Income Tax Act, 1961 by the Finance (No.2) Act, 2009.

b. Amounts due from private companies (other than subsidiary companies and Companies under the same management disclosed in c and d below) in which any director of the Company is a director or member - Rs.12.84 lacs (Previous year Rs.12.84 lacs).

g. The Company is not a manufacturing or trading company, hence quantitative and other disclosures as required by paragraph 3 (ii) (a), (b) and paragraph 4c of Part II of Schedule VI to the Companies Act, 1956 are not applicable to the Company.

19. Earnings per share

The earnings considered in ascertaining the Company's EPS comprises the profit available for shareholders (i.e. profit after tax and statutory / regulatory appropriations). The number of shares used in computing basic EPS is the weighted average number of shares outstanding during the year.

20. Deferred Tax

a. Deferred tax assets and liabilities are being offset as they relate to taxes on income levied by the same governing taxation laws.

21. Lease commitments

The Company has entered into Concession Agreements with Delhi Metro Rail Corporation (DMRC) and has acquired the License Rights to develop properties and sub license it to the customers for a defined period of time. Of the license fees of Rs.1,555.25 lacs (Previous Year Rs.1,155.51 lacs) paid/ payable by the Company during the year, Rs.564.04 lacs (Previous year Rs.307.85 lacs) has been charged to revenue and Rs.991.21 lacs (Previous Year Rs.847.66 lacs) has been deferred till the completion of construction. The total of future minimum license payments / charge is as follows:

22. Joint Venture

The Company's interest and share in joint ventures in the nature of jointly controlled entities are as follows:

23. Employee Benefits

In accordance with the revised Accounting Standard 15, the requisite disclosures are as follows:

a. Accounting policy for recognising actuarial gains and losses

Actuarial gain and losses arising from experience adjustment and effects of changes in actuarial assumptions are immediately recognised in the statement of profit and loss account as income or expense.

b. Description of Defined Benefit Plans

i. Gratuity plan

The gratuity liability arises on retirement, withdrawal, resignation and death of an employee. The aforesaid liability is calculated on the basis of actuarial valuation as per the projected unit credit method.

ii. Long term compensated absences plan

The earned leave liability arises as and when services are performed by an employee. The aforesaid liability is calculated on the basis of actuarial valuation as per projected unit credit method.

The discount rate is based upon the market yields available in Government bonds at the accounting date with a term that matches that of the liabilities.

The estimates of salary growth rate considered in the actuarial valuation takes into account inflation, seniority, promotion and other relevant factors on long term basis.

24. Operations of the Company do not qualify for reporting as business segments as per the criteria set out under Accounting Standard AS-17 on "Segment Reporting". The Company is operating in India hence there is no reportable geographic segment. Accordingly no disclosure is required under AS-17.

25. Related Party Transactions

a. List of related parties

i. Subsidiary Companies

- Parsvnath Infra Limited

- Parsvnath Film City Limited

- Parsvnath Landmark Developers Private Limited

- Parsvnath Telecom Private Limited

- Parsvnath Hotels Limited

- Parsvnath Retail Limited

- PDL Assets Limited

- Parsvnath Developers Pte. Limited (Overseas subsidiary – Singapore)

- Primetime Realtors Private Limited

- Parsvnath Estate Developers Private Limited (Formerly, Farhat Developers Private Limited)

- Parsvnath Promoters And Developers Private Limited (Formerly, Luba Real Estate Private Limited)

- Parsvnath Developers (GMBT) Private Limited *

- Parsvnath Developers (SBBT) Private Limited *

- Jarul Promoters & Developers Private Limited *

- Baasima Buildcon Private Limited *

- Parsvnath Hessa Developers Private Limited (Formerly, Hessa Realtors Private Limited)#

- Parsvnath Royal Orchid Hotels Limited (Subsidiary of Parsvnath Hotels Limited)

- Parsvnath Hospitality Holding Ltd., Singapore (Subsidiary of Parsvnath Developers Pte. Limited, Singapore)

- Parsvnath MIDC Pharma SEZ Private Limited

(Subsidiary of Parsvnath Infra Limited)

- ceased to be subsidiaries during the year

- Became subsidiary by virtue of Accounting

Standard (AS-21) on 'Consolidated Financial Statements'

ii. Entities over which Company, Subsidiary Companies or key management personnel or their relatives, exercise significant influence

- Aahna Realtors Private Limited

- Aaron Real Estates Private Limited

- Adela Buildcon Private Limited

- Afra Infrastructure Private Limited

- Ajit Board Private Limited

- Amazon India Limited

- Amiya Properties Private Limited *

- Anjaney Developers Private Limited

- Arunachal Infrastructure Private Limited

- Ashirwad Realtors Private Limited

- Bae Buildwell Private Limited

- Baidehi Infrastructure Private Limited

- Balbina Real Estates Private Limited

- Balwaan Buildwell Private Limited

- Banita Buildcon Private Limited

- Basundhra Properties Private Limited

- Bliss Infrastructure Private Limited

- Brinly Properties Private Limited

- Charushila Buildwell Private Limited

- Congenial Real Estates Private Limited

- Coral Buildwell Private Limited

- Crimson Infrastructure Private Limited

- Cyanea Real Estate Private Limited

- Dae Realtors Private Limited

- Dai Real Estates Private Limited

- Deborah Real Estate Private Limited

- Deleena Developers Private Limited

- Dhiren Real Estates Private Limited

- Digant Realtors Private Limited

- Dolphin Buildwell Private Limited

- Elixir Infrastructure Private Limited

- Enormity Buildcon Private Limited

- Farhad Realtors Private Limited

- Gauranga Realtors Private Limited

- Gauresh Buildwell Private Limited

- Gazala Promoters & Developers Private Limited

- Gem Buildwell Private Limited

- Generous Buildwell Private Limited

- Himsagar Infrastructure Private Limited

- Homelife Real Estate Private Limited

- Honey Builders Private Limited

- Izna Realcon Private Limited

- Jaguar Buildwell Private Limited

- Janak Finance & Leasing Private Limited

- Jodhpur Infrastructure Private Limited

- K.B.Realtors Private Limited

- Kalyani Pulp Private Limited

- Laban Real Estates Private Limited

- Label Real Estates Private Limited

- Lakshya Realtors Private Limited.

- Landmark Malls and Towers Private Limited

- Landmark Township Planners Private Limited

- LSD Realcon Private Limited

- Madhukanta Real Estate Private Limited

- Madhulekha Developers Private Limited

- Magic Promoters Private Limited

- Mahanidhi Buildcon Private Limited

- Mirage Buildwell Private Limited

- Nanocity Haryana Infrastructure Limited

- Navneet Realtors Private Limited

- Neha Infracon (India) Private Limited

- New Hind Enterprises Private Limited

- Nilanchal Realtors Private Limited

- Noida Marketing Private Limited

- Oni Projects Private Limited

- P.S. Realtors Private Limited

- Paavan Buildcon Private Limited

- Panchvati Buildwell Private Limited

- Parasnath And Associates Private Limited

- Parsvnath Dehradun Info Park Private Limited

- Parsvnath Indore Info Park Private Limited

- Parsvnath Gurgaon Info Park Private Limited

- Parasnath Travels & Tours Private Limited

- Parsvnath Biotech Private Limited

- Parsvnath Buildwell Private Limited (formerly, Aadarshini Buildwell Private Limited ) **

- Parsvnath Estate Developers Private Limited (Formerly, Farhat Developers Private Limited) #

- Parsvnath Knowledge Park Private Limited

- Parsvnath Cyber City Private Limited

- Parsvnath Promoters And Developers Private Limited (Formerly, Luba Real Estate Private Limited) #

- Parsvnath Realcon Private Limited (Formerly, Momentous Developers Private Limited) **

- Palakkad Infrastructure Private Limited

- Parikrama Infrastructure Private Limited

- Pearl Propmart Private Limited

- Perpetual Infrastructure Private Limited

- Pradeep Kumar Jain & Sons (HUF)

- Prasidhi Developers Private Limited

- Prastut Real Estate Private Limited

- Prosperity Infrastructures Private Limited

- Rangoli Buildcon Private Limited

- Rangoli Infrastructure Private Limited

- Sadgati Buildcon Private Limited

- Samiksha Realtors Private Limited

- Sapphire Buildtech Private Limited

- Scorpio Realtors Private Limited

- Sharmistha Realtors Private Limited

- Silverstreet Infrastructure Private Limited

- Snigdha Buildwell Private Limited

- Springdale Realtors Private Limited

- Stupendous Buildtech Private Limited

- Suksma Buildtech Private Limited

- Sumeru Developers Private Limited

- Sureshwar Properties Private Limited

- Timebound Contracts Private Limited

- Vardaan Buildtech Private Limited

- Vinu Promoters Private Limited

- Parsvnath Realcon Private Limited (Subsidiary of Parsvnath Buildwell Private Limited)

- Parsvnath Developers (GMBT) Private Limited

- Parsvnath Developers (SBBT) Private Limited

- Jarul Promoters & Developers Private Limited

- Baasima Buildcon Private Limited

- Vital Buildwell Private Limited

- ceased to be a related party during the year ** Became joint ventures during the year

- Became subsidiaries during the year

iii. Joint Ventures

- Parsvnath Hessa Developers Private Limited (Formerly Hessa Realtors Private Limited) *

- Ratan Parsvnath Developers AOP

- Parsvnath Developers AOP

- Parsvnath Buildwell Private Limited (Formerly Aadarshini Buildwell Private Limited)

* ceased to be Joint Venture by virtue of Accounting Standard (AS-21) on Rs.Consolidated Financial Statements'

iv. Key Management Personnel

- Mr. Pradeep Kumar Jain, Chairman

- Mr. Sanjeev Kumar Jain, Managing Director & CEO

- Dr. Rajeev Jain, Whole-time Director

- Mr. G.R. Gogia, Whole-time Director

v. Relatives of Key Management Personnel (with whom the Company had transactions)

- Mrs. Nutan Jain (Wife of Mr. Pradeep Kumar Jain, Chairman)

26. The Company has no outstanding derivatives or foreign currency exposure as at the end of the year.

27. Previous year's figures have been regrouped/rearranged where necessary to conform to current year's presentation.


Mar 31, 2010

1. Background

PARSVNATH DEVELOPERS LIMITED ("the Company") is a company registered under the Companies Act, 1956. It was incorporated on 24 July, 1990. The Company is primarily engaged in the business of promotion, construction and development of integrated townships, residential & commercial complexes, multistoried buildings, flats, houses, apartments, shopping malls, IT parks, hotels, SEZ, etc.

2. Contingent liabilities

(Rs. in lacs)

As at As at 31.03.09 31.03.09

a. Claims against the Company not acknowledged as debt:

i. Interest for delay in 221.05 221.05 payment of land premium instalment/EDC

ii. Demand for payment 479.10 528.00 of stamp duty

iii.Customer complaints 1,592.44 552.04 pending in consumer courts iv Income Tax Demand 145.34 -

v. Trade Tax Demand 701.91 3,941.61

vi. Entry Tax demand 36.10 274.60

vii.Others 454.28 265.41

b. Security/Performance 28,157.97 26,704.13 Guarantees provided to various Government authorities

3. Secured Loans

A Term Loans of Rs. 89,666.03 lacs (previous year Rs. 1,33,893.16 lacs) are secured by way of equitable mortgage of the specific project land along with construction thereof, hypothecation of construction material, work in progress and receivables of the related projects and further secured by personal guarantee of Chairman, Managing Director and a Whole-time Director of the Company.

B Term Loans of Rs. 8,544.69 lacs (previous year Rs. 9,578.00 lacs) are secured by receivables of the related projects.

c Term Loans of Rs. 233.92 lacs (previous year Rs. 233.92 lacs) are secured against Keyman Policy taken by the Company.

d Working capital loans of Rs. 10,619.69 lacs (previous year Rs. 13,093.91 lacs) are secured by way of equitable mortgage of project land along with construction thereof and first pari passu charge on stock of construction and building materials, work in progress, finished flats and book receivables for various projects, except those specifically charged to other banks/financial institutions and further secured by personal guarantee of Chairman, Managing Director and a whole time Director of the Company.

e Working Capital loans of Rs. 11,110.32 lacs (previous year Rs. 15,174.90 lacs) are secured by way of pledge of fixed deposit with banks.

f Vehicle/Equipment loans are secured by way of hypothecation of specific vehicle/equipments financed.

g Debentures of Rs. 4,750.00 lacs (previous year Rs. 5,000.00 lacs) are secured by way of mortgage of immoveable property at Ahmedabad and further secured by personal guarantee of the Chairman of the company.

4. Unsecured Loans

In respect of unsecured loans of Rs. 25,600.00 lacs, the promoters have pledged their shares held in the Company. Other Unsecured loans of Rs. 19,000.00 lacs have been personally guaranteed by the Chairman of the Company.

5. Debentures

Debentures are redeemable at par in 15 instalments on various dates starting from 13 June, 2009 and ending on 30 September, 2010.

6. Qualified Institutional Placement

a. The Company has raised a sum of Rs. 16,800.73 lacs through Qualified Institutional Placement (QIP) and allotted 1,38,56,272 Equity Shares of Rs. 10 each at a Premium of Rs. 111.25 per Share to various Qualified Institutional Buyers on 7 October, 2009 in accordance with Chapter VIII of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009.

7. Advances recoverable in cash or kind or for value to be received include:

a. Share application money paid to subsidiary companies, Parsvnath Infra Limited (earlier known as Parsvnath SEZ Limited) – Rs. 2,279.26 lacs (Previous year Rs. 2,067.47 lacs) and to Parsvnath Developers Pte. Limited - Rs. NIL (Previous year Rs. 129.49 lacs)

b. Amounts due from private companies (other than subsidiary companies) in which any director of the Company is a director or member - Rs. 1,465.27 lacs (Previous year Rs. 1,465.58 lacs).

Figures in bracket indicate balances of the previous year Note: All the above loans and advances are non-interest bearing and are repayable on demand

8. Debtors include amount due from Parsvnath Landmark Developers Private Limited, a Subsidiary Company - Rs. 198.89 lacs (Previous year Rs. 646.54 lacs).

* Exclusive of Service Tax

g. The Company is not a manufacturing or trading company, hence quantitative and other disclosures as required by paragraph 3 (ii) (a), (b) and paragraph 4c of Part II of Schedule VI to the Companies Act, 1956 are not applicable to the Company.

9. Earnings per share

10. Deferred Tax

a. Deferred tax assets and liabilities are being offset as they relate to taxes on income levied by the same governing taxation laws.

b. Break up of deferred tax assets/(liabilities) and reconciliation of current year deferred tax credit (charge) is as follows:

11. Lease commitments

Upfront Fee paid by the Company has not been considered as lease charges.

Figures in bracket indicate balances of the previous year

Note: The Companys share of assets, liabilities, income and expenditure has been included on the basis of audited financial information of its joint ventures.

12. Employee Benefits

In accordance with the revised Accounting Standard 15, the requisite disclosures are as follows:

a. Accounting policy for recognising actuarial gains and losses

Actuarial gain and losses arising from experience adjustment and effects of changes in actuarial assumptions are immediately recognised in the statement of profit and loss account as income or expense.

b. Description of Defined Benefit Plans

i. Gratuity plan

The gratuity liability arises on retirement, withdrawal, resignation and death of an employee. The aforesaid liability is calculated on the basis of actuarial valuation as per the projected unit credit method.

ii. Long term compensated absences plan

The earned leave liability arises as and when services are performed by an employee. The aforesaid liability is calculated on the basis of actuarial valuation as per projected unit credit method.

ii. The fair value of plan assets is Nil since retirement benefit plans are wholly unfunded as on 31 March, 2010.

The discount rate is based upon the market yields available in Government bonds at the accounting date with a term that matches that of the liabilities.

The estimates of salary growth rate considered in the actuarial valuation takes into account inflation, seniority, promotion and other relevant factors on long term basis.

13. The Company has entered into a Securities Subscription Agreement and Securityholders Agreement with its subsidiary Parsvnath Landmark Developers Private Limited (PLDPL) and two overseas Investment entities viz. Sterling Pathway and Banrod Investments Limited (Investors). Pursuant to the agreements, PLDPL allotted 5,61,951 Equity Shares of Rs. 10/- each to the Investors. As a result, the Companys shareholding in PLDPL has gone down from 100% to 82%. The Company subsequently entered into a Share Purchase and Supplementary Security Holders Agreement, pursuant to which, the Company sold 1,60,101 Equity Shares to the Investors and simultaneously subscribed to an equal number of equity shares of PLDPL against the conversion of its unsecured loan of Rs. 2,500 lacs with PLDPL. This resulted in reduction of Companys shareholding in PLDPL to 78%.

14. Pursuant to Investment Agreement dated 9 December, 2009 entered into with Hessa Realtors Private Limited (HRPL) and two Overseas Investors managed by SUN-Apollo, an international real estate private equity fund (Investors), the Company has transferred and assigned Development Rights in relation to a part of its ongoing project, namely, Exotica, Gurgaon (land admeasuring 11.092 acres) situated at Sector 53, Golf Course Road, Gurgaon (the Project) to Hessa Realtors Private Limited, the joint venture company on terms and conditions contained therein. In lieu of the consideration of Rs. 9,000 lacs agreed in this regard, the Company has been allotted 9,00,000 Class C Equity Shares of Rs. 10/- each (not carrying any voting rights) at a premium of Rs. 990/- per share. By virtue of change in capital structure pursuant to the Investment Agreement, HRPL ceased to be a subsidiary of the Company during the year.

Further, the Company has given the following undertakings to HRPL in respect of the implementation of the above Project -

a) The Project will be completed within the completion schedule and construction cost shall not exceed the amount as set out in the agreement. In case of cost overruns, the Company shall contribute such excess amount to HRPL against allotment of class C equity shares in terms of Investment Agreement.

b) Project Revenue shall be at least the amounts set out in the agreement. In case actual revenue is less than the amount specified in the agreement, the Company shall deposit the amount of shortfall.

15. The Company entered into a Development Agreement with Chandigarh Housing Board for development of a residential, commercial and other related infrastructure facilities as an integrated Project on land admeasuring 123.79 acres situated at Rajiv Gandhi Technology Park, Chandigarh.

Owing to various factors such as delay in handing over unencumbered land and consequential determination of start of development period, delay in approval of drawing etc and various other issues, disputes have arisen between the Company and Chandigarh Housing Board (CHB). In accordance with advice received in this regard, the Company has chosen to invoke the arbitration clause in the Development Agreement. The arbitration proceedings have since commenced and are progressing as at Balance Sheet date. Pending continuation of these arbitration proceedings, no further treatment has been considered necessary in the books of account.

16. The Company had advanced Rs. 4,843.56 lacs to one of its Subsidiaries, Parsvnath Film City Limited (PFCL) for execution of Film City Project at Chandigarh. Out of the aforesaid advance, PFCL had deposited a sum of Rs. 4,775 lacs with Chandigarh Administration (CA) for acquiring development rights in respect of a plot of land admeasuring 30 acres from CA under Development Agreement dated 2nd March, 2007 for development of a Multimedia-cum-Film City Complex.

CA has not been able to give possession of the said land. PFCL accordingly invoked the arbitration clause seeking refund of allotment money paid. Considering the facts and the discussions with Legal Counsel, the Management considers the above advance as good and fully recoverable.

17. The Company has entered into an Investment and Security Holders Agreement on 25th March, 2010 with City Centre Monuments, Mauritius, Emtons Holding Ltd. Cyprus (collectively the Investors), Parasnath & Associates Private Limited (Co-Promoter) and Mahanidhi Buildcon Private Limited (a special purpose vehicle "SPV") for assignment of development rights, on terms and conditions contained in the agreement, in respect of a plot of land, admeasuring 15,583.83 Sq. Mtrs situated at Bhai Veer Singh Marg, New Delhi, for which rights were assigned to the Company by Delhi Metro Rail Corporation (DMRC) vide letter dated 12th August, 2009. In consideration thereof, the Company shall receive a share in the available future cash flows from the project accruing to the SPV (after payment of prior charge to the investors), as stipulated in the aforesaid Agreement.

18. Tax adjustment for earlier period includes Income Tax Provision written back of Rs. 1,834.71 lacs, pursuant to amendment of Section 80IB (10) of the Income Tax Act, 1961 by the Finance (No.2) Act, 2009.

19. Operations of the Company do not qualify for reporting as business segments as per the criteria set out under Accounting Standard AS-17 on "Segment Reporting". The Company is operating in India hence there is no reportable geographic segment. Accordingly no disclosure is required under AS-17.

20. Related Party Transactions

a. List of related parties

i. Subsidiary Companies

- Parsvnath Infra Limited (Formerly Parsvnath SEZ Limited)

- Parsvnath Film City Limited

- Parsvnath Landmark Developers Private Limited

- Parsvnath Telecom Private Limited

- Parsvnath Hotels Limited

- Parsvnath Retail Limited

- PDL Assets Limited

- Parsvnath Developers (GMBT) Private Limited

- Parsvnath Developers (SBBT) Private Limited

- Jarul Promoters & Developers Private Limited

- Baasima Buildcon Private Limited

- Parsvnath Developers Pte. Ltd., (Overseas Subsidiary -Singapore)

- Primetime Realtors Private Limited

- Hessa Realtors Private Limited*

- Parsvnath Royal Orchid Hotels Limited (Subsidiary of Parsvnath Hotels Limited)

* ceased to be a subsidiary during the year

ii. Entities over which Company, Subsidiary Companies or key management personnel or their relatives, exercise significant influence

- Aadarshini Buildwell Private Limited

- Aahna Realtors Private Limited

- Aaron Real Estates Private Limited

- Adela Buildcon Private Limited

- Afra Infrastructure Private Limited

- Ajit Board Private Limited

- Amazon India Limited

- Amiya Properties Private Limited

- Anjaney Developers Private Limited

- Anshula Buildwell Private Limited (Name changed to P.M. Cinemas Private Limited w.e.f 22 April, 2010)

- Arunachal Infrastructure Private Limited

- Ashirwad Realtors Private Limited

- Bae Buildwell Private Limited

- Baidehi Infrastructure Private Limited

- Balbina Real Estates Private Limited

- Balwaan Buildwell Private Limited

- Banita Buildcon Private Limited

- Basundhra Properties Private Limited

- Bliss Infrastructure Private Limited

- Brinly Properties Private Limited

- Charushila Buildwell Private Limited

- Congenial Real Estates Private Limited

- Coral Buildwell Private Limited

- Crimson Infrastructure Private Limited

- Cyanea Real Estate Private Limited

- Dae Realtors Private Limited

- Dai Real Estates Private Limited

- Deborah Real Estate Private Limited

- Deleena Developers Private Limited

- Dhiren Real Estates Private Limited

- Digant Realtors Private Limited

- Dolphin Buildwell Private Limited

- Elixir Infrastructure Private Limited

- Enormity Buildcon Private Limited

- Farhad Realtors Private Limited

- Farhat Developers Private Limited

- Gauranga Realtors Private Limited

- Gauresh Buildwell Private Limited

- Gazala Promoters & Developers Private Limited

- Gem Buildwell Private Limited

- Generous Buildwell Private Limited

- Himsagar Infrastructure Private Limited

- Homelife Real Estate Private Limited

- Honey Builders Private Limited

- Izna Realcon Private Limited

- Jaguar Buildwell Private Limited

- Janak Finance & Leasing Private Limited

- Jodhpur Infrastructure Private Limited

- K.B. Realtors Private Limited

- Kalyani Pulp Private Limited

- Laban Real Estates Private Limited

- Label Real Estates Private Limited

- Lakshya Realtors Private Limited.

- Landmark Malls and Towers Private Limited

- Landmark Township Planners Private Limited

- LSD Realcon Private Limited

- Luba Real Estate Private Limited

- Madhukanta Real Estate Private Limited

- Madhulekha Developers Private Limited

- Magic Promoters Private Limited

- Mahanidhi Buildcon Private Limited

- Mirage Buildwell Private Limited

- Momentous Developers Private Limited

- Nanocity Haryana Infrastructure Limited

- Navneet Realtors Private Limited

- Neha Infracon (India) Private Limited

- New Hind Enterprises Private Limited

- Nilanchal Realtors Private Limited

- Noida Marketing Private Limited

- Oni Projects Private Limited

- PS. Realtors Private Limited

- Paavan Buildcon Private Limited

- Panchvati Buildwell Private Limited

- Parasnath And Associates Private Limited

- Parsvnath Dehradun Info Park Private Limited

- Parsvnath Indore Info Park Private Limited

- Parsvnath Gurgaon Info Park Private Limited

- Parasnath Travels & Tours Private Limited

- Parsvnath MIDC Pharma SEZ Private Limited

- Parsvnath Biotech Private Limited

- Parsvnath Knowledge Park Private Limited

- Parsvnath Cyber City Private Limited

- Palakkad Infrastructure Private Limited

- Parikrama Infrastructure Private Limited

- Pearl Propmart Private Limited

- Perpetual Infrastructure Private Limited

- Pradeep Kumar Jain & Sons (HUF)

- Prasidhi Developers Private Limited

- Prastut Real Estate Private Limited

- Prosperity Infrastructures Private Limited

- Rangoli Buildcon Private Limited

- Rangoli Infrastructure Private Limited

- Sadgati Buildcon Private Limited

- Samiksha Realtors Private Limited

- Sapphire Buildtech Private Limited

- Scorpio Realtors Private Limited

- Sharmistha Realtors Private Limited

- Silverstreet Infrastructure Private Limited

- Snigdha Buildwell Private Limited

- Springdale Realtors Private Limited

- Stupendous Buildtech Private Limited

- Suksma Buildtech Private Limited

- Sumeru Developers Private Limited

- Sureshwar Properties Private Limited

- Timebound Contracts Private Limited

- Vardaan Buildtech Private Limited

- Vinu Promoters Private Limited

- Vital Buildwell Private Limited

iii. Joint Ventures

- Hessa Realtors Private Limited

- Ratan Parsvnath Developers AOP

- Parsvnath Developers AOP

iv. Key Management Personnel

- Mr. Pradeep Kumar Jain, Chairman

- Mr. Sanjeev Kumar Jain, Managing Director

- Dr. Rajeev Jain, Whole-time Director

- Mr. G.R. Gogia, Whole-time Director

v. Relatives of Key Management Personnel (with whom the Company had transactions)

- Mrs. Nutan Jain (Wife of Mr. Kumar Jain, Chairman)

21. The Company has no outstanding derivatives or foreign currency exposure as at the end of the year.

Figures in bracket indicate balances of previous year

22. Previous years figures have been regrouped/rearranged where necessary to conform to current years presentation.