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Notes to Accounts of RattanIndia Power Ltd.

Mar 31, 2016

(i) During the previous year, upon receipt of the approval of the shareholders of the Company on December 31, 2014, the Board of directors of the Company made a preferential issue allotment of 310,000,000 equity shares of face value '' 10 each to RR Infralands Private Limited, a Promoter Group entity. Consequently, the issued subscribed and paid up equity share capital of the Company stood increased from Rs, 26,429,333,530/- divided into 2,642,933,353 equity shares of face value Rs, 10 each to Rs, 29,529,333,530/- divided into 2,952,933,353 equity shares of face value Rs, 10 each. The said shares had been issued at an issue price of Rs,11.61 per share i.e. at a premium of Rs,1.61 per share to the face value, resulting in an infusion of Rs, 3,599,100,000 in the Company by the said promoter entity. On obtaining trading approval from respective Stock Exchanges, the said equity shares are under a lock in for a period of three years up to November 05, 2017.

b) Terms/ Rights attached to Equity Shares

The Company has only one class of equity shares with voting rights, having a par value of Rs 10 per share. Each shareholder of equity shares is entitled to one vote per share held. Each share is entitled to dividend, if declared, in Indian ''. The dividend, if any, proposed by Board of Directors is subject to the approval of the Shareholders in the ensuing Annual General Meeting, except in the case of interim dividend. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the Shareholders.

(i) During the financial year 2009-10, 829,500,000 Equity Shares of Rs, 10 each were issued as fully paid up bonus shares by utilization of the Securities Premium Account.

(ii) 197,500,000 Equity Shares of Rs, 10 each fully paid up were allotted to eligible shareholders pursuant to a Scheme of Arrangement of India bulls Power Services Limited with the Company (formerly known as Sophia Power Company Limited) w.e.f. April 1, 2008 as approved by the Hon''ble High Court of Delhi without payment being received in cash.

(iii) Pursuant to and in terms of the Court approved Scheme of Arrangement under Section 391 to 394 of the Companies Act, 1956, by and among India bulls Real Estate Limited, Rattan India Infrastructure Limited (formerly known as India bulls Infrastructure and Power Limited), India bulls Builders Limited, Rattan India Power Limited (formerly known as India bulls Power Limited.) (the Company), Poena Power Supply Limited and their respective shareholders and creditors (Scheme

- 2011), which had been approved by the Hon''ble High Court of Delhi vide its Order dated October 17, 2011 and came into effect on November 25, 2011, with effect from April 1, 2011 i.e. the Appointed Date.

In pursuance of the Scheme - 2011, with effect from the Appointed Date:

(a) The Power business undertaking of India bulls Real Estate Limited (IBREL) which included IBREL''s investment in the Company, stood demerged from IBREL and transferred to and vested in favour of Rattan India Infrastructure Limited (formerly known as India bulls Infrastructure and Power Limited) (RIL) which had the effect of making RIL the Promoter Group/ holding company of the Company.

(b) Poena Power Supply Limited (PPSL) a wholly owned subsidiary of the Company was merged with the Company as a going concern under the ''pooling of interests method'' as specified in Accounting Standard 14 on ''Accounting for

Amalgamations'' as notified under the Companies (Accounting Standards) Rules, 2006, as amended, with the entire business, including all the assets and liabilities as recorded in the books of PPSL as on the Appointed Date (there were no fixed assets held by PPSL), being transferred to the Company at their book values as on the said date. Poena Power Supply Limited was, prior to its merger, engaged in the business, inter-alia, of power project management, design and management of facilities and services on site and off site, maintenance and operation of support services, project advisory/ consultancy and other related services; which business continues after the merger.

Pursuant to the Scheme - 2011 and in consideration for an aggregate of 202,500,000 Equity shares of face value of Re. 1 each held in Poena Power Supply Limited, an equivalent number of fully paid Equity shares of face value Rs, 10 each of the Company were issued to the IPL - PPSL Scheme Trust, the shareholder of PPSL, as of the aforesaid Effective Date of the Scheme. The shares so allotted constituted 9.09% of the paid up capital of the Company as on March 31, 2012.

In terms of the Scheme - 2011, an adjustment of an amount of Rs, 1,812,783,293 (after netting off the opening balance of the surplus in the Statement of Profit and Loss of PPSL taken over amounting to '' 9,716,710) being the difference between the consideration and the value of net assets upon merger in terms of the Scheme - 2011 has been adjusted out of the Surplus in the Statement of Profit and Loss of the Company.

(iv) (a) In terms of the Court approved Scheme of Arrangement (Scheme - 2012) which came into effect on June 2, 2012 (Effective Date), India bulls Infrastructure Development Limited (IIDL) was merged with the Company as a going concern with effect from April 1, 2012, the Appointed Date under the Scheme - 2012, upon which the entire undertaking and the entire assets and liabilities of IIDL stand transferred to and vested in the Company at their book values. Pursuant to the Scheme - 2012 as aforesaid, an aggregate of 415,407,007 Equity shares of face value Rs, 10 each in the Company were issued and allotted in favour of the IIDL shareholders as on the Effective Date, thereby increasing the paid up capital of the Company to Rs, 26,427,299,530 divided into 2,642,729,953 Equity shares of face value Rs, 10 each. The shares so allotted constitute 15.72% of the paid up capital of RPL as on March 31, 2013. Consequent to the issuance and allotment of equity shares to the shareholders of IIDL, Rattan India Infrastructure Limited (formerly known as India bulls Infrastructure and Power Limited) (RIL) had ceased to be the ultimate holding company w.e.f. June 20, 2012.

(b) Consequent to the above being given effect to, the Reserves & Surplus of the Company stood increased by Rs, 6,346,415,530 (net), on account of transfer of Securities Premium Account by Rs, 7,699,860,412 and opening credit balance in the Statement of Profit and Loss by Rs, 1,567,963,448 from IIDL in terms of the Scheme - 2012; and an amount of Rs, 2,921,408,330 being the difference between the Share Capital issued under the Scheme -2012 and the Share Capital of IIDL has been adjusted out of the Surplus in the Statement of Profit and Loss for the year ended March 31, 2013.

(c) IIDL was, prior to its merger, engaged in the business, inter-alia, of the development of real estate projects, providing management advisory services and other related and ancillary activities; which business continues after the merger.

(i) Loans from Consortium of Banks & Financial Institutions aggregating to '' 61,267,689,935 (Previous Year: '' 58,678,996,120) are secured by way of first mortgage and charge on all immovable and movable assets, both present and future, of the Amravati Project Phase I. The aforesaid Phase I Loan Facility is further secured by the pledge of 1,181,173,342 (Previous Year: 1,181,173,342) equity shares (40% of the total equity share capital) of the Company held by Rattan India Infrastructure Limited ("RIL") (formerly known as India bulls Infrastructure and Power Limited) and RR Infralands Private Limited through execution of a Deed of Pledge amongst RIL and RR Infralands Private Limited (Pledgers), RPL and IL&FS Trust Company Limited (IDBI Trusteeship Services Limited up to March 26, 2015). Also, disbursements against cost overrun underwritten portion is secured by a pledge of 39,707,724 (Previous Year: 39,707,724) equity shares of the Company held by RIL and 219,050,000 (Previous Year: 219,050,000) equity shares held by India bulls Real Estate Limited in the Company and further, is secured by 6,294,841 (Previous Year: 6,294,841) equity shares of Rattan India Nasik Power Limited (Formerly known as India bulls Realtech Limited) in favour of Power Finance Corporation Limited - the lead consortium lender (PFC). Additionally, the Company is required by Non-Disposal and Safety Net Arrangement Agreement not to dispose off 11% equity shares of promoter''s holding in the Company.

Loan from Other Bank aggregating to Rs, 1,750,000,000 (Previous Year: Rs, 2,000,000,000) is secured by way of first mortgage and charge on all immovable and movable asets, both present and future, of the Amravati Project Phase II. The aforesaid Phase II Loan Facility is further secured by pledge of 30,000,000 (Previous Year: Nil) equity shares of the Company held by RR Infralands Private Limited.

Further, RR Infralands Private Limited has also pledged 74,520,000 (Previous Year: Nil) equity shares of the Company in favour of Bank of India towards current and future Bank Guarantee facility of Rs, 621,000,000 (Previous Year: Nil) to Rattan India Nasik Power Limited. There are no bank guarantees open against this facility as on March 31, 2016.

(ii) The Company had rescheduled its loans with Consortium of Banks and Financial Institutions for Phase I of the Project and revised its project cost to Rs, 74,933,300,000 from Rs, 66,315,200,000 (after exclusion of Rs, 2,564,800,000 allocated to Cost of transmission line from the sanctioned Project Cost of Rs, 68,880,000,000) thereby resulting in net increase in the Project Cost by Rs, 8,618,100,000 for meeting Cost Overrun-I. Further, during the previous year, the Company had received a sanction letter from PFC vide letter No. 03/19 /RIPL/GEN-TH/Vol XIV/S0901001 dated March 10, 2015 towards approval of Cost Overrun II for the Project with revised Project Cost to Rs, 85,559,200,000 from Rs, 74,933,300,000 thereby resulting in further increase in the Project Cost by Rs, 10,625,900,000 for meeting the Cost Overrun-II and underwriting the additional term loan for the Project with extension of COD and corresponding shift in date of repayment of term loan in 60 structured quarterly installments and other terms stated therein. Accordingly, the Company executed the Cost Overrun Underwriting Facility Agreement dated March 28, 2015 wherein PFC was agreeable to underwrite entire debt component of cost overrun of Rs, 7,336,800,000 which is 69.05% of the total cost overrun of Rs,10,625,900,000. During the year, the Company received sanction letters from all lenders of the consortium of Phase I approving the Cost - Overrun II.

Consequent to the Company''s proposal to consortium of lenders for flexible structuring as per RBI Circular No. RBI/201415/126 DBOD.No.BP.BC.24/21.04.132/2014-15 dated July 15, 2014 and RBI/2014-15/354 DBR.No.BP.BC.53/21.04.132/2014-15 dated December 15, 2014 on ''Flexible Structuring of Long Term Project Loans to Infrastructure and Core Industries'' as amended from time to time, of its Phase I Loans during the year, the Company entered into Master Facility and Flexible Structuring Framework Agreement dated January 28, 2016 with all consortium lenders of Phase I except Life Insurance Corporation, Rural Electrification Corporation and UCO Bank. Deed of Accession has been entered into by the Company with UCO Bank and Life Insurance Corporation on March 14, 2016 and March 22, 2016 respectively and the Company has received sanction letter dated February 25, 2016 from Rural Electrification Corporation for flexible structuring of its Phase I Loans. The same are however covered within overall sanctions as approved by the lead consortium lenders/ other consortium lenders.

(iii) Considering the flexible structuring of loans mentioned above in respect of Phase I Loan Facility from the Consortium of Banks/ Financial Institutions for Phase I and other bank for Phase II:

Term loan from Consortium of Banks for Phase I are repayable in 80 quarterly structured installments beginning from September 30, 2015 as follows;

One installment of Rs, 106,000,000 during the quarter ending September 30, 2015; One installment of Rs, 167,200,000 during the quarter ending December 31, 2015; One installment of Rs, 273,000,000 during the quarter ending March 31, 2016; Two installments each of Rs, 318,100,000 during the quarter ending June 30, 2016 to September 30, 2016; One installment of Rs, 375,300,000 during the quarter ending December 31, 2016; One installment of Rs, 397,900,000 during the quarter ending March 31, 2017; One installment of Rs, 511,800,000 during the quarter ending June 30, 2017; One installment of Rs, 556,800,000 during the quarter ending September 30, 2017; One installment of Rs, 613,800,000 during the quarter ending December 31, 2017; One installment of Rs,636,200,000 during the quarter ending March 31, 2018; One installment of Rs,693,100,000 during the quarter ending June 30, 2018; Three installments each of Rs, 715,700,000 during the quarter ending September 30, 2018 to March 31, 2019; One installment Rs, 772,700,000 during the quarter ending June 30, 2019; One installment of Rs, 795,100,000 during the quarter ending September 30, 2019; One installment of Rs, 852,100,000 during the quarter ending December 31, 2019; One installment of Rs,874,700,000 during the quarter ending March 31, 2020; One installment of Rs, 555,600,000 during the quarter ending June 30, 2020; Three installments each of Rs, 429,600,000 during the quarter ending September 30, 2020 to March 31, 2021; One installment of Rs 292,700,000 during the quarter ending June 30, 2021; Three installments each of Rs, 238,600,000 during the quarter ending September 30, 2021 to March 31, 2022; One installment of Rs,295,600,000 during the quarter ending June 30, 2022; One installment of Rs, 318,100,000 during the quarter ending September 30, 2022; One installment of Rs, 375,300,000 during the quarter ending December 31, 2022; Four installments each of Rs,397,900,000 during the quarter ending March 31, 2023 to December 31, 2023; One installment of Rs, 340,700,000 during the quarter ending March 31, 2024; One installment of Rs, 261,100,000 during the quarter ending June 30, 2024; Three installments each of Rs, 238,600,000 during the quarter ending September 30, 2024 to March 31, 2025; One installment of Rs, 78,900,000 during the quarter ending June 30, 2025; Four installments each of Rs, 15,900,000 during the quarter ending September 30, 2025 to June 30, 2026; One installment of Rs, 61,600,000 during the quarter ending September 30, 2026; Two installments each of Rs, 79,600,000 during the quarter ending December 31, 2026 to March 31, 2027; One installment of Rs, 136,700,000 during the quarter ending June 30, 2027; Three installments each of Rs, 159,100,000 during the quarter ending September 30, 2027 to March 31, 2028; One installment of Rs, 216,000,000 during the quarter ending June 30, 2028; Three installments each of Rs, 238,600,000 during the quarter ending September 30, 2028 to March 31, 2029; One installment of Rs, 295,600,000 during the quarter ending June 30, 2029; Seven installments each of Rs, 318,100,000 during the quarter ending September 30, 2029 to March 31, 2031; One installment of Rs, 432,100,000 during the quarter ending June 30, 2031; Seven installments each of Rs, 477,100,000 during the quarter ending September 30, 2031 to March 31, 2033; One installment of Rs, 591,200,000 during the quarter ending June 30, 2033; Seven installments each of Rs, 636,200,000 during the quarter ending September 30, 2033 to March 31, 2035; One installment of Rs, 1,056,600,000 during the quarter ending June 30, 2035; and One installment of Rs, 342,700,000 during the quarter ending September 30, 2035.

Term loan from Consortium of Financial Institutions for Phase I would be repayable in quarterly structured installments as follows;

In case of REC 80 quarterly structured installments beginning from December 31, 2015 as follows;

Two installments each of Rs, 39,500,000 during the quarter ended December 31, 2015 to March 31, 2016; Three installments each of Rs, 79,100,000 during the quarter ending June 30, 2016 to December 31, 2016; Two installments each of Rs,98,800,000 during the quarter ending March 31, 2017 to June 30, 2017; Two installments each of Rs, 138,400,000 during the quarter ending September 30, 2017 to December 31, 2017; Two installments each of Rs, 158,100,000 during the quarter ending March 31, 2018 to June 30, 2018; Four installments each of Rs 177,900,000 during the quarter ending September 30, 2018 to June 30, 2019; Two installments each of Rs, 197,700,000 during the quarter ending September 30, 2019 to December 31, 2019; Two installments each of Rs, 217,400,000 during the quarter ending March 31, 2020 to June 30, 2020; Four installments each of Rs, 106,700,000 during the quarter ending September 30, 2020 to June 30, 2021; Four installments each of Rs, 59,300,000 during the quarter ending September 30, 2021 to June 30, 2022; Two installments each of Rs, 79,100,000 during the quarter ending September 30, 2022 to December 31, 2022; Five installments each of Rs, 98,800,000 during the quarter ending March 31, 2023 to March 31, 2024; One installment of Rs, 79,100,000 during the quarter ending June 30, 2024; Four installments each of Rs, 59,300,000 during the quarter ending September 30, 2024 to June 30, 2025; Five installments each of Rs, 4,000,000 during the quarter ending September 30, 2025 to September 30, 2026; Three installments each of Rs, 19,800,000 during the quarter ending December 31, 2026 to June 30, 2027; Four installments each of Rs, 39,500,000 during the quarter ending September 30, 2027 to June 30, 2028; Four installments each of Rs, 59,300,000 during the quarter ending September 30, 2028 to June 30, 2029; Eight installments each of Rs, 79,100,000 during the quarter ending September 30, 2029 to June 30, 2031; Eight installments each of Rs, 118,600,000 during the quarter ending September 30, 2031 to June 30, 2033; Eight installments each of Rs, 158,100,000 during the quarter ending September 30, 2033 to June 30, 2035; and One installment of Rs, 304,200,000 during the quarter ending September 30, 2035.

In case of LIC 60 quarterly structured installments beginning from October 15, 2015 as follows;

Two installments each of Rs, 81,400,000 during the quarter ended December 31, 2015 to March 31, 2016; Four installments each of Rs, 50,200,000 during the quarter ending June 30, 2016 to March 31, 2017; Eight installments each of Rs, 59,800,000 during the quarter ending June 30, 2017 to March 31, 2019; Four installments each of Rs, 57,400,000 during the quarter ending June 30, 2019 to March 31, 2020; Four installments each of Rs, 45,500,000 during the quarter ending June 30, 2020 to March 31, 2021; Four installments each of Rs, 33,500,000 during the quarter ending June 30, 2021 to March 31, 2022; Four installments each of Rs, 31,100,000 during the quarter ending June 30, 2022 to March 31, 2023; Eight installments each of Rs, 28.700.000 during the quarter ending June 30, 2023 to March 31, 2025; Four installments each of Rs, 20,300,000 during the quarter ending June 30, 2025 to March 31, 2026; Four installments each of Rs, 21,500,000 during the quarter ending June 30, 2026 to March 31, 2027; Four installments each of Rs, 27,500,000 during the quarter ending June 30, 2027 to March 31, 2028; Four installments each of Rs, 33,500,000 during the quarter ending June 30, 2028 to March 31, 2029; Five installments each of Rs, 39.900.000 during the quarter ending June 30, 2029 to June 30, 2030 and One installment of Rs, 40,400,000 during the quarter ending September 30, 2030.

In case of PFC 60 quarterly structured installments beginning from October 15, 2015 as follows;

Two installments each of Rs, 728,400,000 during the quarter ended December 31, 2015 to March 31, 2016; Four installments each of Rs, 449,900,000 during the quarter ending June 30, 2016 to March 31, 2017; Eight installments each of Rs, 535,600,000 during the quarter ending June 30, 2017 to March 31, 2019; Four installments each of Rs, 514,200,000 during the quarter ending June 30, 2019 to March 31, 2020; Four installments each of Rs, 407,100,000 during the quarter ending June 30, 2020 to March 31, 2021; Four installments each of Rs, 299,900,000 during the quarter ending June 30, 2021 to March 31, 2022; Four installments each of Rs, 278,500,000 during the quarter ending June 30, 2022 to March 31, 2023; Eight installments each of Rs, 257,100,000 during the quarter ending June 30, 2023 to March 31, 2025; Four installments each of Rs, 182,100,000 during the quarter ending June 30, 2025 to March 31, 2026; Four installments each of Rs, 192,800,000 during the quarter ending June 30, 2026 to March 31, 2027; Four installments each of Rs, 246,400,000 during the quarter ending June 30, 2027 to March 31, 2028; Four installments each of Rs, 299,900,000 during the quarter ending June 30, 2028 to March 31, 2029; Five installments each of Rs, 357,100,000 during the quarter ending June 30, 2029 to June 30, 2030 and One installment of Rs, 356,600,000 during the quarter ending September 30, 2030.

Term loan from other Bank for Phase II is repayable in 5 structured installments beginning from April 15, 2015 as follows: Two equal half yearly installments of Rs, 125,000,000 from April 15, 2015 to October 15, 2015; Two equal quarterly installments of Rs, 437,500,000 from April 15, 2016 to July 15, 2016 and One installment of Rs, 875,000,000 on October 01, 2016.

(iv) In respect of the previous year, the repayment terms were as mentioned below:

Considering the rescheduling of the loans in respect of previous year as mentioned above, once the loans would be fully drawn down from the Consortium of Banks/ Financial Institutions for the Phase I and other bank for Phase II:

-Term loan from Consortium of Banks for Phase I would be repayable in 40 quarterly structured installments beginning from September 30, 2015 as follows;

One installment of Rs, 548,900,000 during the quarter ending September 30, 2015; Seven installments each of Rs, 795,100,000 during the quarter ending December 31, 2015 to June 30, 2017; One installment of Rs, 905,000,000 during the quarter ending September 30, 2017; Three installments each of Rs, 954,300,000 during the quarter ending December 31, 2017 to June 30, 2018; One installment of Rs, 1,064,100,000 on September 30, 2018; Three installments each of Rs, 1,113,300,000 during the quarter ending December 31, 2018 to June 30, 2019; One installment of Rs, 1,003,500,000 during the quarter ending September 30, 2019; Three installments each of Rs, 954,300,000 during the quarter ending December 31, 2019 to June 30, 2020; One installment of Rs, 844,400,000 during the quarter ending September 30, 2020; Three installments each of Rs, 795,100,000 during the quarter ending December 31, 2020 to June 30, 2021; One installment of Rs, 685,400,000 during the quarter ending September 30, 2021; Fourteen installments each of Rs, 636,200,000 during the quarter ending December 31, 2021 to March 31, 2025; One installment of Rs, 636,500,000 during the quarter ending June 30, 2025 and one installment of Rs, 195,900,000 during the quarter ending September 30, 2025.

-Term loan from Consortium of Financial Institutions for Phase I were repayable in 40 quarterly structured installments as follows;

In case of REC 40 quarterly structured installments beginning from December 31, 2015 as follows;

Thirty Nine installments each of Rs, 197,700,000 during the quarter ending December 31, 2015 to June 30, 2025 and One installment of Rs, 196,100,000 during the quarter ending September 30, 2025

In case of LIC 40 quarterly structured installments beginning from October 15, 2015 as follows;

Eight installments each of Rs, 59,800,000 during the quarter ending December 31, 2015 to September 30, 2017; Four installments each of Rs, 71,800,000 during the quarter ending December 31, 2017 to September 30, 2018; Four installments each of Rs, 83,700,000 during the quarter ending December 31, 2018 to September 30, 2019; Four installments each of Rs, 71,800,000 during the quarter ending December 31, 2019 to September 30, 2020; Four installments each of Rs, 59,800,000 during the quarter ending December 31, 2020 to September 30, 2021; Fifteen installments each of Rs, 47,900,000 during the quarter ending December 31, 2021 to June 30, 2025 and One installment of Rs, 47,400,000 during the quarter ending September 30, 2025.

In case of PFC 60 quarterly structured installments beginning from October 15, 2015 as follows;

Two installments each of Rs, 728,400,000 during the quarter ending December 31, 2015 to March 31, 2016; Four installments each of Rs, 449,900,000 during the quarter ending June 30, 2016 to March 31, 2017; Eight installments each of Rs, 535,600,000 during the quarter ending June 30, 2017 to March 31, 2019; Four installments each of Rs, 514,200,000 during the quarter ending June 30, 2019 to March 31, 2020; Four installments each of Rs, 407,100,000 during the quarter ending June 30, 2020 to March 31, 2021; Four installments each of Rs, 299,900,000 during the quarter ending June 30, 2021 to March 31, 2022; Four installments each of Rs, 278,500,000 during the quarter ending June 30, 2022 to March 31, 2023; Eight installments each of Rs, 257,100,000 during the quarter ending June 30, 2023 to March 31, 2025; Four installments each of Rs, 182,100,000 during the quarter ending June 30, 2025 to March 31, 2026; Four installments each of Rs, 192,800,000 during the quarter ending June 30, 2026 to March 31, 2027; Four installments each of Rs, 246,400,000 during the quarter ending June 30, 2027 to March 31, 2028; Four installments each of Rs, 299,900,000 during the quarter ending June 30, 2028 to March 31, 2029; Four installments each of Rs, 357,100,000 during the quarter ending June 30, 2029 to March 31, 2030; One installment of Rs, 356,900,000 during the quarter ending June 30, 2030 and One installment of Rs, 356,800,000 during the quarter ending September 30, 2030.

Term loan from other Bank for Phase II would be repayable in 5 structured installments beginning from April 15, 2015 as follows:

Two equal half yearly installments of Rs, 125,000,000 from April 15, 2015 to October 15, 2015; Two equal quarterly installments of Rs, 437,500,000 from April 15, 2016 to July 15, 2016 and One installment of Rs, 875,000,000 on October 01, 2016.

The terms of repayment mentioned above for Canara Bank, Central Bank of India, State Bank of India, United Bank of India and Life Insurance Corporation, being part of Consortium lenders of Phase I, were considered to be within the overall sanctions as approved by the Lead Consortium Lender/ other Consortium Lenders and accordingly, the principal repayments were not considered to be due as at March 31, 2015.

(v) The above mentioned loans from consortium of banks and financial institutions carry floating rates of Interest ranging from 13.05% p.a. to 16.00% p.a. (Previous Year: 13.25 % p.a. to 16.00% p.a.) and the term loan from other bank carries a floating rate of interest of 15.00% p.a. (Previous Year: floating rate of interest 15.00% p.a.).

(vi) There were certain defaults in payment of interest and repayment of loans during the year. Having regard to the rescheduling of the terms of repayment of loans pursuant to the flexible Structuring of the Phase I Loans as per Master Facility and Flexible Structuring Framework Agreement dated January 28, 2016 and Deed of Accession entered into with and Sanction letter issued by the consortium lenders, the said defaults in repayment of loans are considered as being made good during the year. The defaults in respect of payment of interest has also been made good during the year by the Company and accordingly, there were no continuing defaults in repayment of loans as at March 31, 2016. Interest due and outstanding aggregating to Rs, 594,054,584 as at March 31, 2015 was paid during the year.

(i) The facilities are secured by hypothecation charges on all movables & immovable assets, present and future, of the the project under implementation by way of first charge ranking pari passu.

(ii) Short term loan facility from financial institution - Power Finance Corporation Limited is secured by Pari pasu charge over the Company''s movables assets relating to the Project (current & fixed) including movable plant, machinery, equipments, machinery spares, tools, accessories, furniture, fixtures, vehicles and all other movable assets, both present and future, the stock of raw materials, semi-finished and finished goods, consumable goods relating to the project site, intangible assets, book debts, operating cash flow, revenue & receivables of the Company relating to the project and all current assets, commissions and any revenue of any nature, Trust and Retention account, letter of credit, other reserves and any other bank accounts in relation to the project and on all rights, titles, interest, benefits, claims and demands relating to the project.

(iii) The Short term loan facility amounting to Rs, 889,600,000 was due for repayment on February 21, 2016 and remained outstanding as at March 31, 2016. There were no continuing defaults in repayment of loans and interest as at March 31, 2015.

(iv) There were no continuing defaults in payment of interest and repayment of Cash Credit facility, Inter Corporate Deposits from related parties and other and interest thereon as at March 31, 2016 and March 31, 2015.

(i) Liquidated Damages/ Penalty as per the Contracts entered into with contracted are provided for at the end of the Contract or as agreed upon.

(i) Loans, Short term loan facility and Cash credit facilities are secured by first mortgage and charge on all immovable and movable assets, both present and future, of the Amravati Project. (Refer Note 5(i) and Note 8).

(ii) Depreciation and amortization aggregating to Rs, Nil (Previous Year Rs, 15,996,120) on assets directly related to the Project, including depreciation on account of transition adjustment aggregating toRs, Nil (Previous YearRs, 2,328,047) has been transferred to Expenditure during construction pending capitalization and depreciation and amortization aggregating toRs, 1,951,792,827 (Previous year Rs, 1,232,848,188) being depreciation and amortization on other fixed assets has been debited to the Statement of Profit and Loss for the year ended March 31, 2016 and depreciation on account of transition adjustment on those assets aggregating to Rs,Nil (Previous Year Rs, 3,045,691) is recorded against opening balance of Statement of Profit and Loss. (Also Refer Note 42)

(iii) During the year, upon Project assets being ready for their intended use, the Company has capitalized Rs, 485,085,220 of Land, 132,271,224 of Buildings - Plant, Rs, 2,632,795,245 of Plant and Equipments and Rs, 4,335,732,417 of Railways and accordinglyRs, 5,270,111,913 is reduced from CWIP and Rs,2,315,772,193 (including Interest During Construction of Rs, 1,994,145,169) are reduced from Expenditure during Construction pending capitalization.

During the previous year, upon COD of the Company''s Amravati Power Project - Unit-Ill (Phase -1) on February 02, 2015, the Company has capitalized Rs, 11,978,766,764 of Plant and Equipment and Rs, 92,116,020 of Buildings - Plant. Further, upon COD of the Company''s Amravati Power Project - Unit-IV (Phase - I) on March 07, 2015, the Company has capitalized Rs, 12,071,147,140 of Plant and Equipment and Rs, 263,023,581 of Buildings - Plant. Further, upon COD of the Company''s Amravati Power Project - Unit-V (Phase -1) on March 13, 2015, the Company has capitalized Rs, 15,818,794,247 of Plant and Equipment and Rs, 176,920,762 of Buildings - Plant. Accordingly, during the previous year Rs, 27,629,377,275 is reduced from CWIP and Rs, 12,771,391,239 are reduced from Expenditure during construction pending capitalization respectively on account of capitalization of Unit-Ill, Unit-IV and Unit-V. (Also Refer Note 13(ii))

(i) Loans, Short term loan facility and Cash credit facilities are secured by first mortgage and charge on all immovable and movable assets, both present and future, of the Amravati Project. (Refer Note 5(i) and Note 8).

(ii) Interest and Financing Charges represents Borrowing costs i.e. Financing charges and Interest During Construction to be capitalized to Fixed Assets on completion of construction of the Project.

During the year, borrowing cost of Rs, 1,994,145,169 is capitalized on account of capitalization of various Project assets on them being ready for their intended use.

During the previous year borrowing cost of Rs, 2,951,726,570, Rs, 3,165,275,751 and Rs, 4,123,855,021 is capitalized on February 02, 2015, March 07, 2015 and March 13, 2015 respectively on account of capitalization of Unit-III (Phase-I), Unit-IV (Phase-I) and Unit-V (Phase-I) and have been added to the cost of Plant and equipment and Buildings - Plant (Refer Note 12(iii)).

(iii) Capitalization of borrowing costs has been suspended on account of active development of the project work of Phase II being interrupted and accordingly, borrowing costs amounting to Rs, 281,073,219 (Previous Year Rs, 73,972,602) in relation to Phase II of the Project has been charged to the Statement of Profit & Loss.

(iv) Expenditure during construction pending capitalization includes expenditure (net of income) incurred during the year aggregating to Rs, 632,745,646 (Previous Year: Rs, 5,319,589,101), relating to the setting up of the Amravati Project.

(i) 25,106,221 (Previous Year: 19,848,528) equity shares of Rattan India Nasik Power Limited (formerly known as India bulls Reattach Limited) (RNPL) and 493,020 (Previous Year: 377,592) equity shares of Amravati Power Transmission Company Limited are pledged in favour of the Project Lenders of the Company and its subsidiaries. Out of the said shares, for 308,045 equity shares (Previous Year: 1,720,921 equity shares) of RNPL and for 73,953 equity shares (Previous Year: Nil equity shares) of Amravati Power Transmission Company Limited, action for placing them under a pledge in favour of Project Lenders had been initiated during the year and the confirmation from the depository participants of the Lenders was awaited as on respective Balance Sheet dates.

(i) Coal - Stores includes Goods-in-transit as at the yearend of Rs, 238,080,935 (Previous Year Rs, 278,639,615).

(ii) Light Diesel Oil - Stores includes Goods-in-transit as at the yearend of Rs, 2,706,967 (Previous Year Rs, 3,740,680).

(iii) Stores and Spares - includes Goods-in-transit as at the yearend of Rs, 5,703,603 (Previous Year Rs, 691,811).

(iv) Other Consumables - includes Goods-in-transit as at the yearend of Rs, 1,537,468 (Previous Year Rs, 15,141,855).

(i) Loans and advances to employees as above, include amounts due from Mr. Jayant Kawale, the managing director of the Company amounting to Rs, Nil (Previous Year: Rs, 5,340,860), being excess of remuneration paid in terms of Schedule V of the 2013 Act and held in Trust for the Company in terms of Section 197(9) of the 2013 Act.

During the previous year, the Managing Director of the Company in terms of his agreement with the Company, was entitled to receive a sum of Rs, 38,799,996 per annum, with effect from October 1, 2014 (the date of appointment), subject to Schedule V of the Companies Act, 2013. The said remuneration, pro-rated for the previous year aggregated to Rs, 19,399,998.

During the previous year, based on the effective capital of the Company, the Managing Director of the Company was entitled to receive a remuneration of Rs, 7,029,569 in terms of Schedule V to the 2013 Act. Section A of Part II to Schedule V of the 2013 Act as aforesaid, inter-alia, authorizes the Company to pay double the said amount subject to the approval of the shareholders being obtained by way of a special resolution. The Company has duly received approval of the shareholders at the Annual General Meeting of the Company held on September 30, 2015, to pay an amount of Rs, 14,059,138 to him as remuneration during the financial year 2014-15. Consequently, the balance portion of Rs, 5,340,860 being excess remuneration paid, was duly recovered from him during the year ended March 31, 2016. (Also refer Note 35)

1 Project under Development

The Company is in process of setting up a Thermal Power Project at Amravati ("Amravati Project", "the Project") in the State of Maharashtra in two phases of 1,350 MW each, with an ultimate capacity of 2,700 MW. During the financial year 2013-14, upon COD of the Company''s Amravati Power Project - Unit-I (Phase-I) on June 03, 2013 and Unit-II (Phase-I) on March 28, 2014, the Plant and Equipment and Building - Plants of Unit-I and Unit-II were capitalized on respective CODs. During the previous year, upon COD of the Company''s Amravati Power Project - Unit-III (Phase-I) on February 02, 2015, Unit-IV (Phase-I) on March 07, 2015 and Unit-V (Phase-I) on March 13, 2015, the Plant and Equipment and Building - Plants of respective units were capitalized on respective CODs (Refer Note 12 and 13).

The Company is receiving coal under the Fuel Supply Agreement signed with South Eastern Coalfields Limited, subsidiary of Coal India Limited which would be sufficient for meeting coal requirement for functioning of Phase I. Further, the Cabinet Committee on Economic Affairs (CCEA) has approved mechanism to allow pass through of the incremental cost for procuring coal from alternative sources to meet the shortfall in supply of domestic coal under coal linkage.

Capitalization of borrowing costs has been suspended on account of active development of the project work of Phase II being interrupted and accordingly, borrowing costs amounting to Rs, 281,073,219 (Previous Year Rs, 73,972,602) in relation to Phase

II of the Project has been charged to the Statement of Profit & Loss.

Project construction activities of the Project of the Company are in line with the estimated targets of the Management.

2 Details of contingent liabilities, pending litigations and other matters:

A. Contingent Liabilities of pending litigations not provided for in respect of:

1 Writ Petition had been filed by the Company challenging the validity of demand raised by Water Restoration Department (WRD) for payment of irrigation restoration charges @ Rs, 100,000 per Hectare for 23,200 Hectare vide letter dated January 29, 2013 instead of Rs, 50,000 per Hectare (as provided in Circular dated February 21, 2004). As at March 31, 2015, the Respondents - Water Restoration Department had been restrained from taking any coercive steps till further orders. During the year, the Hon''ble Bombay High Court bench vide Order dated August 08, 2015 has returned the matter to be presented before Nagpur Bench. The Hon''ble Bombay High Court, Nagpur Bench vide its Order dated May 05, 2016 has partly allowed the petition and declared that demand of Irrigation Restoration Charges at revised rate of Rs, 100,000 per Hectare i.e. as per decision dated March 06, 2009 from the petitioner is illegal and unsustainable.

2 A Petition had been filed before Maharashtra Electricity Regulatory Commission (MERC) by the Company for realizing the shortfall in supply under coal linkage granted by Government of India under New Coal Distribution Policy (NCDP), the Cabinet Committee of Economic Affairs (CCEA) approved mechanism where after Ministry of Coal amended the NCDP and communicated its decision to allow pass through of the incremental cost of procuring coal from alternative sources to meet the shortfall in supply of domestic coal under coal linkage. MERC vide its Order on July 15, 2014 laid down methodology to recover compensatory fuel charges and vide Order dated August 20, 2014 did not allow 100 % of transportation and transaction cost as has been sought for by the Company. The Company on August 28, 2014 filed Review Petition before MERC against said Orders dated July 15, 2014 as well as Order dated August 20, 2014. Maharashtra State Electricity Distribution Company Limited (MSEDCL) and Prayas Energy further filed Review Petition against the Orders of MERC dated August 20, 2014. The Review Petition filed by MSEDCL stands dismissed vide Order dated July 16, 2015. The Review Petition filed by the Company also got disposed of vide Order October 30, 2015. MESDCL has filed Appeals before Appellate Tribunal for Electricity (APTEL) against Orders dated July 15, 2014, August 20, 2014 and July 16, 2015. The Company has also filed Appeals before APTEL against orders dated July 15, 2014, August 20, 2014 and October 30, 2015. A Petition has also been filed by RPL before MERC for direction to MSEDCL to implement Orders dated July 15, 2014 and August 20, 2014 of MERC but the same was withdrawn on February 18, 2016. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2016 and March 31, 2015.

3 A Suomoto Public Interest Litigation (PIL) has been registered by Hon''ble Bombay High Court with regard to the occupation hazards of the employees working in various thermal power plants stations in the county. Amravati Power Plant of the Company is made as party Respondent at Sr. 29. The Company has filed its reply before Hon''ble Bombay High Court. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2016 and March 31, 2015.

4 During the year, a suit for seeking declaration/ injunction for right of way has been filed before the Civil Judge, Senior Division, Amravati by Keshav Bundele and Others against the Company. In the said Suit, it has been alleged that due to railway line to the plant of the Company and construction of boundary wall surrounding the project, the approach road to the Plaintiffs land have been obstructed and that they are unable to access their land for cultivation. The Defendant - the Company denied the allegations in its Written Statement and is contesting the

Suit. The Court has declined the prayer of the Plaintiffs for temporary injunction. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2016.

5 During the year, a Petition has been filed before Maharashtra Electricity Regulatory Commission (MERC) by the Company challenging the imposition of Liquidated Damages by Maharashtra State Electricity Distribution Company Limited (MSEDCL). MERC vide interim Order has stayed the imposition of Liquidated Damages. The matter got reserved for Orders on January 28, 2016. The pecuniary risk involved in the present case is Rs, 2,594,700,000 as at March 31, 2016.

6 During the year, Arbitration proceeding has been initiated by BHEL against the Company alleging the payment outstanding in respect of the materials supplied by BHEL. The BHEL has filed its Statement of Claim accompanied by documents. Earlier in the petition filed before Hon''ble High Court of Delhi, the Hon''ble Court has directed to maintain status quo in regard to invocation of Bank Guarantees subject to the condition that BHEL keeps the same alive. The Hon''ble High Court has vide its Order dated January 07, 2016 disposed off the petition upon the instruction of parties that petition before Hon''ble High Court be treated as an application under Section 17 of the Arbitration and Conciliation Act, 1996 before the Arbitral Tribunal. Interim Order is to be continued unless otherwise varied by the Arbitral Tribunal. Reply to the Application u/s 17 of the Claimant has already been filed before the Hon''ble Tribunal. The Company is yet to file statement of defense and is also proposing to raise its counterclaim before the Arbitral Tribunal. On April 14, 2016, BHEL has filed application seeking amendment of the Claim petition which is allowed by the Hon''ble Tribunal. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2016.

7 During the year, a Petition has been filed before the Nagpur bench of Hon''ble Bombay High Court challenging the illegal demand of Water Commitment charges and for refund of the said amount of '' 59,321,826 appropriated by the Water Resources Department of the Govt. of Maharashtra from the Company.

8 During the year, a Suit has been filed by Microsoft Corporation against the Company before Hon''ble High Court of Delhi alleging shortfall in the entitled software licenses being used by the Company in its offices and as such allegedly the Company has infringed copyright in the Microsoft program/ software titles and has thereby prayed for permanent injunction against the Company and has further prayed for rendition of accounts of profits and for damages. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2016.

9 During the year, Plaintiff has filed plaint before Civil Judge, Senior Division, Amravati claiming '' 11,624,655 and Court fees of Rs, 153,630 against the work done pursuant to the work order dated May 25, 2012 which was issued to the plaintiff for supply, plantation and maintenance of 100,000 tree plants at the Company''s Amravati Thermal power plant. Plaintiff has also alleged that the contract was wrongly terminated by the the Company vide letter dated February 06, 2014 in which the Company has also claimed liquidated damages from the plaintiff. Application u/s 8 of the Arbitration and conciliation Act has been filed for the dismissal of the suit. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2016.

10 A Writ Petition had been filed before Nagpur bench of Hon''ble Bombay High Court challenging the order passed by the Collector, Amravati under section 16 of Indian Telegraph Act 1885. The Collector vide its order directed the land owner/petitioner not to obstruct the work of transmission line of 33 KV being constructed by Amravati Power Transmission Company Limited, wholly owned subsidiary of the Company. RPL had also been arrayed as a party respondent in this Petition. Hon''ble High Court granted stay to the order passed by the Collector, Amravati. The said Writ petition has been dismissed by the Hon''ble High Court vide Order dated May 08, 2015.

11 A PIL had been filed by Society for Environmental Protection and others challenging Environmental Clearance (EC) granted to the Company and seeking the court to direct respondent no. 5 (the Company) to immediately stop proceedings with the proposed power plant at Nandgaonpeth, Amravati on the grounds of damage to environment and the depletion of water resources. The matter had been transferred to National Green Tribunal, Pune (NGT) by the Hon''ble High Court for further adjudication. NGT disposed the petition on August 8, 2014 without disturbing the EC granted to the power project of the Company and passed further directions to Ministry of Environment and Forests (MOEF) & Maharashtra Pollution Control Board (MPCB) to monitor compliance to the conditions of EC by the Company. NGT is monitoring the compliance from time to time by passing necessary orders to MOEF and MPCB. As per the order, MOEF had to conduct inspection of Respondent No.5 - industry in next three (3) months to ascertain comprehensive compliance of EC granted to the Responden. MOEF also had to ascertain cumulative impacts related to thermal power plants in the surrounding areas in this appraisal process. A status report including action taken, if any, had to be submitted to Tribunal in 3 months. Since, no such details has been submitted by MOEF to NGT within 3 months, there has been no risk upon the Company subsequently.

B. Contingent Liabilities of Demand pending under the Income Tax Act, 1961 and other not provided for in respect of:

1 In respect of the F.Y. 2009-10 demand of Rs, 7,737,610 (Previous Year: Rs, 7,737,610) was pending under section 143(3) of the Income Tax Act, 1961 against disallowance u/s 14A of the Income Tax Act, 1961 against which appeal had been filed which is pending before ITAT Delhi, as at March 31, 2016. The demand of Rs, 7,737,610 had been adjusted against refund for the F.Y. 2012-13 during the previous year by the Income Tax department. However, the appeal filed during the previous year is pending before ITAT Delhi, as at March 31, 2016.

2 In respect of the F.Y. 2010-11 demand of Rs, 6,055,770 (Previous Year: Rs, 6,055,770) after rectification during the year under section 154, was pending under section 143(3) of the Income Tax Act, 1961 against disallowance u/s 14A of the Income Tax Act, 1961 against which appeal had been filed which is pending before CIT (Appeals) as at March 31, 2016. The demand of Rs, 6,055,770 had been adjusted against refund for the F.Y. 2012-13 during the previous year by the Income Tax department. However, the appeal filed during the previous year is pending before CIT (Appeals) as at March 31, 2016.

3 During the year, demand in respect of the F.Y. 2011-12 of Rs, 1,950,000 was raised by Income Tax Department in respect of the penalty order under section 271(1)(c) of the Income Tax Act, 1961 resulting on account of disallowance of expenses. The Company has filed appeal against the same and it was pending before CIT (Appeals) as at March 31, 2016.

4 Guarantee provided on behalf of Rattan India Nasik Power Limited (formerly known as India bulls Realtech Limited) (RNPL), a wholly owned subsidiary, towards Commitment Bank Guarantees of Rs, 590,378,940 (Previous Year: Rs, 590,378,940) issued to subsidiaries of Coal India Limited for issuance of Letter of Assurance for supply of coal for RNPL''s Nashik Thermal Power Project, partly secured by way of pledge of fixed deposits of Rs, 44,295,000 (Previous Year: Rs, 44,295,000) of the Company and partly by way of pledge of fixed deposits of Rs, 15,244,036 (Previous Year: Rs, 15,244,036) of Rattan India Nasik Power Limited.

Future cash outflows in respect of the above, if any, is determinable only on receipt of judgment/ decision pending with the relevant authorities. The Company does not expect the outcome of the matters stated above to have a material adverse impact on its financial condition, results of operations and cash flows.

The Company does not envisage any likely reimbursements in respect of the above.

The Company is involved in various legal proceedings and other regulatory matters relating to conduct of its business. In respect of the other claims, the Company believes, these claims do not constitute material litigation matters and with its meritorious defenses, the ultimate disposition in these matters will not have material adverse effect on its Financial Statements.

C. Other pending litigations as on March 31, 2016 are:

1 A Petition had been filed before Central Electricity Regulatory Commission (CERC) by the Company seeking modification/revision of the mechanism for calculation of the escalation index for domestic coal by linking it with actual coal price of Coal India Limited (CIL) on the ground that thermal power plants based on domestic coal and get fuel through coal linkage granted by the Government fo India (GOI). Although such domestic coal is supplied by CIL , the escalation index for domestic coal published by CERC for the purpose of payment in Power Purchase Agreement (PPA) under Case -1 bidding process takes WPI for non-coking coal as the basis for calculating the index. The matter got reserved for Orders on February 04, 2016. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2016 and March 31, 2015.

2 The Company had filed an application before Nagpur Bench of the Hon''ble Bombay High Court to bring it to its knowledge the publication of an article by Hitavada newspaper that casts aspersions against India bulls and the Advocate general. The Company had filed rejoinders to the replies of the contemnors. The notice regarding listing of the said matter is awaited. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2016 and March 31, 2015.

3 During the year, a Petition has been filed before MERC by the Company for direction to MSEDCL to make payments of Rs, 5,581,100,000 towards the outstanding amount due and payable to RPL for supply of power and also for direction to MSEDCL to open a Letter of Credit as per Article 8.4.2 of the PPAs and further for payment of penal interest @ 2% above prime lending rate of State Bank of India on the outstanding amounts. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2016.

4 During the year, a Petition has been filed before MERC by the Company for direction to MSEDCL to permit settling/ netting of consumption towards start-up power in energy terms against the power supplied in terms of PPAs and for refund of amount of Rs, 92,105,504 paid by the Company towards start up power during October 2012 to May 2015 on account of excess recovery of charges for start-up power by incorrect categorization of the Company in to HT- Commercials instead of "Industrial category". The pecuniary risk involved in the present case cannot be quantified as at March 31, 2016.

5 Uttar Pradesh Power Corporation Limited (UPPCL) initiated Competitive Bidding process for procurement of 6,000 MW power ( -20%) on long term basis in which the Company also submitted its bid. UPPCL filed petition before Uttar Pradesh Electricity Regulatory Commission (UPERC) requesting approval for a proposed road map for meeting balance of the requisitioned capacity of procurers. UPERC passed Order dated November 17, 2014 wherein UPPCL was directed to procure additional quantum from approved bidders to whom Letter of Intent had already been issued. The Company had filed appeal before APTEL against UPERC and others challenging order dated November 17, 2014 passed by UPERC in Petition No. 964 of 2014. The said appeal has been withdrawn on September 16, 2015.

D. Other matters:

The Company was restrained from sourcing the shortfall on account of linkage coal through alternate sources, as was required pursuant to the decision of the Cabinet Committee on Economic Affairs of June 2013, followed by change in the National Coal Distribution Policy and direction from the Ministry of Power to the regulatory commissions in July 2013. Further, as per the Power Purchase Agreements ("PPAs") entered into between the Company and Maharashtra State Electricity Distribution Company Limited ("MSEDCL"), MSEDCL was to make arrangements for evacuation of entire contracted capacity of 1200 MW. However due to transmission constraints, MSEDCL could arrange for evacuation of only 750 MW. As a result of the above, during the year, the Company has raised its claim estimated at Rs, 396.89 Crores with MSEDCL in respect of resultant unscheduled units and is in the process of filing its petition for the same with the appropriate authority. Consequently, the same has not been recognized in the financial statements.

4 Estimated amount of contracts remaining to be executed on account of capital and other commitments towards the Project not provided for: Rs, 53,679,310,418 (Previous Year: Rs, 54,253,559,062) - advances made there against Rs, 3,892,420,950 (Previous Year: Rs, 5,072,551,329).

Further, the Company has signed a long term power purchase agreement (PPA) with Maharashtra State Electricity Distribution Company Limited for supply of 1,200MW of power generated from the power station. The PPA has a tenure of twenty five years.

5 Other current and non-current assets include interest accrued but not due of Rs, 44,792,883 (Previous Year: Rs, 25,522,906) on fixed deposits pledged with banks.

6 Employee Stock Options Schemes:

The Company has formulated ESOS/ ESOP schemes for applicable/ eligible employees. The schemes so formulated are also applicable to the eligible employees of its subsidiaries. The subsidiaries have adopted the said schemes of the Company which are administered by a Compensation Committee constituted by the Board of Directors of the Company. The Company does not seek reimbursement of expenses from subsidiary companies for ESOP granted to employees of subsidiary companies. Stock Option Schemes of Rattan India Power Limited ("RPL"):

On January 10, 2008 the erstwhile IPSL, had established the IPSL ESOS Plan, under which, IPSL was authorised to issue upto 20,000,000 equity settled options at an exercise price of Rs, 10 per option to eligible employees. Employees covered by the plan were granted an option to purchase equity shares of IPSL subject to the requirements of vesting. A Compensation Committee constituted by the Board of Directors of IPSL administered the plan. All these options were outstanding as at April 01, 2008. Pursuant to a Scheme of Amalgamation under Sections 391 to 394 of the Companies Act, 1956, duly approved by the Hon''ble High Court of Delhi at New Delhi vide its order dated September 1, 2008, IPSL was amalgamated with Sophia Power Company Limited ("SPCL"). With effect from the Appointed Date the IPSL ESOS Plan was terminated and in lieu, in terms of Clause 14 (c) of the Scheme of Amalgamation, SPCL - IPSL Employees Stock Option Plan - 2008 ("SPCL - IPSL ESOP - 2008") was established in SPCL for the outstanding, unvested options for the benefit of the erstwhile IPSL option holders, on terms and conditions not less favorable than those provided in the erstwhile IPSL ESOS Plan and taking into account the share exchange ratio i.e. one equity share of SPCL of face value Rs, 10 each for every one equity share of IPSL of face value Rs, 10 each. All the option holders under the IPSL ESOS Plan on the Effective Date were granted options under the SPCL - IPSL ESOP - 2008 in lieu of their cancelled options under the IPSL ESOS Plan. The SPCL - IPSL ESOP - 2008 was treated as a continuation of the IPSL ESOS Plan and all such options were treated outstanding from their respective date of grant under the IPSL ESOS Plan. Accordingly, no compensation expense was recognized. No adjustment is required in respect of the number and exercise price of options as the share exchange ratio is one equity share of face value Rs, 10 each of SPCL for every one equity share of face value Rs, 10 each of IPSL. During the financial year 2012-13, on September 1, 2012, 2,000,000 ESOPs were re-granted by the Committee to an eligible employee at an exercise price of Rs, 10 per option under the RPL ESOP - 2008 Scheme. During the year ended March 31, 2015, pursuant to the name change of the Company from India bulls Power Limited. to Rattan India Power Limited, the name of the ESOP scheme SPCL - IPSL Employees’, Stock Option Plan 2008 ("SPCL-IPSL ESOP 2008") was changed to Rattan India Power Limited Employees'' Stock Option Plan 2008 ("RPL ESOP 2008"). These options vest uniformly over a period of 10 years commencing one year after the date of grant. The Company follows the Intrinsic Value method of accounting as permitted in the Guidance Note on Accounting for Employees Share Based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profits after taxes and the basic and diluted earnings per equity share of the Company on account of RPL ESOP - 2008.

During the year ended March 31, 2016, 151,500 (Previous Year 2,097,500) ESOPs were surrendered/ lapsed under the RPL ESOP - 2008 Scheme.

During the financial year ended March 31, 2010, RPL had established the "India bulls Power Limited. Employees'' Stock Option Scheme 2009" ("IPL ESOS 2009"). RPL had issued 20,000,000 equity settled options at an exercise price of Rs, 14 per option under the IPL ESOS 2009 to eligible employees which gave them the right to subscribe to stock options representing an equal number of equity shares of face value Rs, 10 each of RPL. During the year ended March 31, 2015, pursuant to the name change of the Company from India bulls Power Limited. to Rattan India Power Limited, the name of the ESOS scheme India bulls Power Limited. Employees'' Stock Option Scheme 2009 ("IPL ESOS 2009") was changed to Rattan India Power Limited Employees'' Stock Option Scheme 2009 ("RPL ESOS 2009"). These options vest uniformly over a period of 10 years commencing one year after the date of grant. The Company follows the Intrinsic Value method of accounting as permitted by the Guidance Note on Accounting for Employees Share Based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profits after taxes and the basic and diluted earnings per equity share of the Company on account of the RPL ESOS 2009.

During the year ended March 31, 2016, 180,000 (Previous Year 220,000) ESOPs were surrendered/ lapsed under the RPL ESOS 2009 Scheme.

During the Financial Year ended March 31, 2012, RPL has established the "India bulls Power Limited. Employee Stock Option Scheme -2011" ("IPL ESOS -2011"). RPL had issued 50,000,000 equity settled options at an exercise price of Rs, 12 per option equivalent to the fair market value of the equity shares of RPL on the date of grant of option under the IPL ESOS -2011 to the eligible employees of the Company which gave them the right to subscribe an equal number of equity shares of face value of Rs 10 each of RPL. During the year ended March 31, 2015, pursuant to the name change of the Company from India bulls Power Limited. to Rattan India Power Limited, the name of the ESOS scheme India bulls Power Limited. Employees'' Stock Option Scheme 2011 ("IPL ESOS 2011") was changed to Rattan India Power Limited Employees'' Stock Option Scheme 2011 ("RPL ESOS 2011"). These options vest uniformly over a period of 10 years commencing one year after the date of grant The Company follows the Intrinsic Value method of accounting as permitted by the Guidance Note on Accounting


Mar 31, 2015

1 Corporate Information

Rattanlndia Power Limited (Formerly known as Indiabulls Power Limited.) ("the Company", "RPL") was incorporated on October 08, 2007 as a wholly owned subsidiary of Indiabulls Real Estate Limited ("IBREL") with an authorised capital of Rs. 500,000 divided into 50,000 equity shares of face value Rs. 10 each. During the financial year 2009-10, the authorised capital was increased to Rs. 50,000,000,000 (Rupees Five Thousand Crores) divided into 5,000,000,000 (Five Hundred Crores) equity shares of face value Rs. 10 each. The main business activities of the Company included inter alia, dealing in power generation, distribution, trading and transmission and other ancillary and incidental activities. The Company is in process of setting up a Thermal Power Project at Amravati ("Amravati Project", "the Project") in the State of Maharashtra in two phases of 1,350 MW each, with an ultimate capacity of 2,700 MW.

On February 12, 2008, the Company had entered into a Shareholder's agreement ("Agreement") with IBREL, individual promoters of IBREL (Sameer Gehlaut, Rajiv Rattan and Saurabh K. Mittal), Investors (FIM Limited and LNM India Internet Ventures Limited) and the erstwhile Indiabulls Power Services Limited ("IPSL" or "Amalgamating Company"), a fellow subsidiary. The Company had also entered into a Share Subscription Agreement ("SSA") dated February 12, 2008, with IBREL, FIM Limited and LNM India Internet Ventures Limited. In terms of the Agreement and the SSA, the Company had issued and allotted 237,000,000 equity shares of face value of Rs. 10 each at a premium of Rs. 56.67 per share to the Investors on February 22, 2008.

In terms of the Agreement, IPSL was merged with the Company, with effect from the Appointed Date on April 1, 2008. Consequently, the Company applied for and received approval dated January 16, 2009, from the FIPB Unit, Department of Economic Affairs, Ministry of Finance, Government of India to engage in the business of generating, developing, transmitting, distributing and supplying all forms of electrical power (except atomic energy) and to act as an operating cum holding company.

In accordance with the provisions of Section 21 and other applicable provisions of the Companies Act, 1956, the Members of the Company at their Extraordinary General Meeting held on July 4, 2009, accorded their approval to change the name of the Company. The Company received fresh certificate of incorporation consequent upon change of name, from the Registrar of Companies, National Capital Territory of Delhi & Haryana, dated July 07, 2009 in respect of the said change. Accordingly, the name ofthe Company was changed to 'Indiabulls Power Limited.'

Pursuant to and in terms of the Court approved Scheme of Arrangement under Section 391 to 394 of the Companies Act, 1956, by and among Indiabulls Real Estate Limited, RattanIndia Infrastructure Limited (formerly known as Indiabulls Infrastructure and Power Limited), Indiabulls Builders Limited, RattanIndia Power Limited (formerly known as Indiabulls Power Limited.) (the Company), Poena Power Supply Limited and their respective shareholders and creditors (Scheme -2011), which had been approved by the Hon'ble High Court of Delhi vide its Order dated October 17, 2011 and came into effect on November 25, 2011, with effect from April 1, 2011 i.e. the Appointed Date.

In pursuance of the Scheme - 2011, with effect from the Appointed Date:

(a) The Power business undertaking of Indiabulls Real Estate Limited (IBREL) which included IBREL's investment in the Company, stood demerged from IBREL and transferred to and vested in favour of RattanIndia Infrastructure Limited (formerly known as Indiabulls Infrastructure and Power Limited) (RIL) which had the effect of making RIL the Promoter Group/ holding company ofthe Company.

(b) Poena Power Supply Limited (PPSL) a wholly owned subsidiary of the Company was merged with the Company as a going concern under the 'pooling of interests method' as specified in Accounting Standard 14 on 'Accounting for Amalgamations' as notified under section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014, with the entire business, including all the assets and liabilities as recorded in the books of PPSL as on the Appointed Date (there were no fixed assets held by PPSL), being transferred to the Company at their book values as on the said date. Poena Power Supply Limited was, prior to its merger, engaged in the business, inter-alia, of power project management, design and management of facilities and services on site and off site, maintenance and operation of support services, project advisory/consultancy and other related services; which business continues after the merger.

The Company had on October 20, 2010 allotted 420,000,000 Share Warrants to certain Promoter Group entities which were partly paid and at the option ofthe warrant holders were convertible into equivalent number of Equity shares ofthe Company. Under the Court approved Scheme of Arrangement by and amongst Indiabulls Real Estate Limited, RattanIndia Infrastructure Limited (formerly known as Indiabulls Infrastructure and Power Limited), Indiabulls Builders Limited, the Company, Poena Power Supply Limited and their respective shareholders and creditors (Scheme - 2011), it had been stipulated that any of such Warrants remaining outstanding on the day of the Scheme - 2011 becoming effective, would stand converted into partly paid Equity shares of the Company. However, prior to the effectiveness of the Scheme - 2011 the warrant holding entities conveyed to the Company their unwillingness to exercise the warrants per se, so that as on the date of effectiveness of the Scheme - 2011, no warrants were outstanding. Consequently, an amount of Rs. 3,045,000,000 representing the upfront money paid on these warrants was forfeited by the Board of Directors of the Company and appropriated to the Capital Reserve.

In terms of the Court approved Scheme of Arrangement (Scheme - 2012) which came into effect on June 2, 2012 (Effective Date), Indiabulls Infrastructure Development Limited (IIDL) was merged with the Company as a going concern with effect from April 1, 2012, the Appointed Date under the Scheme - 2012, upon which the entire undertaking and the entire assets and liabilities of IIDL stand transferred to and vested in the Company at their book values. Pursuant to the Scheme - 2012 as aforesaid, an aggregate of 41,54,07,007 Equity shares of face value Rs. 10 each in the Company were issued and allotted in favour of the IIDL shareholders as on the Effective Date, thereby increasing the paid up capital of the Company to Rs. 26,427,299,530 divided into 264,27,29,953 Equity shares of face value Rs. 10 each. Consequent to issuance and allotment of equity shares to the shareholders of IIDL, the RattanIndia Infrastructure Limited (formerly known as Indiabulls Infrastructure and Power Limited) (RIL) has ceased to be the ultimate holding company w.e.f June 20, 2012. IIDL was, prior to its merger, engaged in the business, inter-alia, of the development of real estate projects, providing management advisory services and other related and ancillary activities.

During the year pursuant to the announcements on restructuring of the promoters' inter -se roles, there have been declassifications in respect of certain Promoters / Promoter Group Entities / Persons Acting in Concert with Promoters (PACs) of the Company, as was intimated by the Company to NSE and BSE (the Stock Exchanges) on July 18, 2014 and October 28, 2014 respectively.

Pursuant to an understanding arrived at between the erstwhile promoters of the Indiabulls group namely, Mr. Sameer Gehlaut, Mr. Saurabh Mittal and Mr. Rajiv Rattan, during the financial year 2014-2015, Mr. Sameer Gehlaut and Mr. Saurabh Mittal relinquished the ownership rights, management and control as also the supervision of the Power Business. Accordingly Mr. Sameer Gehlaut and Mr. Saurabh Mittal transferred their direct and indirect shareholding in power group entities to Mr. Rajiv Rattan and the entities owned and promoted by him pursuant to an inter-se transfer and subsequently resigned from their directorships and chairmanship/ vice chairmanship of the Power Business respectively. Thus the ownership, management and control of the Power Business and its supervision rights came to vest with Mr. Rajiv Rattan who also assumed the Chairmanship ofthe Power Business.

During the year in accordance with the provisions of Section 13 and other applicable provisions of the Companies Act, 2013, the members of the Company through postal ballot declared on October 16, 2014, accorded their approval to change the name of the Company from Indiabulls Power Limited. to RattanIndia Power Limited. The Company received fresh certificate of incorporation consequent upon change of name from the Registrar of Companies, Delhi dated October 30, 2014 in respect of the said change.

(i) Upon receipt of the approval of the shareholders of the Company on September 30, 2014, the Board of directors of the Company made a preferential issue allotment of 310,000,000 equity shares of face value Rs. 10 each to RR Infralands Private Limited, a Promoter Group entity. Consequently, the issued subscribed and paid up equity share capital of the Company stood increased from Rs. 26,429,333,530/- divided into 2,642,933,353 equity shares of face value Rs. 10 each to Rs. 29,529,333,530/-divided into 2,952,933,353 equity shares of face value Rs. 10 each. The said shares had been issued at an issue price of Rs. 11.61 per share i.e. at a premium of Rs. 1.61 per share to the face value, resulting in an infusion of Rs. 3,599,100,000 in the Company by the said promoter entity. On obtaining trading approval from respective Stock Exchanges, the said equity shares are under a lock infora period of three years upto November 05, 2017.

2) Terms/ Rights attached to Equity Shares

The Company has only one class of equity shares with voting rights, having a par value of Rs. 10 per share. Each shareholder of equity shares is entitled to one vote per share held. Each share is entitled to dividend, if declared, in Indian Rupees. The dividend, if any, proposed by Board of Directors is subject to the approval of the Shareholders in the ensuing Annual General Meeting, except in the case of interim dividend. In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the Shareholders.

(i) During the financial year 2009-10, 829,500,000 Equity Shares of Rs. 10 each were issued as fully paid up bonus shares by utilisation of the Securities Premium Account.

(ii) 197,500,000 Equity Shares of Rs. 10 each fully paid up were allotted to eligible shareholders pursuant to a Scheme of Arrangement of Indiabulls Power Services Limited with the Company (formerly known as Sophia Power Company Limited) w.e.f. April 1, 2008 as approved by the Hon'ble High Court of Delhi without payment being received in cash.

(iii) Pursuant to and in terms of the Court approved Scheme of Arrangement under Section 391 to 394 of the Companies Act, 1956, by and among Indiabulls Real Estate Limited, RattanIndia Infrastructure Limited (formerly known as Indiabulls Infrastructure and Power Limited), Indiabulls Builders Limited, RattanIndia Power Limited (formerly known as Indiabulls Power Limited.) (the Company), Poena Power Supply Limited and their respective shareholders and creditors (Scheme -2011), which had been approved by the Hon'ble High Court of Delhi vide its Order dated October 17, 2011 and came into effect on November 25, 2011, with effect from April 1, 2011 i.e. the Appointed Date.

In pursuance ofthe Scheme - 2011, with effect from the Appointed Date:

(a) The Power business undertaking of Indiabulls Real Estate Limited (IBREL) which included IBREL's investment in the Company, stood demerged from IBREL and transferred to and vested in favour of RattanIndia Infrastructure Limited (formerly known as Indiabulls Infrastructure and Power Limited) (RIL) which had the effect of making RIL the Promoter Group/ holding company of the Company.

(b) Poena Power Supply Limited (PPSL) a wholly owned subsidiary of the Company was merged with the Company as a going concern under the 'pooling of interests method' as specified in Accounting Standard 14 on 'Accounting for Amalgamations', with the entire business, including all the assets and liabilities as recorded in the books of PPSL as on the Appointed Date (there were no fixed assets held by PPSL), being transferred to the Company at their book values as on the said date Poena Power Supply Limited was, prior to its merger, engaged in the business, inter-alia, of power project management, design and management of facilities and services on site and off site, maintenance and operation of support services, project advisory/ consultancy and other related services; which business continues after the merger.

Pursuant to the Scheme - 2011 and in consideration for an aggregate of 202,500,000 Equity shares of face value of Rs. 1 each held in Poena Power Supply Limited, an equivalent number of fully paid Equity shares of face value Rs. 10 each of the Company were issued to the IPL- PPSL Scheme Trust, the shareholder of PPSL, as of the aforesaid Effective Date of the Scheme. The shares so allotted constituted 9.09% of the paid up capital of the Company as on March 31, 2012.

In terms of the Scheme - 2011, an adjustment of an amount of Rs. 1,812,783,293 (after netting off the opening balance of the surplus in the Statement of Profit and Loss of PPSL taken over amounting to Rs. 9,716,710) being the difference between the consideration and the value of net assets upon merger in terms of the Scheme - 2011 has been adjusted out of the Surplus in the Statement of Profit and Loss of the Company.

(iv) (a) In terms of the Court approved Scheme of Arrangement (Scheme -2012) which came into effect on June 2,2012 (Effective Date), I ndiabulls Infrastructure Development Limited (IIDL) was merged with the Company as a going concern with effect from April 1, 2012, the Appointed Date under the Scheme - 2012, upon which the entire undertaking and the entire assets and liabilities of IIDL stand transferred to and vested in the Company at their book values. Pursuant to the Scheme - 2012 as aforesaid, an aggregate of 415,407,007 Equity shares of face value Rs. 10 each in the Company were issued and allotted in favour of the IIDL shareholders as on the Effective Date, thereby increasing the paid up capital of the Company to Rs. 26,427,299,530 divided into 2,642,729,953 Equity shares of face value Rs. 10 each. The shares so allotted constitute 15.72% of the paid up capital of RPL as on March 31,2013. Consequent to the issuance and allotment of equity shares to the shareholders of IIDL, RattanIndia Infrastructure Limited (formerly known as Indiabulls Infrastructure and Power Limited) (RIL) had ceased to be the ultimate holding company w.e.f. June 20, 2012.

(b) Consequent to the above being given effect to, the Reserves & Surplus of the Company stood increased by Rs. 6,346,415,530 (net), on account of transfer of Securities Premium Account by Rs. 7,699,860,412 and opening credit balance in the Statement of Profit and Loss by Rs. 1,567,963,448 from IIDL in terms of the Scheme - 2012; and an amount of Rs. 2,921,408,330 being the difference between the Share Capital issued under the Scheme-2012 and the Share Capital of IIDL has been adjusted out ofthe Surplus in the Statement of Profit and Loss for the year ended March 31, 2013.

(c) IIDL was, prior to its merger, engaged in the business, inter-alia, ofthe development of real estate projects, providing management advisory services and other related and ancillary activities; which business continues after the merger.

(i) Loans from Consortium of Banks & Financial Institutions aggregating to Rs. 58,678,996,120 (Previous Year: Rs. 52,997,366,677) and Bills of Exchange related to the Project aggregating to Rs. Nil (Previous Year: Rs. 41,613,946) are secured by way of first mortgage and charge on all immovable and movable assets, both present and future, of the Amravati Project Phase I. Loan from Other Bank aggregating to Rs. 2,000,000,000 (Previous Year: Rs. 2,000,000,000) is secured by way of first mortgage and charge on all immovable and movable assets, both present and future, of the Amravati Project Phase II. The aforesaid Composite Facility (Loans and Bills of Exchanges) is further secured by the pledge of 1,181,173,342 (Previous Year: 1,057,091,981) equity shares (40% of the total equity share capital) of the Company held by RattanIndia Infrastructure Limited ("RIL") (formerly known as Indiabulls Infrastructure and Power Limited) and RR Infralands Private Limited through execution of a Deed of Pledge amongst RIL and RR Infralands Private Limited (Pledgers), RPL and IL&FS Trust Company Limited (IDBI Trusteeship Services Limited upto March 26, 2015). Also, disbursements against cost overrun underwritten portion is secured by a pledge of 39,707,724 (Previous Year: 39,707,724) equity shares of the Company held by RIL (formerly known as Indiabulls Infrastructure and Power Limited) and 219,050,000 (Previous Year: 219,050,000) equity shares held by Indiabulls Real Estate Limited in the Company and further, is secured by 6,294,841 (Previous Year: 1,504,514) equity shares of RattanIndia Nasik Power Limited (Formerly known as Indiabulls Realtech Limited) in favour of Power Finance Corporation Limited - the lead consortium lender (PFC). Additionally, the Company is required by Non-Disposal and Safety Net Arrangement Agreement not to dispose off 11% equity shares of promoter's holding in the Company.

(ii) The Company has rescheduled its loans with Consortium of Banks and Financial Institutions for Phase I of the Project and revised its project cost to Rs. 74,933,300,000 from Rs. 66,315,200,000 (after exclusion of Rs. 2,564,800,000 allocated to Cost of transmission line from the sanctioned Project Cost of Rs. 68,880,000,000) thereby resulting in net increase in the Project Cost by Rs. 8,618,100,000 for meeting Cost Overrun-I. Further, during the year, the Company has received a sanction letter from PFC vide letter No. 03/19 /RIPL/GEN-TH/Vol XIV/S0901001 dated March 10, 2015 and has entered into Cost overrun cum Underwriting agreement dated March 28, 2015 towards the same and according to which, PFC has sanctioned additional loans, extension of repayment dates and other terms stated therein subject to conditions being met by the Company in terms of the said agreement. The Company is in process of receiving sanctions from other Banks and Financial Institutions in the consortium and accordingly, the Company has revised its Project Cost to Rs. 85,559,200,000 from Rs. 74,933,300,000 thereby resulting in further increase in the Project Cost by Rs. 10,625,900,000 for meeting the Cost Overrun-II. As per the said sanction letter and the Cost overrun cum underwriting agreement, PFC is agreeable in principle to underwrite entire debt component of cost overrun of Rs. 7,336,800,000 which is 69.05% of the total cost overrun of Rs. 10,625,900,000. Further, PFC has also disbursed additional loans in terms of the Cost Overrun cum underwriting agreement aggregating to Rs. 2,500,000,000 upto March 31, 2015. In case of Canara Bank, Central Bank of India, State Bank of India, United Bank of India and Life Insurance Corporation, the Company has submitted its proposal for Cost Overrun-II, extension of repayment period and the extension of COD which is under process with the said lenders. The same are however covered within the overall sanctions as approved by the Lead Consortium Lender/ other Consortium Lenders.

(iii) Considering the rescheduling of loans mentioned above, once the loans would be fully drawn down from the Consortium of Banks/ Financial Institutions for Phase I and other bank for Phase II:

* Term loan from Consortium of Banks for Phase I would be repayable in 40 quarterly structured installments beginning from September 30, 2015 as follows; One installment of Rs. 548,900,000 during the quarter ending September 30, 2015; Seven installments each of Rs. 795,100,000 during the quarter ending December 31, 2015 to June 30, 2017; One installment of Rs. 905,000,000 during the quarter ending September 30, 2017; Three installments each of Rs. 954,300,000 during the quarter ending December 31, 2017 to June 30, 2018; One installment of Rs. 1,064,100,000 on September 30, 2018; Three installments of Rs. 1,113,300,000 during the quarter ending December 31, 2018 to June 30, 2019; One installment of Rs. 1,003,500,000 during the quarter ending September 30, 2019; Three installments of Rs. 954,300,000 during the quarter ending December 31, 2019 to June 30, 2020; One installment of Rs. 844,400,000 during the quarter ending September 30, 2020; Three llments of Rs. 795,100,000 during the quarter ending December 31, 2020 to June 30, 2021; One installment of Rs. 685,400,000 on September 30, 2021; Fourteen installments of Rs. 636,200,000 during the quarter ending December 31, 2021 to March 31, 2025; One installment of Rs. 636,500,000 during the quarter ending June 30, 2025 and one installment of Rs. 195,900,000 during the quarter ending September 30, 2025.

* Term loan from Consortium of Financial Institutions for Phase I would be repayable in quarterly structured installments as follows;

* In case of REC 40 quarterly structured installments beginning from December 31, 2015 as follows;

Thirty Nine installments of Rs. 197,700,000 during the quarter ending December 31, 2015 to June 30, 2025 and One installment of Rs. 196,100,000 during the quarter ending September 30, 2025.

* In case of LIC 40 quarterly structured installments beginning from October 15, 2015 as follows;

Eight installments of Rs. 59,800,000 during the quarter ending December 31, 2015 to September 30, 2017; Four installments of Rs. 71,800,000 during the quarter ending December 31, 2017 to September 30, 2018; Four installment of Rs. 83,700,000 during the quarter ending December 31, 2018 to September 30, 2019; Four installments of Rs. 71,800,000 during the quarter ending December 31,2019 to September 30,2020; Four installment of Rs. 59,800,000 during the quarter ending December 31, 2020 to September 30, 2021; Fifteen installments of Rs. 47,900,000 during the quarter ending December 31, 2021 to June 30, 2025 and One installment of Rs. 47,400,000 during the quarter ending September 30, 2025.

* In case of PFC 60 quarterly structured installments beginning from October 15, 2015 as follows;

* Two installments each of Rs. 728,400,000 during the quarter ending December 31, 2015 to March 31, 2016; Four installments of Rs. 449,900,000 during the quarter ending June 30, 2016 to March 31, 2017; Eight installments of Rs. 535,600,000 during the quarter ending June 30, 2017 to March 31, 2019; Four installments of Rs. 514,200,000 during the quarter ending June 30, 2019 to March 31, 2020; Four installments of Rs. 407,100,000 during the quarter ending June 30, 2020 to March 31, 2021; Four installments of Rs. 299,900,000 during the quarter ending June 30, 2021 to March 31, 2022; Four installments of Rs. 278,500,000 during the quarter ending June 30, 2022 to March 31, 2023; Eight installments of Rs. 257,100,000 during the quarter ending June 30, 2023 to March 31, 2025; Four installments of Rs. 182,100,000 during the quarter ending June 30, 2025 to March 31, 2026; Four installments of Rs. 192,800,000 during the quarter ending June 30, 2026 to March 31, 2027; Four installments of Rs. 246,400,000 during the quarter ending June 30, 2027 to March 31, 2028; Four installments of Rs. 299,900,000 during the quarter ending June 30, 2028 to March 31, 2029; Four installments of Rs. 357,100,000 during the quarter ending June 30, 2029 to March 31, 2030; One installment of Rs. 356,900,000 during the quarter ending June 30, 2030 and One installment of Rs. 356,800,000 during the quarter ending September 30, 2030.

* Term loan from other Bank for Phase II would be repayable in 5 structured installments beginning from April 15, 2015 as follows: Two equal half yearly installment of Rs. 125,000,000 from April 15, 2015 to October 15, 2015; Two equal quarterly installments of Rs. 437,500,000 from April 15, 2016 to July 15, 2016 and One Installment of Rs. 875,000,000 on October 01, 2016.

(iv) In respect ofthe previous year, the repayment terms were as mentioned below:

Once the loans would be fully drawn down from the Consortium of Banks/ Financial Institutions for Phase I and other bank for Phase II:

* Term loan from Consortium of Banks for Phase I were repayable in 40 quarterly structured installments beginning from March 31, 2015 as follows; One installment of Rs. 537,013,000 during the quarter ending March 31, 2015; Seven installments each of Rs. 795,180,000 during the quarter ending June 30, 2015 to December 31, 2016; One installment of Rs. 893,011,000 during the quarter ending March 31, 2017; Three installments each of Rs. 934,189,000 during the quarter ending June 30, 2017 to December 31, 2017; One installment of Rs. 1,032,020,000 during the quarter ending March 31, 2018; Three installments each of Rs. 1,073,198,000 during the quarter ending June 30, 2018 to December 31, 2018; One installment of Rs. 975,367,000 during the quarter ending March 31, 2019; Three installments each of Rs. 934,189,000 during the quarter ending June 30, 2019 to December 31, 2019; One installment of Rs. 836,358,000 during the quarter ending March 31, 2020; Three installments each of Rs. 795,180,000 during the quarter ending June 30, 2020 to December 31, 2020; One installment of Rs. 697,349,000 during the quarter ending March 31, 2021; Fifteen installments each of Rs. 656,171,000 during the quarter ending June 30, 2021 to December 31, 2024 and One installment of Rs. 216,989,000 during the quarter ending March 31, 2025.

* Term loan from Consortium of Financial Institutions for Phase I were repayable in 40 quarterly structured installment beginning from April 15, 2015 as follows;

Eight installments each of Rs. 609,740,000 during the quarter ending June 30, 2015 to March 31, 2017;

Four installments each of Rs. 692,156,000 during the quarter ending June 30, 2017 to March 31, 2018;

Four installments each of Rs. 774,572,000 during the quarter ending June 30, 2018 to March 31, 2019;

Four installments each of Rs. 692,156,000 during the quarter ending June 30, 2019 to March 31, 2020;

Four installments each of Rs. 609,740,000 during the quarter ending June 30, 2020 to March 31, 2021;

Sixteen installments each of Rs. 527,324,000 during the quarter ending June 30, 2021 to March 31, 2025.

* the term loan from other Bank for Phase II were repayable in 40 equal quarterly installments of Rs. 996,250,000 each beginning from April 15, 2015. The Company had obtained sanction of further loan of Rs. 10,000,000,000 from REC which were repayable in 40 equal quarterly installments of Rs. 250,000,000 each beginning from October 15, 2015.

(v) The above mentioned loans from consortium of banks and financial institutions carry floating rates of Interest ranging from 13.25 % p.a. to 16.00% p.a. (Previous Year 11.50% p.a. to 14.00% p.a.) and the term loan from other bank carries a floating rate of interest of 15.00% p.a. (Previous Year floating rate of interest 15.00% p.a.).

(vi) As per PFC's letter no. 03/19/Gen-Th/IPL/S0901001/Vol XIII dated December 31, 2014 to State Bank of India, Trust Retention Account Banker (TRA Banker), other lenders in the consortium and the Company, the TRA Banker was advised to release funds in the TRA and its sub-accounts only with the PFC's written consent and such restriction on utilization would also apply to serving of interest dues to lenders. In view of the same, the Company had requested for consent of PFC for payment of interest due to lenders. The PFC had not given consent and had instructed the TRA Banker to withhold the utilisation of funds (including payment of interest/ interest during construction) vide their mail dated December 31, 2014. Considering the same, the Company was unable to pay interest due on and after December 31, 2014 to lenders within due dates. Subsequently, on obtaining consent from PFC for payment the interest, the Company paid interest due on December 31, 2014 and January 15, 2015 aggregating to Rs. 1,249,514,673 (along with additional interest of Rs. 49,308,307 on account of delay in payment of interest within due dates) on February 26, 2015 and interest due on January 31, 2015, February 15, 2015 and February 28, 2015 aggregating to Rs. 648,586,284 (along with additional interest of Rs. 8,506,606 on account of delay in payment of interest within due dates) on March 31, 2015.

The terms of repayment mentioned above for Canara Bank, Central Bank of India, State Bank of India, United Bank of India and Life Insurance Corporation, being part of Consortium lenders of Phase I, are considered to be within the overall sanctions as approved by the Lead Consortium Lender/ other Consortium Lenders and accordingly, the principal repayments have not been considered to be due during the year and accordingly, no loans were due for repayment during the year and previous year.

Interest due for the month of March 2015 aggregating to Rs. 643,698,176 (including additional interest of Rs. 49,643,592 on account of delay in payment of interest within due dates) as at the year end March 31, 2015 remained outstanding and unpaid as of date. There was no continuing default in payment of interest as at the year ended March 31, 2014.

(i) The facilities are secured by hypothecation charges on all movables & immovable assets, present and future, of the the project under implementation by way oftirst charge ranking pari passu.

(ii) There were no continuing defaults in repayment of loans and interest as at the year ended March 31, 2015 and March 31, 2014.

(iii) Short term loan facility given by Power Finance Corporation Limited is secured by Pari pasu charge over the Company's movables assets relating to the Project (current & fixed) including movable plant, machinery, equipments, machinery spares, tools, accessories, furniture, fixtures, vehicles and all other movable assets, both present and future, the stock of raw materials, semi-finished and finished goods, consumable goods relating to the project site, intangible assets, book debts, operating cash flow, revenue & receivables of the Company relating to the project and all current assets, commissions and any revenue of any nature, Trust and Retention account, letter of credit, other reserves and any other bank accounts in relation to the project and on all rights, titles, interest, benefits, claims and demands relating to the project.

(i) Loans, Short term loan facility, Bills of exchanges and Cash credit facilities are secured by first mortgage and charge on all immovable and movable assets, both present and future, of the Amravati Project. (Refer Note 5(i) and Note 8).

(ii) Interest and Financing Charges represents Borrowing costs i.e. Financing charges and Interest During Construction to be capitalised to Fixed Assets on completion of construction ofthe Project.

During the year borrowing cost of Rs. 2,951,726,570, Rs. 3,165,275,751 and Rs. 4,123,855,021 is capitalised on February 02, 2015, March 07, 2015 and March 13, 2015 respectively on account of capitalisation of Unit-III (Phase-I), Unit-IV (Phase-I) and Unit-V (Phase-I) and have been added to the cost of Plant and equipment and Buildings - Plant (Refer Note 12).

During the previous year borrowing cost of Rs. 2,006,489,037 and Rs. 2,519,532,326 were capitalised on June 03, 2013 and March 28, 2014 respectively on account of capitalisation of Unit-I (Phase-I) and Unit-II (Phase-I) and had been added to the cost of Plant and equipment and Buildings - Plant (Refer Note 12).

(iii) During the year capitalisation of borrowing costs are suspended on account of active development of the project work being interrupted and accordingly, borrowing costs amounting to Rs. 73,972,602 in relation to Phase II of the Project has been charged to the Statement of Profit & Loss.

(iv) Expenditure during construction pending capitalisation includes expenditure (net of income) incurred during the year aggregating to Rs. 5,319,589,101 (Previous Year: Rs. 6,727,122,261), relating to the setting up of the Amravati Project.

(i) Loans and advances to employees as above, include amounts due from Mr. Jayant Kawale, the managing director of the Company amounting to Rs. 5,340,860 (Previous Year: Rs. Nil), being excess of remuneration paid in terms of Schedule V of the 2013 Act and held in Trust for the Company in terms of Section 197(9) ofthe 2013 Act.

The Managing Director of the Company in terms of his agreement with the Company, is entitled to receive a sum of Rs. 38,799,996 per annum, with effect from October 1, 2014 (the date of appointment), subject to Schedule V ofthe Companies Act, 2013. The said remuneration, pro-rated for the year aggregated to Rs. 19,399,998.

During the financial year 2014-2015, based on the effective capital of the Company, the Managing Director of the Company was entitled to receive a remuneration of Rs. 70,29,569 in terms of Schedule V to the 2013 Act. Section A of Part II to Schedule V ofthe 2013 Act as aforesaid, inter-alia, authorises the Company to pay double the said amount subject to the approval ofthe shareholders being obtained by way of a special resolution. The Company is seeking the approval of the Shareholders of the Company at the ensuing Annual General Meeting ofthe Company to pay an amount of Rs. 14,059,138 to him as remuneration for the financial year 2014-2015. Consequently, the balance portion of Rs. 5,340,860, is considered as recoverable from him and is held in trust for the Company by him as at the year end.

3. Project under Development

The Company is in process of setting up a Thermal Power Project at Amravati ("Amravati Project", "the Project") in the State of Maharashtra in two phases of 1,350 MW each, with an ultimate capacity of 2,700 MW. During the previous year, upon COD of the Company's Amravati Power Project - Unit-1 (Phase-1) on June 03, 2013 and Unit-ll (Phase-1) on March 28, 2014, the Plant and Equipment and Building - Plants of Unit-l and Unit-ll are capitalised on respective CODs (Refer Note 12 and 13). During the current year, upon COD of the Company's Amravati Power Project - Unit-lll (Phase-l) on February 02, 2015, Unit-lV (Phase-l) on March 07, 2015 and Unit-V (Phase-l) on March 13, 2015, the Plant and Equipment and Building - Plants of respective units are capitalised on respective CODs (Refer Note 12 and 13).

The Company is receiving coal under the Fuel Supply Agreement signed with South Eastern Coalfields Limited, subsidiary of Coal lndia Limited which would be sufficient for meeting coal requirement for functioning of Phase l. Further, the Cabinet Committee on Economic Affairs (CCEA) has approved mechanism to allow pass through of the incremental cost for procuring coal from alternative sources to meet the shortfall in supply of domestic coal under coal linkage.

During the year capitalisation of borrowing costs are suspended on account of active development of the project work being interrupted and accordingly, borrowing costs amounting to Rs. 73,972,602 in relation to Phase ll of the Project has been charged to the Statement of Profit & Loss.

Project construction activities of the Project of the Company are in line with the estimated targets of the Management.

4. Details of contingent liabilities and pending litigations:

A. Contingent Liabilities of pending litigations not provided for in respect of:

1 Writ Petition had been filed by the Company during the financial year 2012-13, challenging the validity of demand raised by Water Restoration Department (WRD) for payment of irrigation restoration charges at Rs. 100,000/- per Hectare for 23,200 hectares vide letter dated January 29, 2013 instead of Rs. 50,000/- per Hectare (as provided in Circular dated February 21,2004). The Respondents have been restrained from taking any coercive steps till further orders.

2 A Writ Petition has been filed before Nagpur bench of Hon'ble Bombay High Court challenging the order passed by the Collector, Amravati under section 16 of indian Telegraph Act 1885. The Collector vide its order directed the land owner/pehhoner not to obstruct the work of transmission line of 33 KV being constructed by Amravati Power Transmission Company Limited, wholly owned subsidiary of the Company. RPL has also been arrayed as a party respondent in this petition. Hon'ble High Court granted stay to the order passed by the Collector, Amravati. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2015.

3 A Suo moto Public lnterest Lihgahon (PlL) has been registered by Hon'ble Bombay High Court with regard to the occupation hazards of the employees working in various thermal power plants stations in the country. Amravati power plant of the Company is made as party Respondent at Sr. 29. The Company has filed its reply before Hon'ble Bombay High Court. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2015.

4 Uttar Pradesh Power Corporation Limited (UPPCL) initiated Competitive Bidding process for procurement of 6,000 MW power ( -20%) on long term basis in which the Company also submitted its bid. UPPCL filed petition before Uttar Pradesh Electricity Regulatory Commission (UPERC) requesting approval for a proposed road map for meeting balance of the requisitioned capacity of procurers. UPERC passed Order dated November 17, 2014 wherein UPPCL was directed to procure additional quantum from approved bidders to whom Letter of lntent had already been issued. The Company filed appeal before APTEL against UPERC and others challenging order dated November 17, 2014 passed by UPERC in petition No. 964 of 2014. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2015.

5 A PlL has been filed by Society for Environmental Protection and others challenging Environmental Clearance (EC) granted to the Company and seeking the court to direct respondent no. 5 (the Company) to immediately stop proceedings with the proposed power plant at Nandgaonpeth, Amravati on the grounds of damage to environment and the depletion of water resources. The matter has been transferred to National Green Tribunal, Pune (NGT) by the Hon'ble High Court for further adjudication. NGT disposed the Petition on August 8, 2014 without disturbing the EC granted to the power project of the Company and passed further direchons to Ministry of Environment and Forests (MOEF) & Maharashtra Pollution Control Board (MPCB) to monitor compliance to the conditions of EC by the Company. NGT is monitoring the compliance from time to time by passing necessary orders to MOEF & MPCB. The pecuniary risk in the present case cannot be quantified as at March 31, 2015 and March 31, 2014.

B. Contingent Liabilities of Demand pending under the Income Tax Act, 1961 and other not provided for in respect of:

1 ln respect of the F.Y. 2009-10 demand of Rs. 7,737,610 was pending under section 143(3) of the income Tax Act, 1961 against disallowance u/s 14A of the income Tax Act, 1961 against which appeal has been filed and was pending before ClT (Appeals) as at March 31, 2014. The demand of Rs. 7,737,610 has been adjusted against refund for the F.Y. 2012-13 during the year by Income Tax department. However, the appeal filed during the previous year is pending before CIT (Appeals) as at March 31, 2015.

2 In respect of the F.Y. 2010-11 demand of Rs. 6,055,770, after rectification during the year under section 154, (Previous Year: Rs. 32,998,260) was pending under section 143(3) of the Income Tax Act, 1961 against disallowance u/s 14A of the Income Tax Act, 1961 against which appeal has been filed and was pending before CIT (Appeals) as at March 31, 2014. The demand of Rs. 6,055,770 has been adjusted against refund for the F.Y. 2012-13 during the year by Income Tax department. However, the appeal filed during year is pending before CIT (Appeals) as at March 31, 2015.

3 Guarantee provided on behalf of RattanIndia Nasik Power Limited (formerly known as Indiabulls Realtech Limited) (RNPL), a wholly owned subsidiary, towards Commitment Bank Guarantees of Rs. 590,378,940 (Previous Year: Rs.590,378,940) issued to subsidiaries of Coal India Limited for issuance of Letter of Assurance for supply of coal for RNPL's Nashik Thermal Power Project, partly secured by way of pledge of fixed deposits of Rs. 44,295,000 (Previous Year: Rs. 44,295,000) of the Company and partly by way of pledge of fixed deposits of Rs. 15,244,036 (Previous Year: Rs. 15,244,036) of RattanIndia Nasik Power Limited.

Future cash outflows in respect of the above, if any, is determinable only on receipt of judgement/ decision pending with the relevant authorities. The Company does not expect the outcome of the matters stated above to have a material adverse impact on its financial condition, results of operations and cash flows.

C. Other pending litigations as on March 31, 2015 are:

1 A Petition has been filed before Maharashtra Electricity Regulatory Commission (MERC) by RPL for realizing the shortfall in supply under coal linkage granted by Government of India under New Coal Distribution Policy (NCDP), the Cabinet Committee of Economic Affairs (CCEA) approved mechanism where after Ministry of Coal amended the NCDP and communicated its decision to allow pass through of the incremental cost of procuring coal from alternative sources to meet the shortfall in supply of domestic coal under coal linkage. MERC vide its Order on July 15, 2014 laid down methodology to recover compensatory fuel charges and vide Order dated August 20, 2014 did not allow 100% of transportation and transaction cost as applied by the Company. The Company on August 28, 2014 has filed Review Petition before MERC against Orders dated July 15, 2014 as well as Order dated August 20, 2014. MSEDCL and Prayas Energy further filed Review Petition against the orders of MERC dated August 20, 2014. The written submissions have been filed. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2015.

2 A Petition has been filed before Central Electricity Regulatory Commission (CERC) by RPL seeking modification / revision of the mechanism for calculation of the escalation index for domestic coal by linking it with actual coal price of Coal India Limited (CIL) on the ground that thermal power plants are based on domestic coal and get fuel through coal linkage granted by the Government of India. Although such domestic coal is supplied by CIL, the escalation index for domestic coal published by CERC for the purpose of payment in PPA under Case -1 bidding process takes WPI for non-coking coal as the basis for calculating the index. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2015.

3 The Company had filed an application before Nagpur Bench of the Hon'ble High Court to bring to its knowledge the publication of an article by Hitavada newspaper that casts aspersions against Indiabulls and the Advocate general. The Court has taken cognizance and issued notices to the contemnors. The Contemnors have filed their replies and the Company has filed the rejoinder. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2015 and March 31, 2014.

5. Estimated amount of contracts remaining to be executed on account of capital and other commitments towards the Project not provided for: Rs. 54,253,559,062 (Previous Year: Rs. 65,603,868,387) - advances made there against Rs. 5,072,551,329 (Previous Year: Rs. 9,597,274,864).

Further, the Company has signed a longterm power purchase agreement (PPA) with Maharashtra State Electricity Distribution Company Limited for supply of 1,200MW of power generated from the power station. The PPA has a tenure of twenty five years.

6. Other current and non-current assets includes interest accrued but not due of Rs. 25,522,906 (Previous Year: Rs. 32,454,928) on fixed deposits pledged with banks.

7. Employee Stock Options Schemes:

The Company has formulated ESOS/ ESOP schemes for applicable/ eligible employees. The schemes so formulated are also applicable to the eligible employees of its subsidiaries. The subsidiaries have adopted the said schemes of the Company which are administered by a Compensation Committee constituted by the Board of Directors of the Company. The Company does not seek reimbursement of expenses from subsidiary companies for ESOP granted to employees of subsidiary companies.

Stock Option Schemes of Ratianlndia Power Limited ("RPL"):

On January 10, 2008 the erstwhile IPSL, had established the IPSL ESOS Plan, under which, IPSL was authorised to issue upto 20,000,000 equity settled options at an exercise price of Rs. 10 per option to eligible employees. Employees covered by the plan were granted an option to purchase equity shares of IPSL subject to the requirements of vesting. A Compensation Committee constituted by the Board of Directors of IPSL administered the plan. All these options were outstanding as at April 01, 2008.

Pursuant to a Scheme of Amalgamation under Sections 391 to 394 of the Companies Act, 1956, duly approved by the Hon'ble High Court of Delhi at New Delhi vide its order dated September 1, 2008, IPSL was amalgamated with Sophia Power Company Limited ("SPCL"). With effect from the Appointed Date the IPSL ESOS Plan was terminated and in lieu, in terms of Clause 14 (c) of the Scheme of Amalgamation, SPCL - IPSL Employees Stock Option Plan - 2008 ("SPCL - IPSL ESOP - 2008") was established in SPCL for the outstanding, unvested options for the benefit of the erstwhile IPSL option holders, on terms and conditions not less favorable than those provided in the erstwhile IPSL ESOS Plan and taking into account the share exchange ratio i.e. one equity share of SPCL of face value Rs. 10 each for every one equity share of IPSL of face value Rs. 10 each. All the option holders under the IPSL ESOS Plan on the Effective Date were granted options under the SPCL - IPSL ESOP - 2008 in lieu of their cancelled options under the IPSL ESOS Plan. The SPCL - IPSL ESOP - 2008 was treated as a continuation of the IPSL ESOS Plan and all such options were treated outstanding from their respective date of grant under the IPSL ESOS Plan. Accordingly, no compensation expense was recognised. No adjustment is required in respect of the number and exercise price of options as the share exchange ratio is one equity share of face value Rs. 10 each of SPCL for every one equity share of face value Rs. 10 each of IPSL. During the financial year 2012-13, on September 1, 2012, 2,000,000 ESOPs were re-granted by the Committee to an eligible employee at an exercise price of Rs. 10 per option under the RPL ESOP - 2008 Scheme. During the year ended March 31, 2015, pursuant to the name change of the Company from Indiabulls Power Limited. to RattanIndia Power Limited, the name of the ESOP scheme SPCL - IPSL Employees' Stock Option Plan 2008 ("SPCL-IPSL ESOP 2008") was changed to RattanIndia Power Limited Employees' Stock Option Plan 2008 ("RPL ESOP 2008"). These options vest uniformly over a period of 10 years commencing one year after the date of grant. The Company follows the Intrinsic Value method of accounting as permitted in the Guidance Note on Accounting for Employees Share Based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profits after taxes and the basic and diluted earnings per equity share of the Company on account of RPL ESOP - 2008.

During the year ended March 31, 2015, 2,097,500 (Previous Year 594,000) ESOPs were surrendered/ lapsed under the RPL ESOP - 2008 Scheme.

During the financial year ended March 31, 2010, RPL had established the "Indiabulls Power Limited. Employees' Stock Option Scheme 2009" ("IPL ESOS 2009"). RPL had issued 20,000,000 equity settled options at an exercise price of Rs. 14 per option under the IPL ESOS 2009 to eligible employees which gave them the right to subscribe to stock options representing an equal number of equity shares of face value Rs. 10 each of RPL. During the year ended March 31, 2015, pursuant to the name change ofthe Company from Indiabulls Power Limited. to RattanIndia Power Limited, the name of the ESOS scheme Indiabulls Power Limited. Employees' Stock Option Scheme 2009 ("IPL ESOS 2009") was changed to RattanIndia Power Limited Employees' Stock Option Scheme 2009 ("RPL ESOS 2009"). These options vest uniformly over a period of 10 years commencing one year after the date of grant. The Company follows the Intrinsic Value method of accounting as permitted by the Guidance Note on Accounting for Employees Share Based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profits after taxes and the basic and diluted earnings per equity share of the Company on account ofthe RPL ESOS 2009.

During the year ended March 31, 2015, 220,000 (Previous Year 660,000) ESOPs were surrendered/ lapsed under the RPL ESOS 2009 Scheme.

During the Financial Year ended March 31, 2012, RPL has established the "Indiabulls Power Limited. Employee Stock Option Scheme -2011" ("IPL ESOS -2011"). RPL had issued 50,000,000 equity settled options at an exercise price of Rs. 12 per option equivalent to the fair market value ofthe equity shares of RPL on the date of grant of option under the IPL ESOS -2011 to the eligible employees of the Company which gave them the right to subscribe an equal number of equity shares of face value of Rs. 10 each of RPL. During the year ended March 31, 2015, pursuant to the name change of the Company from Indiabulls Power Limited. to RattanIndia Power Limited, the name of the ESOS scheme Indiabulls Power Limited. Employees' Stock Option Scheme 2011 ("IPL ESOS 2011") was changed to RattanIndia Power Limited Employees' Stock Option Scheme 2011 ("RPL ESOS 2011"). These options vest uniformly over a period of 10 years commencing one year after the date of grant The Company follows the Intrinsic Value method of accounting as permitted by the Guidance Note on Accounting for Employees Share Based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profits after taxes and the basic and diluted earnings per equity share of the Company on account of RPL ESOS 2011. During the year ended March 31, 2015, 297,000 (Previous Year 616,000) ESOPs were surrendered/ lapsed under the RPL ESOS 2011 Scheme.

The Fair values of the options under the RPL ESOP - 2008, RPL ESOS 2009 and RPL ESOS 2011 using the binomial pricing model based on the following parameters, is Rs. Nil per option, as certified by an independent firm of Chartered Accountants. The fair value of the re-granted options under the RPL ESOP - 2008 plan is Rs. 1.58 per option and under RPL ESOS 2011 plan is Rs. 1.78 per option as certified by an independent firm of Chartered Accountants.

Indiabulls Employees' Welfare Trust:

An aggregate of 37,611,037 equity shares of the Company which had been acquired by Indiabulls Employee welfare Trust (Trust) from the secondary market, have been sold off prior to November 28, 2014 and thus as on March 31, 2015 the Trust does not hold any shares of the Company.

8. Employee Benefits

Contributions are made to the Government Provident Fund and Family Pension Fund which coverall regular employees eligible under applicable Acts. Both the eligible employees and the Company make pre-determined contributions to the Provident Fund. The contributions are normally based upon a proportion of the employee's salary. The Company has recognized in the Statement of Profit and Loss an amount of Rs. 844,034 (Previous Year: Rs. 164,552) and in Expenditure during construction pending capitalisation Rs. 1,006,644 (Previous Year: Rs. 793,868) towards employer's contribution towards Provident Fund.

Provision for unfunded Gratuity and Compensated absences payable to eligible employees on retirement/ separation is based upon an actuarial valuation as at the year ended March 31, 2015. Major drivers in actuarial assumptions, typically, are years of service and employee compensation. The commitments are actuarially determined using the 'Projected Unit Credit Method'. Gains/ losses on changes in actuarial assumptions are accounted for in the Statement of Profit and Loss/ Expenditure during construction pending capitalisation, as applicable and as identified by the Management of the Company.

9. Earnings Per Equity Share (EPS):

The basic earnings per equity share is computed by dividing the net profit/ loss after tax (including the post tax effect of extraordinary items, if any) attributable to equity shareholders for the year by the weighted average number of equity shares outstanding during the year. Diluted earnings per equity share is computed by dividing the profit/ loss after tax (including the post tax effect of extraordinary items, if any) as adjusted for dividend, interest and other charges to expense or income relating to the dilutive potential equity shares, by the weighted average number of equity shares considered for deriving basic earnings per equity share and the weighted average number of equity shares which could have been issued on the conversion of all dilutive potential equity shares. Potential equity shares are deemed to be dilutive only if their conversion to equity shares would decrease the net profit per equity share from continuing ordinary operations. Potential dilutive equity shares are deemed to be converted as at the beginning of the period, unless they have been issued at a later date. The dilutive potential equity shares are adjusted for the proceeds receivable had the shares been actually issued at fair value (i.e. average market value of the outstanding shares). Dilutive potential equity shares are determined independently for each period presented. The number of equity shares and potentially dilutive equity shares are adjusted for share splits/ reverse share splits, bonus shares and share warrants and the potential dilutive effect of Employee Stock Options Plans, as appropriate.

10. Disclosures in respect of Related Parties as per Accounting Standard (AS) -18 "Related Party Disclosures":

Nature of relationship Related party

Related parties where control exists:

I. Company having substantial interest Rattanlndia Infrastructure Limited (formerly known as Indiabulls Infrastructure and Power Limited) (Refer Note 1)

II. Subsidiaries

Name of Subsidiary Companies Name of Subsidiary Companies

Airmid Power Limited Hecate Power Projects Limited

Albina Power Limited Hecate Power Services Limited

Albina Power Trading Limited (formerly Hecate Power Solutions known as Indiabulls Power Trading Limited Limited)

Albina Power Transmission Limited Hecate Power Supply Limited (formerly known as Indi- abulls Power Transmission Limited)

Albina Power Utility Limited Hecate Power Systems Limited (formerly known as Indiabulls Power Utility Limited)

Albina Powergen Limited (formerly Hecate Power Transmission known as Indiabulls Limited Powergen Limited)

Albina Thermal Energy Limited Hecate Power Utility Limited (formerly known as Indiabulls Thermal Energy Limited)

Albina Thermal Power Limited Hecate Powergen Limited (formerly known as Indiabulls Thermal Power Limited)

Albina Thermal Power Management Hecate Thermal Power And Limited (formerly known as Infrastructure Limited Indiabulls Thermal Power Management Limited)

Albina Water Supply & Waste Kaya Hydropower Projects Management Services Limited Limited (formerly known as Indiabulls Water Supply & Waste Management Services Limited)*

Albina Thermal Projects Limited Lenus Power Limited (formerly known as Indiabulls Thermal Projects Limited)

Name of Subsidiary Companies Name of Subsidiary Companies

Amravati Power Transmission Lucina Power And Company Limited Infrastructure Limited

Angina Power Limited Mabon Power Limited

Apesh Power Limited Mariana Power Limited

Aravali Properties Limited Poana Power Systems Limited

Ashkit Power Limited Poena Hydro Power Projects Limited

Bracond Limited Poena Power Company Limited

Chloris Power Limited Poena Power Development Limited

Citra Thermal Power and Poena Power Distributors Infrastructure Limited Limited

Devona Power Systems Limited Poena Power Generation Limited (formerly known as Indiabulls PowerSystems Limited)

Devona Electric Limited (formerly Poena Power Limited known as Indiabulls Electric Limited)

Devona Power Development Limited Poena Power Management Limited (formerly known as Indiabulls Power Development Limited)

Devona Power Distribution Limited Poena Power Services Limited (formerly known as Indiabulls Power Distribution Limited)

Devona Power Generation Limited Poena Power Solutions Limited (formerly known as Indiabulls Power Generation Company Limited )

Devona Power Infrastructure Poena Power Trading Limited Limited (formerly known as Indiabulls Power Infrastructure Limited)

Devona Power Limited (formerly known Poena Power Utility Limited as Indiabulls Power Generation Limited)

Devona Power Management Limited Poena Thermal Power Limited (formerly known as Indiabulls Power Management Limited)

Devona Power Projects Development RattanIndia Nasik Power Limited (formerly Limited (formerly known as known as Indiabulls Power Projects Indiabulls Realtech Limited) Development Limited)

Devona Power Projects Limited Renemark Limited* (formerly known as Indiabulls Power Projects Limited)

Devona Power Solutions Limited Selene Power Company Limited (formerly known as Indiabulls PowerSolutions Limited)

Devona Power Supply Limited Sentia Electric Energy (formerly known as Indiabulls Limited (formerly known as Power Supply Limited) Indi-abulls Electric energy limited

Devona Thermal Power and Sentia Electric Limited Infrastructure Limited (formerly known as Indiabulls Electric Company Limited)

Devona Thermal Power Projects Limited Sentia Electric Power Limited (formerly known as (formerly known as Indi- Indiabulls Thermal Power Projects abulls Electric Power Limited) Limited)

Diana Energy Limited Sentia Electricity Generation Limited (formerly known

as Indiabulls Electricity Generation Limited)

Diana Power Limited Sentia Electricity Limited (formerly known as Indiabulls Electricity Company Limited)

Elena Power And Infrastructure Sentia Hydro Electric Power Limited Limited (formerly known as Indiabulls Hydro Electric Power Limited)

Fama Power Company Limited** Sentia Hydro Energy Limited (formerly known as Indi- abulls Hydro Energy Limited)

Fornax Power Limited Sentia Hydro Power Limited (formerly known as Indi- abulls Hydro Power Limited)

Genoformus Limited* Sentia Hydro Power Projects Limited (formerly known as Indiabulls Hydro Power Projects Limited)

Name of Subsidiary Companies Name of Subsidiary Companies

Hecate Electric Limited Sentia Power Limited (formerly known as Indiabulls CSEB Bhaiyathan Power Limited)

Hecate Energy Private Limited Sentia Thermal Power and Infrastructure Limited

Hecate Energy Trading Limited Sepla Hydropower Projects Limited

Hecate Hydro Electric Power Sepset Thermal Power and Limited Infrastructure Limited

Hecate Power and Energy Serida Power Limited Resources Limited

Hecate Power Company Limited Sinnar PowerTransmission Company Limited*

Hecate Power Development Limited Tharang Warang Hydropower Projects Limited

Hecate Power Distributors Limited Triton Energy Limited

Hecate Power Generation Limited Varali Power Limited

Hecate Power Limited Zeus Energy Limited

Hecate Power Management Limited

*These companies are step down subsidiaries ofthe Company.

**Sale of wholly owned subsidiary to Notus Infrastructure Limited was effected as on November 10, 2014.

Other related parties:

III. Enterprise over which Key Management Personnel have significant influence -

(with whom transactions have been entered during the year/ previous year) IIC Limited Sepset Constructions Limited Citra Real Estate Limited Notus Infrastructure Limited Priapus Properties Private Limited RR Infralands Private Limited

IV. Key Management Personnel

Name Designation

Rajiv Rattan Chairman and Director of the Company (Whole Time Director upto March 6, 2015)

Jayant Shriniwas Kawale Managing Director of the Company (w.e.f. October 01, 2014)

Vishna Chandra Vishwakarma Whole Time Director of the Company (w.e.f. February 14, 2014)

Sameer Gehlaut Director and Chairman of the Company (upto July 08, 2014)

Saurabh Kumar Mittal Director of the Company (upto October 27, 2014)

Ajit Kumar Panda Manager of the Company (upto September 28, 2014)

Rajendra Kumar Sugandhi Deputy Managing Director of the Company, Acting CEO (upto February 12, 2015)

V. Interest in Trust -

IPL-PPSL Scheme Trust (Refer Note 1)

11. The disclosure as per Clause 32 of the Listing Agreements with Stock Exchanges related to Loans and advances in the nature of loans given to subsidiaries, associates and others and investments in shares of the Company by such parties is covered in the related party disclosures. (Refer Note 35)

12. The Company considers its investment in subsidiaries as strategic and long term in nature and accordingly, in the view of the Management, any decline in value of such long-term investments in subsidiaries is considered as temporary in nature and hence no provision for diminution in value is considered necessary.

13. The Company is engaged in power generation and the setting up of power projects for generating, transmitting and supplying all forms of electrical energy and to undertake allied/ Incidental activities. Considering the nature of the Company's business and operations, the Company has one reportable business segment i.e. "P


Mar 31, 2014

Corporate Information

Indiabulls Power Limited. ("the Company") was incorporated on October 08, 2007 as a wholly owned subsidiary of Indiabulls Real Estate Limited ("IBREL") with an authorised capital of Rs. 500,000 divided into 50,000 equity shares of face value Rs. 10 each. During the financial year 2009-10, the authorised capital was increased to Rs. 50,000,000,000 (Rupees Five Thousand Crores) divided into 5,000,000,000 (Five Hundred Crores) equity shares of face value Rs. 10 each. The main business activities of the Company included inter alia, dealing in power generation, distribution, trading and transmission and other ancillary and incidental activities. The Company is in process of setting up a Thermal Power Project at Amravati ("Amravati Project", "the Project") in the State of Maharashtra in two phases of 1,350 MW each, with an ultimate capacity of 2,700 MW.

On February 12, 2008, the Company had entered into a Shareholder''s agreement ("Agreement") with IBREL, individual promoters of IBREL (Sameer Gehlaut, Rajiv Rattan and Saurabh K. Mittal), Investors (FIM Limited and LNM India Internet Ventures Limited) and the erstwhile Indiabulls Power Services Limited ("IPSL" or "Amalgamating Company"), a fellow subsidiary. The Company had also entered into a Share Subscription Agreement ("SSA") dated February 12, 2008, with IBREL, FIM Limited and LNM India Internet Ventures Limited. In terms of the Agreement and the SSA, the Company had issued and allotted 237,000,000 equity shares of face value of Rs. 10 each at a premium of Rs. 56.67 per share to the Investors on February 22, 2008.

In terms of the Agreement, IPSL was merged with the Company, with effect from the Appointed Date on April 1, 2008. Consequently, the Company applied for and received approval dated January 16, 2009, from the FIPB Unit, Department of Economic Affairs, Ministry of Finance, Government of India to engage in the business of generating, developing, transmitting, distributing and supplying all forms of electrical power (except atomic energy) and to act as an operating cum holding company.

In accordance with the provisions of Section 21 and other applicable provisions of the Companies Act, 1956, the Members of the Company at their Extraordinary General Meeting held on July 4, 2009, accorded their approval to change the name of the Company. The Company has since received fresh certificate of incorporation consequent upon change of name, from the Registrar of Companies, National Capital Territory of Delhi & Haryana, dated July 07, 2009 in respect of the said change. Accordingly, the name of the Company was changed to ''Indiabulls Power Limited.'' Pursuant to and in terms of the Court approved Scheme of Arrangement under Section 391 to 394 of the Companies Act, 1956, by and among Indiabulls Real Estate Limited, Indiabulls Infrastructure and Power Limited, Indiabulls Builders Limited, Indiabulls Power Limited. (the Company), Poena Power Supply Limited and their respective shareholders and creditors (Scheme - 2011), which had been approved by the Hon''ble High Court of Delhi vide its Order dated October 17, 2011 and came into effect on November 25, 2011, with effect from April 1, 2011 i.e. the Appointed Date.

In pursuance of the Scheme - 2011, with effect from the Appointed Date:

(a) The Power business undertaking of Indiabulls Real Estate Limited (IBREL) which included IBREL''s investment in the Company, stood demerged from IBREL and transferred to and vested in favour of Indiabulls Infrastructure and Power Limited (IIPL) which had the effect of making IIPL the Promoter Group/ holding company of the Company.

(b) Poena Power Supply Limited (PPSL) a wholly owned subsidiary of the Company was merged with the Company as a going concern under the ''pooling of interests method'' as specified in Accounting Standard 14 on ''Accounting for Amalgamations'' as notified under the Companies (Accounting Standards) Rules, 2006, as amended, with the entire business, including all the assets and liabilities as recorded in the books of PPSL as on the Appointed Date (there were no fixed assets held by PPSL), being transferred to the Company at their book values as on the said date. Poena Power Supply Limited was, prior to its merger, engaged in the business, inter-alia, of power project management, design and management of facilities and services on site and off site, maintenance and operation of support services, project advisory/consultancy and other related services; which business continues after the merger.

The Company had on October 20, 2010 allotted 420,000,000 Share Warrants to certain Promoter Group entities which were partly paid and at the option of the warrant holders were convertible into equivalent number of Equity shares of the Company. Under the Court approved Scheme of Arrangement by and amongst Indiabulls Real Estate Limited, Indiabulls Infrastructure and Power Limited, Indiabulls Builders Limited, the Company, Poena Power Supply Limited and their respective shareholders and creditors (Scheme - 2011), it had been stipulated that any of such Warrants remaining outstanding on the day of the Scheme - 2011 becoming effective, would stand converted into partly paid

Equity shares of the Company. However, prior to the effectiveness of the Scheme - 2011 the warrant holding entities conveyed to the Company their unwillingness to exercise the warrants per se, so that as on the date of effectiveness of the Scheme - 2011, no warrants were outstanding. Consequently, an amount of Rs. 3,045,000,000 representing the upfront money paid on these warrants was forfeited by the Board of Directors of the Company and appropriated to the Capital Reserve.

In terms of the Court approved Scheme of Arrangement (Scheme - 2012) which came into effect on June 2, 2012 (Effective Date), Indiabulls Infrastructure Development Limited (IIDL) was merged with the Company as a going concern with effect from April 1, 2012, the Appointed Date under the Scheme - 2012, upon which the entire undertaking and the entire assets and liabilities of IIDL stand transferred to and vested in the Company at their book values. Pursuant to the Scheme - 2012 as aforesaid, an aggregate of 41,54,07,007 Equity shares of face value Rs. 10 each in the Company were issued and allotted in favour of the IIDL shareholders as on the Effective Date, thereby increasing the paid up capital of the Company to Rs. 26,427,299,530 divided into 264,27,29,953 Equity shares of face value Rs. 10 each. Consequent to issuance and allotment of equity shares to the shareholders of IIDL, the Indiabulls Infrastructure and Power Limited (IIPL) has ceased to be the ultimate holding company w.e.f June 20, 2012. IIDL was, prior to its merger, engaged in the business, inter-alia, of the development of real estate projects, providing management advisory services and other related and ancillary activities.

SHARE CAPITAL

Terms/ Rights attached to Equity Shares

The Company has only one class of equity shares with voting rights, having a par value of Rs. 10 per share. Each share- holder of equity shares is entitled to one vote per share held. Each share is entitled to dividend, if declared, in Indian Rupees. The dividend, if any, proposed by Board of Directors is subject to the approval of the Shareholders in the ensuing Annual General Meeting, except in the case of interim dividend. In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the Shareholders.

Aggregate number and class of shares allotted as fully paid up pursuant to contract(s) without payment being received in cash and bonus shares for the period of 5 years immediately preceding the Balance Sheet.

(i) During the financial year 2009-10, 829,500,000 Equity Shares of Rs. 10 each were issued as fully paid up bonus shares by utilisation of the Securities Premium Account.

(ii) 197,500,000 Equity Shares of Rs. 10 each fully paid up were allotted to eligible shareholders pursuant to a Scheme of Arrangement of Indiabulls Power Services Limited with the Company (formerly known as Sophia Power Company Limited) w.e.f. April 1, 2008 as approved by the Hon''ble High Court of Delhi without payment being received in cash.

(iii) Pursuant to and in terms of the Court approved Scheme of Arrangement under Section 391 to 394 of the Companies Act, 1956, by and among Indiabulls Real Estate Limited, Indiabulls Infrastructure and Power Limited, Indiabulls Builders Limited, Indiabulls Power Limited. (the Company), Poena Power Supply Limited and their respective shareholders and creditors (Scheme - 2011), which had been approved by the Hon''ble High Court of Delhi vide its Order dated October 17, 2011 and came into effect on November 25, 2011, with effect from April 1, 2011 i.e. the Appointed Date.

In pursuance of the Scheme - 2011, with effect from the Appointed Date:

(a) The Power business undertaking of Indiabulls Real Estate Limited (IBREL) which included IBREL''s investment in the Company, stood demerged from IBREL and transferred to and vested in favour of Indiabulls Infrastructure and Power Limited (IIPL) which had the effect of making IIPL the Promoter Group/ holding company of the Company.

(b) Poena Power Supply Limited (PPSL) a wholly owned subsidiary of the Company was merged with the Company as a going concern under the ''pooling of interests method'' as specified in Accounting Standard 14 on ''Accounting for Amalgamations'' as notified under the Companies (Accounting Standards) Rules, 2006, as amended, with the entire business, including all the assets and liabilities as recorded in the books of PPSL as on the Appointed Date (there were no fixed assets held by PPSL), being transferred to the Company at their book values as on the said date. Poena Power Supply Limited was, prior to its merger, engaged in the business, inter-alia, of power project management, design and management of facilities and services on site and off site, maintenance and operation of support services, project advisory/ consultancy and other related services; which business continues after the merger.

Pursuant to the Scheme - 2011 and in consideration for an aggregate of 202,500,000 Equity shares of face value of Re. 1 each held in Poena Power Supply Limited, an equivalent number of fully paid Equity shares of face value Rs. 10 each of IPL were issued to the IPL - PPSL Scheme Trust, the shareholder of PPSL, as of the aforesaid Effective Date of the Scheme. The shares so allotted constituted 9.09% of the paid up capital of IPL as on March 31, 2012.

In terms of the Scheme - 2011, an adjustment of an amount of Rs. 1,812,783,293 (after netting off the opening balance of the surplus in the Statement of Profit and Loss of PPSL taken over amounting to Rs. 9,716,710) being the difference between the consideration and the value of net assets upon merger in terms of the Scheme - 2011 has been adjusted out of the Surplus in the Statement of Profit and Loss of the Company.

(iv) (a) In terms of the Court approved Scheme of Arrangement (Scheme - 2012) which came into effect on June 2, 2012 (Effective Date), Indiabulls Infrastructure Development Limited (IIDL) was merged with the Company as a going concern with effect from April 1, 2012, the Appointed Date under the Scheme - 2012, upon which the entire undertaking and the entire assets and liabilities of IIDL stand transferred to and vested in the Company at their book values. Pursuant to the Scheme - 2012 as aforesaid, an aggregate of 415,407,007 Equity shares of face value Rs. 10 each in the Company were issued and allotted in favour of the IIDL shareholders as on the Effective Date, thereby increasing the paid up capital of the Company to Rs. 26,427,299,530 divided into 2,642,729,953 Equity shares of face value Rs. 10 each. The shares so allotted constitute 15.72% of the paid up capital of IPL as on March 31, 2013. Consequent to the issuance and allotment of equity shares to the shareholders of IIDL, Indiabulls Infrastructure and Power Limited (IIPL) had ceased to be the ultimate holding company w.e.f. June 20, 2012.

(b) Consequent to the above being given effect to, the Reserves & Surplus of the Company stood increased by Rs. 6,346,415,530 (net), on account of transfer of Securities Premium Account by Rs. 7,699,860,412 and opening credit balance in the Statement of Profit and Loss by Rs. 1,567,963,448 from IIDL in terms of the Scheme - 2012; and an amount of Rs. 2,921,408,330 being the difference between the Share Capital issued under the Scheme -2012 and the Share Capital of IIDL has been adjusted out of the Surplus in the Statement of Profit and Loss for the year ended March 31, 2013.

(c) IIDL was, prior to its merger, engaged in the business, inter-alia, of the development of real estate projects, providing management advisory services and other related and ancillary activities; which business continues after the merger.

Long-term Borrowings

(i) Loans from Consortium of Banks & Financial Institutions aggregating to Rs. 52,997,366,677 (Previous Year: Rs. 28,751,243,473) and Bills of Exchange related to the Project aggregating to Rs. 41,613,946 (Previous Year: Rs. 14,413,230,955) are secured by way of first mortgage and charge on all immovable and movable assets, both present and future, of the Amravati Project Phase I. Loan from Other Bank aggregating to Rs. 2,000,000,000 (Previous Year: Rs. 2,000,000,000) are secured by way of first mortgage and charge on all immovable and movable assets, both present and future, of the Amravati Project Phase II. The aforesaid Composite Facility (Loans and Bills of Exchanges) are further secured by the pledge of 1,057,091,981 (Previous Year: 1,057,091,981) equity shares (40% of the total equity share capital) of the Company held by IIPL through execution of a Deed of Pledge amongst IIPL (Pledger), IPL and IDBI Trusteeship Services Limited. Also, disbursements against cost overrun underwritten portion is secured by a pledge of 39,707,724 (Previous Year: Nil) equity shares of the Company held by Indiabulls Infrastructure and Power Limited and 219,050,000 (Previous Year: Nil) equity shares held by Indiabulls Real Estate Limited in the Company and further, is secured by 1,504,514 (Previous Year: Nil) equity shares of Indiabulls Realtech Limited in favour of Power Finance Corporation Limited. Additionally, the Company is required by Non- Disposal and Safety Net Arrangement Agreement not to dispose off 11% equity shares of promoter''s holding in the Company.

(ii) The Company has during the year rescheduled its loans with Consortium of Banks and Financial Institutions for Phase I of the Project. The Company has received a sanction letter from PFC vide letter No. 03/19 /IPL/GEN-TH/Vol IX/S0901001 dated August 07, 2013 and has entered into Cost overrun cum Underwriting agreement dated January 15, 2014 towards the same and according to which, PFC has sanctioned additional loans, extension of repayment dates and other terms stated therein subject to conditions being met by the Company in terms of the said agreement. The Company has received sanction letters from other Banks and Financial Institutions in the consortium and has entered in time overrun agreements with some of the Banks and Financial Institutions in the Consortium. Accordingly, the Company has revised its Project Cost to Rs. 74,933,300,000 from Rs. 66,315,200,000 (after exclusion of Rs. 2,564,800,000 allocated to the Cost of transmission Line from the sanctioned Project Cost of Rs. 68,880,000,000) thereby resulting in net increase in the Project Cost by Rs. 8,618,100,000 for meeting the cost overruns. As per the said sanction letter and the Cost overrun cum underwriting agreement, PFC is agreeable in principle to underwrite entire debt component of cost overrun of Rs. 6,463,600,000 which is 75% of the total cost overrun of Rs. 8,618,100,000. Further, PFC has also disbursed additional loans in terms of the Cost Overrun cum underwriting agreement aggregating to Rs. 3,500,000,000 upto March 31, 2014.

(iii) Considering the rescheduling of loans mentioned above, once the loans would be fully drawn down from the Consortium of Banks/ Financial Institutions for Phase I and other bank for Phase II:

- Term loan from Consortium of Banks for Phase I are repayable in 40 quarterly structured installments beginning from March 31, 2015 as follows;

One installment of Rs. 537,013,000 during the quarter ending March 31, 2015; Seven installments each of Rs. 795,180,000 during the quarter ending June 30, 2015 to December 31, 2016; One installment of Rs. 893,011,000 during the quarter ending March 31, 2017; Three installments each of Rs. 934,189,000 during the quarter ending June 30, 2017 to December 31, 2017; One installment of Rs. 1,032,020,000 during the quarter ending March 31, 2018; Three installments each of Rs. 1,073,198,000 during the quarter ending June 30, 2018 to December 31, 2018; One installment of Rs. 975,367,000 during the quarter ending March 31, 2019; Three installments each of Rs. 934,189,000 during the quarter ending June 30, 2019 to December 31, 2019; One installment of Rs. 836,358,000 during the quarter ending March 31, 2020; Three installments each of Rs. 795,180,000 during the quarter ending June 30, 2020 to December 31, 2020; One installment of Rs. 697,349,000 during the quarter ending March 31, 2021; Fifteen installments each of Rs. 656,171,000 during the quarter ending June 30, 2021 to December 31, 2024 and One installment of Rs. 216,989,000 during the quarter ending March 31, 2025.

- Term loan from Consortium of Financial Institutions for Phase I are repayable in 40 quarterly structured installment beginning from April 15, 2015 as follows;

Eight installments each of Rs. 609,740,000 during the quarter ending June 30, 2015 to March 31, 2017; Four installments each of Rs. 692,156,000 during the quarter ending June 30, 2017 to March 31, 2018; Four installments each of Rs. 774,572,000 during the quarter ending June 30, 2018 to March 31, 2019; Four installments each of Rs. 692,156,000 during the quarter ending June 30, 2019 to March 31, 2020; Four installments each of Rs. 609,740,000 during the quarter ending June 30, 2020 to March 31, 2021; Sixteen installments each of Rs. 527,324,000 during the quarter ending June 30, 2021 to March 31, 2025.

- the term loan from Bank for Phase II would be repayable in 40 equal quarterly installments of Rs. 996,250,000 each beginning from April 15, 2015. The Company has also obtained sanction of further loan of Rs. 10,000,000,000 from REC which would be repayable in 40 equal quarterly installments of Rs. 250,000,000 each beginning from October 15, 2015.

(iv) Previous year, the repayment terms were as mentioned below:

Once the loans would be fully drawn down from the Consortium of Banks/ Financial Institutions for Phase I and other bank for Phase II:

- the term loan from Bank of India for Phase I would be repayable in 40 equal quarterly installments of Rs. 96,300,000 each beginning from October 15, 2013;

- the term loans from other Consortium Banks for Phase I would be repayable in 40 equal quarterly installments of Rs. 698,000,000 each beginning from September 30, 2013;

- the term loans from Consortium of Financial Institutions for Phase I would be repayable in 40 equal quarterly installments of Rs. 57,500,000 each beginning from October 15, 2013 in case of Life Insurance Corporation, 40 equal quarterly installments of Rs. 250,000,000 each beginning from October 15, 2013 in case of Power Finance Corporation and 40 equal quarterly installments of Rs. 190,000,000 each beginning from December 31, 2013 in case of Rural Electrification Corporation;

- the term loan from Bank for Phase II would be repayable in 40 equal quarterly installments of Rs. 1,246,250,000 each beginning from January 1, 2015.

(v) The above mentioned loans from consortium of banks and financial institutions carry floating rates of Interest ranging from 11.50 % p.a. to 14.00% p.a. (Previous Year 11.50% p.a. to 15.50% p.a.) and the term loan from other bank carries a floating rate of interest of 15.00% p.a. (Previous Year floating rate of interest ranging from 13.50% p.a. to 14.50% p.a.)

(vi) There were no continuing defaults in payment of interest as at the year ended March 31, 2014 and March 31, 2013. No loan were due for repayment during the year and previous year.

DeferredTax Assets

i) Pursuant to Accounting Standard 22 (AS 22) on ''Accounting for Taxes on Income'', as notified under the Companies (Accounting Standards) Rules, 2006, as amended, the Company has debited an amount of Rs. 18,621,599 (Previous Year credited Rs. 25,091,656) as deferred tax charge (net) to the Statement of Profit and Loss for the year ended March 31, 2014. Previous year credit includes deferred tax liability taken over from IIDL amounting to Rs. 415,017 on account of merger.

ii) The Company has restricted the recognition of deferred tax asset on unabsorbed depreciation and brought forward business losses to the extent of the corresponding deferred tax liability on the difference between the book balance and the written down value of fixed assets under Income Tax the reversal of which is virtually certain. Excess amount of Deferred Tax Assets amounting to Rs. 2,338,737,951 is not recognised on account of there being no virtual certainty of reversal.

Project under Development

The Company is in process of setting up a Thermal Power Project at Amravati ("Amravati Project", "the Project") in the State of Maharashtra in two phases of 1,350 MW each, with an ultimate capacity of 2,700 MW. Project construction activities are in line with the estimated targets of the Management of the Company. During the year, upon COD of the Company''s Amravati Power Project - Unit-I (Phase - I) on June 03, 2013 and Unit-II (Phase - I) on March 28, 2014, the Plant and Equipment and Building - Plants of Unit-I and Unit-II are capitalised on respective CODs (Refer Note 12 and 13). The Company is receiving coal under the Fuel Supply Agreement signed with South Eastern Coalfields Limited, subsidiary of Coal India Limited as on December 22, 2012 which would be sufficient for meeting coal requirement for functioning of Unit I and II of Phase I.

Contingent Liabilities not provided for in respect of:

A. Public Interest Litigation (PIL) was instituted before the Hon''ble Bombay High Court (Nagpur Bench) by the Society for Backlog Removal & Development, Amravati (Help Line) & Others against State of Maharashtra and Others where the Company was Respondent No. 5. The petition, amongst others, challenged the water allocation from the live reservoir of Upper Wardha Project to the thermal power plant being set up by the Company in Amravati District to be against the directives issued by the Governor of Maharashtra under Article 371 (2) of the Constitution of India.

Another Writ Petition was been filed by the Company before the Hon''ble Bombay High Court (Nagpur Bench) challenging the powers of the Governor to issue directives under Article 371 (2) of the Constitution of India.

The Hon''ble High Court after hearing the parties at length dismissed the petition during the year holding that allocation of water is not in contravention of the directives issued by the Governor of Maharashtra under Article 371 (2) of the Constitution of India. Appeal filed by the petitioners before the Supreme Court has also been dismissed.

B. The Company had filed an application before the Nagpur Bench of the Hon''ble Bombay High Court to bring to its knowledge the publication of an article by the Hitavada Newspaper that casts aspersions against Indiabulls and the Advocate General. The Court has taken cognizance and issued notices to the contemnors. The contemnors have filed their replies and the Company has filed the rejoinder. It is understood that the Hon''ble Court has consigned the file and hence the case is closed. No formal order has been passed. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2014 and March 31 2013.

C. Tata Power Trading Company Limited (TPTCL) had executed PPA with IPL for tying up maximum 100 MW power from its Amravati Power Plant. Pursuant to public interest litigation challenging the water allocation for the power plant IPL invoked force majeure suspending its obligations to perform under the PPA. TPTCL disputed the same and invoked arbitration claiming specific performance of the PPA. During the arbitration proceedings IPL terminated the PPA. During the year, the Tribunal has passed an award on October 15, 2013 denying specific performance on one hand and holding that invocation of force majeure was not valid. Further, while holding that the PPA is otherwise determinable in nature, the Tribunal held that the termination during arbitration proceedings is not valid. Neither party has challenged the award. As per the PPA dated June 05, 2009, within one year TPTCL had to tie up sale of power up to 1,000 MW on long term basis on terms acceptable to IPL. The said period has since expired and hence, the obligations of the parties under the PPA are no longer binding. Therefore, there is no pecuniary risk involved in the case as at March 31, 2014.

D. A PIL has been filed by the Society for Environmental Protection & Others praying the court to direct the Respondent No.5 (the Company) to immediately stop proceeding with the proposed Power Plant at Nandgaonpeth, Amravati on the grounds of damage to environment and the depletion of water resources. The Matter has been transferred to National Green Tribunal (NGT) by the Hon''ble High Court for further adjudication. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2014 and March 31 2013.

E. MSEDCL had invited long term power procurement for domestic coal based power station using coal from Bhivkund coal blocks through a tariff based competitive bidding process in which the Company was one of the bidder. A Writ Petition was filed by Today Energy (M.P) Private Limited seeking Directions to MSEDCL to consider its financial bid. During the year, MSEDCL has since withdrawn the tender and returned IPL''s bank guarantee vide its letter dated August 06, 2013. Accordingly the petition has become infructuous and there is no pecuniary risk involved in the case as at March 31, 2014.

F. Writ Petition had been filed by the Company during the financial year 2012-13, challenging the validity of demand raised by WRD for payment of irrigation restoration charges at Rs. 100,000/- per Hectare vide letter dated January 29, 2013 instead of Rs. 50,000/- per Hectare (as provided in Circular dated Februray 21, 2004). The Respondents have been restrained from taking any coercive steps till further orders. The statement is accepted.

G. Performance Bank Guarantee of Rs. Nil (Previous Year: Rs. 1,000,000,000) issued to Chhattisgarh State Electricity Board by Indiabulls CSEB Bhaiyathan Power Limited, a wholly owned subsidiary company, secured partly by pledge of Fixed deposits of Rs. Nil (Previous Year: Rs. 400,000,000) of the Company.

H. Guarantee provided on behalf of Indiabulls Realtech Limited (IRL), a wholly owned subsidiary, towards Commitment Bank Guarantees of Rs. 590,378,940 (Previous Year: Rs. 835,223,070) issued to subsidiaries of Coal India Limited for issuance of Letter of Assurance for supply of coal for IRL''s Nashik Thermal Power Project, partly secured by way of pledge of fixed deposits of Rs. 44,295,000 (Previous Year: Rs. 242,936,850) and partly by way of corporate guarantee of Rs. Nil (Previous Year: Rs. 198,641,850) of the Company and pledge of fixed deposits of Rs. 15,244,036 (Previous Year: Rs. Nil) of Indiabulls Realtech Limited.

I. Demand pending under section 143(3) of Income tax act, 1961:

(a) For Rs. 7,737,610/- with respect to the F.Y 2009-10 against disallowance U/s 14(A) of the Income tax act, 1961, against which appeal is filed during the year and is pending before CIT(Appeals).

(b) For Rs. 32,998,260/- with respect to the F.Y 2010-11 against disallowance U/s 14(A) of the Income tax act, 1961, against which appeal is filed subsequently on April 28, 2014 and is pending before CIT(Appeals).

Future cash outflows in respect of the above, if any, is determinable only on receipt of judgement/ decision pending with the relevant authorities. The Company does not expect the outcome of the matters stated above to have a material adverse impact on its financial condition, results of operations and cash flows.

* Estimated amount of contracts remaining to be executed on account of capital and other commitments towards the Project not provided for: Rs. 65,603,868,387 (Previous Year: Rs. 55,249,049,322) - advances made there against Rs. 9,597,274,864 (Previous Year: Rs. 7,175,095,706).

Further, the Company has signed a long term power purchase agreement (PPA) with Maharashtra State Electricity Distribution Company Limited for supply of 1,200MW of power generated from the power station. The PPA has a tenure of twenty five years.

* Other current and non-current assets includes interest accrued but not due of Rs. 32,454,928 (Previous Year: Rs. 35,953,530) on fixed deposits pledged with banks.

Employee Stock Options Schemes :

The Company has formulated ESOS/ ESOP schemes for applicable/ eligible employees. The schemes so formulated are also applicable to the eligible employees of its subsidiaries. The subsidiaries have adopted the said schemes of the Company which are administered by a Compensation Committee constituted by the Board of Directors of the Company.

Stock Option Schemes of Indiabulls Power Limited. ("IPL"):

On January 10, 2008 the erstwhile IPSL, had established the IPSL ESOS Plan, under which, IPSL was authorised to issue upto 20,000,000 equity settled options at an exercise price of Rs. 10 per option to eligible employees. Employees covered by the plan were granted an option to purchase equity shares of IPSL subject to the requirements of vesting. A Compensation Committee constituted by the Board of Directors of IPSL administered the plan. All these options were outstanding as at April 01, 2008.

Pursuant to a Scheme of Arrangement under Sections 391 to 394 of the Companies Act, 1956, duly approved by the Hon''ble High Court of Delhi at New Delhi vide its Order dated September 1, 2008, IPSL was merged with Sophia Power Company Limited ("SPCL"). With effect from the Appointed Date the IPSL ESOS Plan was terminated and in lieu, in terms of Clause 14 (c) of the Scheme of Arrangement, SPCL - IPSL Employees Stock Option Plan - 2008 ("SPCL - IPSL ESOP - 2008") was established in SPCL for the outstanding, unvested options for the benefit of the erstwhile IPSL option holders, on terms and conditions not less favourable than those provided in the erstwhile IPSL ESOS Plan and taking into account the share exchange ratio i.e. one equity share of SPCL of face value Rs. 10 each for every one equity share of IPSL of face value Rs. 10 each. All the option holders under the IPSL ESOS Plan on the Effective Date were granted options under the SPCL - IPSL ESOP - 2008 in lieu of their cancelled options under the IPSL ESOS Plan. The SPCL - IPSL ESOP - 2008 was treated as a continuation of the IPSL ESOS Plan and all such options were treated outstanding from their respective date of grant under the IPSL ESOS Plan. Accordingly, no compensation expense was recognised. No adjustment is required in respect of the number and exercise price of options as the share exchange ratio is one equity share of face value Rs. 10 each of SPCL for every one equity share of face value Rs. 10 each of IPSL.

During the year ended March 31, 2014, 594,000 (Previous Year 3,600,000) ESOPs were surrendered/ lapsed under the SPCL

- IPSL ESOP - 2008 Scheme. During the previous year, on September 1, 2012, 2,000,000 ESOPs were re-granted by the Committee to an eligible employee at an exercise price of Rs. 10 per option under the SPCL - IPSL ESOP - 2008 Scheme. These options vest uniformly over a period of 10 years commencing one year after the date of grant. The Company follows the Intrinsic Value method of accounting as permitted in the Guidance Note on Accounting for Employees Share Based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profits after taxes and the basic and diluted earnings per equity share of the holding company on account of SPCL - IPSL ESOP - 2008.

During the financial year ended March 31, 2010, IPL had established the Indiabulls Power Limited. Employees'' Stock Option Scheme 2009 ("IPL ESOS 2009"). IPL had issued 20,000,000 equity settled options at an exercise price of Rs. 14 per option under the IPL ESOS 2009 to eligible employees which gave them the right to subscribe to stock options representing an equal number of equity shares of face value Rs. 10 each of IPL. These options vest uniformly over a period of 10 years commencing one year after the date of grant. The Company follows the Intrinsic Value method of accounting as permitted by the Guidance Note on Accounting for Employees Share Based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profits after taxes and the basic and diluted earnings per equity share of the holding company on account of the IPL ESOS 2009.

During the year ended March 31, 2014, 660,000 (Previous Year 627,000) ESOPs were surrendered/ lapsed under the IPL ESOS 2009 Scheme.

During the Financial Year ended March 31, 2012, IPL had established the "Indiabulls Power Limited. Employee Stock Option Scheme -2011 ("IPL ESOS -2011"): IPL had issued 50,000,000 equity settled options at an exercise price of Rs. 12 per option equivalent to the fair market value of the equity shares of the company on the date of grant of option under the IPL ESOS -2011 to the eligible employees of the Company which gave them the right to subscribe an equal number of equity shares of face value of Rs. 10 each of IPL. These options vest uniformly over a period of 10 years commencing one year after the date of grant. The Company follows the Intrinsic Value method of accounting as permitted by the Guidance Note on Accounting for Employees Share Based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profits after taxes and the basic and diluted earnings per equity share of the holding company on account of IPL ESOS 2011.

During the year ended March 31, 2014, 616,000 (Previous Year 102,000) ESOPs were surrendered/ lapsed under the IPL ESOS 2011 Scheme.

Indiabulls Employees'' Welfare Trust:

During the F.Y. 2010-11, Indiabulls Employee Welfare Trust ("IEWT", "Trust") was formed, with the Company being one of the Settlors of the Trust, to administer and implement Company''s current and future un-granted Employee Stock Option Schemes.

The Trust is administered by independent Trustees. In terms of the Trust Deed, equity shares of the Company were purchased by the Trust to the extent permissible in terms of ESOP/ ESOS schemes as approved by the Members of the Company, for the purpose of transfer of the same to eligible employees of the Company and its subsidiaries, upon exercise of granted options.

In response to SEBI Circular no. CIR/CFD/DIL/3/2013 dated January 17, 2013, the Company has submitted the required information to the stock exchanges within the prescribed period and has assured and represented that it shall comply with the requirements of the said Circular. SEBI has thereafter further issued Circular no. CIR/CFD/DIL/7/2013 dated May 13, 2013 and the Circular no. CIR/CFD/POLICYCELL/14/2013 dated November 29, 2013, whereby, inter-alia, SEBI has extended the timeline for alignment of the Schemes, wherever applicable, to June 30, 2014.

Employee Benefits

Contributions are made to the Government Provident Fund and Family Pension Fund which cover all regular employees eligible under applicable Acts. Both the eligible employees and the company make pre-determined contributions to the Provident Fund. The contributions are normally based upon a proportion of the employee''s salary. The company has recognized in the Statement of Profit and Loss an amount of Rs. 164,552 (Previous Year: Rs. Nil) and in Expenditure during construction pending capitalization Rs. 793,868 (Previous Year: Rs. 660,610) towards employer''s contribution towards Provident Fund.

Provision for unfunded Gratuity and Compensated absences payable to eligible employees on retirement/ separation is based upon an actuarial valuation as at the year ended March 31, 2014. Major drivers in actuarial assumptions, typically, are years of service and employee compensation. After the issuance of Accounting Standard (AS) 15 (Revised) on ''Employee Benefits'', as notified under the Companies (Accounting Standards) Rules, 2006, as amended, commitments are actuarially determined using the ''Projected Unit Credit Method''. Gains/ losses on changes in actuarial assumptions are accounted for in the Statement of Profit and Loss/ Expenditure during construction pending capitalisation, as applicable and as identified by the Management of the Company.

Earnings Per Equity Share (EPS):

The basic earnings per equity share is computed by dividing the net profit/ loss after tax (including the post tax effect of extraordinary items, if any) attributable to equity shareholders for the year by the weighted average number of equity shares outstanding during the year. Diluted earnings per equity share is computed by dividing the profit/ loss after tax (including the post tax effect of extraordinary items, if any) as adjusted for dividend, interest and other charges to expense or income relating to the dilutive potential equity shares, by the weighted average number of equity shares considered for deriving basic earnings per equity share and the weighted average number of equity shares which could have been issued on the conversion of all dilutive potential equity shares. Potential equity shares are deemed to be dilutive only if their conversion to equity shares would decrease the net profit per equity share from continuing ordinary operations. Potential dilutive equity shares are deemed to be converted as at the beginning of the period, unless they have been issued at a later date. The dilutive potential equity shares are adjusted for the proceeds receivable had the shares been actually issued at fair value (i.e. average market value of the outstanding shares). Dilutive potential equity shares are determined independently for each period presented. The number of equity shares and potentially dilutive equity shares are adjusted for share splits/ reverse share splits, bonus shares and share warrants and the potential dilutive effect of Employee Stock Options Plans, as appropriate.

Employee Benefits expense - transfers/ apportionments:

The Company has taken over employee benefit liability aggregating to Rs. 1,032,299 (Previous Year: Rs. NIL) from Indiabulls Infrastructure and Power Limited, a company having substantial interest in the Company, pursuant to services of certain employees transferred to the Company.

* The Company is engaged in power generation and the setting up of power projects for generating, transmitting and supplying all forms of electrical energy and to undertake allied/ Incidental activities. Considering the nature of the Company''s business and operations, the company has one reportable business segment i.e. "Power generation and allied activities" and operates in one geographical segment, i.e. "within India". Hence, no separate information for segment wise disclosure is given in accordance with the requirements of Accounting Standard 17 - ''Segment Reporting'', as notified under the Companies (Accounting Standards) Rules, 2006, as amended.

* The Company considers its investment in subsidiaries as strategic and long term in nature and accordingly, in the view of the Management, any decline in value of such long-term investments in subsidiaries is considered as temporary in nature and hence no provision for diminution in value is considered necessary.

* As per the best estimate of the Management, no provision is required to be made as per Accounting Standard (AS) 29 on Provisions, Contingent Liabilities and Contingent Assets as notified under the Companies (Accounting Standards) Rules, 2006, as amended in respect of any present obligation as a result of a past event that could lead to a probable outflow of resources, which would be required to settle the obligation.

* In respect of amounts as mentioned under Section 205C of the Companies Act, 1956, there were no dues required to be credited to the Investor Education and Protection Fund as at March 31, 2014 and March 31, 2013.

* In the opinion of the Board of Directors, all current and non-current assets, long term and short term loans and advances appearing in the Balance Sheet as at March 31, 2014 and March 31, 2013 have a value on realisation in the ordinary course of the Company''s business at least equal to the amount at which they are stated in the Balance Sheet.

* Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006:

a) An amount of Rs. Nil (Previous Year: Rs. Nil) and Rs. Nil (Previous Year: Rs. Nil) was due and outstanding to suppliers as at the end of the accounting year on account of Principal and Interest respectively.

b) No interest was paid during the year in terms of section 16 of the Micro, Small and Medium Enterprises Development Act, 2006 and no amount was paid to the supplier beyond the appointed day.

c) No interest is payable at the end of the year other than interest under Micro, Small and Medium Enterprises Development Act, 2006.

d) No amount of interest was accrued and unpaid at the end of the accounting year.

The above information and that given in Note 9 - ''Trade Payables'' regarding Micro, Small and Medium Enterprises has been determined to the extent such parties have been identified on the basis of information available with the Company. This has been relied upon by the Auditors.

* The Company has not entered into any derivative instruments during the year. The Company has not incurred any expenditure in foreign currency during the year or previous year. Foreign currency exposure not hedged as at March 31, 2014 pertaining to Inter-Corporate Deposits (ICD) given to wholly owned foreign subsidiary company of Rs. 931,546,900 (US Dollars 15.50 million) (Previous Year: Rs. 843,034,150 (US Dollars 15.50 million)). Interest receivable on the above ICD not hedged as at March 31, 2014 Rs. 89,153,813 (US Dollars 1,483,429) (Previous Year: Rs. 72,978,583 (US Dollars 1,341,782)).


Mar 31, 2013

1 OVERVIEW

Indiabulls Power Limited. ("the Company") was incorporated on October 08, 2007 as a wholly owned subsidiary of Indiabulls Real Estate Limited ("IBREL") with an authorised capital of Rs. 500,000 divided into 50,000 equity shares of face value Rs. 10 each. During the financial year 2009-10, the authorised capital was increased to Rs. 50,000,000,000 (Rupees Five Thousand Crores) divided into 5,000,000,000 (Five Hundred Crores) equity shares of face value Rs. 10 each. The main business activities of the Company included inter alia, dealing in power generation, distribution, trading and transmission and other ancillary and incidental activities. The Company is in process of setting up a Thermal Power Project at Amravati ("Amravati Project", "the Project") in the State of Maharashtra in two phases of 1,350 MW each, with an ultimate capacity of 2,700 MW.

On February 12, 2008, the Company had entered into a Shareholder''s agreement ("Agreement") with IBREL, individual promoters of IBREL (Sameer Gehlaut, Rajiv Rattan and Saurabh K. Mittal), Investors (FIM Limited and LNM India Internet Ventures Limited) and the erstwhile Indiabulls Power Services Limited ("IPSL" or "Amalgamating Company"), a fellow subsidiary. The Company had also entered into a Share Subscription Agreement ("SSA") dated February 12, 2008, with IBREL, FIM Limited and LNM India Internet Ventures Limited. In terms of the Agreement and the SSA, the Company had issued and allotted 237,000,000 equity shares of face value of Rs. 10 each at a premium of Rs. 56.67 per share to the Investors on February 22, 2008.

In terms of the Agreement, IPSL was merged with the Company, with effect from the Appointed Date on April 1, 2008. Consequently, the Company applied for and received approval dated January 16, 2009, from the FIPB Unit, Department of Economic Affairs, Ministry of Finance, Government of India to engage in the business of generating, developing, transmitting, distributing and supplying all forms of electrical power (except atomic energy) and to act as an operating cum holding company.

In accordance with the provisions of Section 21 and other applicable provisions of the Companies Act, 1956, the Members of the Company at their Extraordinary General Meeting held on July 4, 2009, accorded their approval to change the name of the Company. The Company has since received fresh certificate of incorporation consequent upon change of name, from the Registrar of Companies, National Capital Territory of Delhi & Haryana, dated July 07, 2009 in respect of the said change. Accordingly, the name of the Company was changed to ''Indiabulls Power Limited.''

Pursuant to and in terms of the Court approved Scheme of Arrangement under Section 391 to 394 of the Companies Act, 1956, by and among Indiabulls Real Estate Limited, Indiabulls Infrastructure and Power Limited, Indiabulls Builders Limited, Indiabulls Power Limited. (the Company), Poena Power Supply Limited and their respective shareholders and creditors (Scheme - 2011), which had been approved by the Hon''ble High Court of Delhi vide its Order dated October 17, 2011 and came into effect on November 25, 2011, with effect from April 1, 2011 i.e. the Appointed Date. In pursuance of the Scheme - 2011, with effect from the Appointed Date:

(a) The Power business undertaking of Indiabulls Real Estate Limited (IBREL) which included IBREL''s investment in the Company, stood demerged from IBREL and transferred to and vested in favour of Indiabulls Infrastructure and Power Limited (IIPL) which had the effect of making IIPL the Promoter Group/ holding company of the Company.

(b) Poena Power Supply Limited (PPSL) a wholly owned subsidiary of the Company was merged with the Company as a going concern under the ''pooling of interests method'' as specified in Accounting Standard 14 on ''Accounting for Amalgamations'' as notified under the Companies (Accounting Standards) Rules, 2006, as amended, with the entire business, including all the assets and liabilities as recorded in the books of PPSL as on the Appointed Date (there were no fixed assets held by PPSL), being transferred to the Company at their book values as on the said date. Poena Power Supply Limited was, prior to its merger, engaged in the business, inter-alia, of power project management, design and management of facilities and services on site and off site, maintenance and operation of support services, project advisory/consultancy and other related services; which business continues after the merger.

The Company had on October 20, 2010 allotted 420,000,000 Share Warrants to certain Promoter Group entities which were partly paid and at the option of the warrant holders were convertible into equivalent number of Equity shares of the Company. Under the Court approved Scheme of Arrangement by and amongst Indiabulls Real Estate Limited, Indiabulls Infrastructure and Power Limited, Indiabulls Builders Limited, the Company, Poena Power Supply Limited and their respective shareholders and creditors (Scheme - 2011), it had been stipulated that any of such Warrants remaining outstanding on the day of the Scheme - 2011 becoming effective, would stand converted into partly paid Equity shares of the Company.

However, prior to the effectiveness of the Scheme - 2011 the warrant holding entities conveyed to the Company their unwillingness to exercise the warrants per se, so that as on the date of effectiveness of the Scheme - 2011, no warrants were outstanding. Consequently, an amount of Rs. 3,045,000,000 representing the upfront money paid on these warrants was forfeited by the Board of Directors of the Company and appropriated to the Capital Reserve.

In terms of the Court approved Scheme of Arrangement (Scheme - 2012) which came into effect on June 2, 2012 (Effective Date), Indiabulls Infrastructure Development Limited (IIDL) was merged with the Company as a going concern with effect from April 1, 2012, the Appointed Date under the Scheme - 2012, upon which the entire undertaking and the entire assets and liabilities of IIDL stand transferred to and vested in the Company at their book values. Pursuant to the Scheme - 2012 as aforesaid, an aggregate of 41,54,07,007 Equity shares of face value Rs. 10 each in the Company were issued and allotted in favour of the IIDL shareholders as on the Effective Date, thereby increasing the paid up capital of the Company to Rs. 26,427,299,530 divided into 264,27,29,953 Equity shares of face value Rs. 10 each.

Consequent to issuance and allotment of equity shares to the shareholders of IIDL, the Indiabulls Infrastructure and Power Limited (IIPL) has ceased to be the ultimate holding company w.e.f June 20, 2012. IIDL was, prior to its merger, engaged in the business, inter-alia, of the development of real estate projects, providing management advisory services and other related and ancillary activities.

2 Project under Development

The Company is in process of setting up a Thermal Power Project at Amravati ("Amravati Project", "the Project") in the State of Maharashtra in two phases of 1,350 MW each, with an ultimate capacity of 2,700 MW. Project construction activities are in line with the estimated targets of the Management of the Company. During the year the Company has successfully synchronized its Unit-1 (270MW) of Phase I with the Western Region Grid. Further, the company has successfully conducted Boiler Light up for its Unit-2 (270MW) of Phase I during the year. Project construction activities of Phase II of the company are in line with the estimated targets of the Management. The Company has signed Fuel Supply Agreement with South Eastern Coalfields Limited, subsidiary of Coal India Limited as on December 22, 2012 which would be sufficient for meeting coal requirement for functioning of Unit 1 and 2 of Phase I.

3 Contingent Liabilities not provided for in respect of:

A Public Interest Litigation (PIL) instituted before the Hon''ble Bombay High Court (Nagpur Bench) by the Society for Backlog Removal & Development, Amravati (Help Line) & Others against State of Maharashtra and Others where the Company is Respondent No. 5. The petition, amongst others, challenges the water allocation from the live reservoir of Upper Wardha Project to the thermal power plant being set up by the Company in Amravati District to be against the directives issued by the Governor of Maharashtra under Article 371 (2) of the Constitution of India.

A Writ Petition has been filed by the Company before the Hon''ble Bombay High Court (Nagpur Bench) challenging the powers of the Governor to issue directives under Article 371 (2) of the Constitution of India.

The Hon''ble High Court after hearing the parties at length has held that allocation of water is not in contravention of the directives issued by the Governor of Maharashtra under Article 371 (2) of the Constitution of India. While holding the water allocation to be legally valid, the petition has been dismissed by the Hon''ble High Court. No Appeal has been filed yet. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2013 and March 31, 2012.

B The Company has filed an application before the Nagpur Bench of the Hon''ble Bombay High Court to bring to its knowledge the publication of an article by the Hitavada Newspaper that casts aspersions against Indiabulls and the Advocate General. The Court has taken cognizance and issued notices to the contemnors. The contemnors have filed their replies and the Company has filed the rejoinder. The arguments in the matter are completed and the Order is reserved. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2013 and March 31, 2012.

C Tata Power Trading Company Limited (TPTCL) had executed PPA with the Company for tying up power from its Amravati Power Plant. TPTCL has invoked the arbitration clause and filed a statement of claim before the Arbitral Tribunal. The Tribunal has directed that the Company shall not create any third party interest on the 150 MW power generated from the power plant without the leave of the Tribunal. The pecuniary cost involved in the present case is approximately Rs. 300,000 (Previous year Rs. 300,000). The matter was listed on March 23, 2013 on which the Respondent has submitted its Written Submissions and concluded its Arguments. Now, the matter is reserved for award.

D A PIL has been filed during the year by the Society for Environmental Protection & Others praying the Court to direct the Respondent No.5 (the Company) to immediately stop proceeding with the proposed Power Plant at Nandgaonpeth, Amravati on the grounds of damage to environment and the depletion of water resources. The matter was last listed on March 05, 2013 and was at pre-admission stage. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2013.

E MSEDCL had invited long term power procurement for domestic coal based power station using coal from Bhivkund coal blocks through a tariff based competitive bidding process in which the Company was one of the bidder. A Writ Petition has been filed during the year by Today Energy (M.P) Private Limited. Seeking Directions to MSEDCL to consider the financial bid of Today Energy Private Limited. The pecuniary risk involved in the present case cannot be quantified as at March 31, 2013.

F Writ Petition has been filed during the year by the Company challenging the validity of demand raised by WRD for payment of irrigation restoration charges at Rs. 100,000/- per Hectare vide letter dated January 29, 2013 instead of Rs. 50,000/- per Hectare (as provided in Circular dated February 21, 2004). The Respondents have been restrained from taking any coercive steps till further orders. The statement is accepted.

G Performance Bank Guarantee of Rs. 1,000,000,000 (Previous Year: Rs. 1,000,000,000) issued to Chhattisgarh State Electricity Board by Indiabulls CSEB Bhaiyathan Power Limited (formerly known as Indiabulls Bhaiyathan Power Limited), a wholly owned subsidiary company, secured partly by pledge of Fixed deposits of Rs. 400,000,000 (Previous Year: Rs. 400,000,000)of the Company.

H Guarantee provided on behalf of Indiabulls Realtech Limited (IRL), a wholly owned subsidiary, towards Commitment Bank Guarantees of Rs. 835,223,070 (Previous Year: Rs. 835,223,070) issued to subsidiaries of Coal India Limited for issuance of Letter of Assurance for supply of coal for IRL''s Nashik Thermal Power Project, partly secured by way of pledge of fixed deposits of Rs. 242,936,850 (Previous Year: Rs. 242,936,850) and partly by way of corporate guarantee of Rs. 198,641,850 (Previous Year: Rs. 198,641,850) of the company.

Future cash outflows in respect of the above, if any, is determinable only on receipt of judgement/ decision pending with the relevant authorities. The Company does not expect the outcome of the matter stated above to have a material adverse impact on its financial condition, results of operations and cash flows.

4 Estimated amount of contracts remaining to be executed on account of capital and other commitments towards the Project not provided for: Rs. 55,249,049,322 (Previous Year: Rs. 66,025,564,427) - advances made there against Rs. 7,175,095,706 (Previous Year: Rs. 7,573,688,043).

5 Other current and non-current assets includes interest accrued but not due of Rs. 35,953,530 (Previous Year: Rs. 65,272,559) on fixed deposits pledged with banks.

6 Changes in capital structure during the year ended March 31, 2013

On June 20, 2012 the Company issued 415,407,007 Equity Shares of Rs. 10 each to IIDL shareholders pursuant to and in terms of the Court approved Scheme - 2012 (Refer Note 1).

As a consequence of the above, as at March 31, 2013, the Issued, Subscribed and fully Paid-up-Equity Share Capital of the Company stands at Rs. 26,427,299,530 (comprising of 2,642,729,953 equity shares of face value Rs. 10 each).

7 Employee Stock Options Schemes :

Stock Option Schemes of Indiabulls Power Limited. ("IPL"):

On January 10, 2008 the erstwhile IPSL, had established the IPSL ESOS Plan, under which, IPSL was authorised to issue upto 20,000,000 equity settled options at an exercise price of Rs. 10 per option to eligible employees. Employees covered by the plan were granted an option to purchase equity shares of IPSL subject to the requirements of vesting.

A Compensation Committee constituted by the Board of Directors of IPSL administered the plan. All these options were outstanding as at April 01, 2008.

Pursuant to a Scheme of Arrangement under Sections 391 to 394 of the Companies Act, 1956, duly approved by the Hon''ble High Court of Delhi at New Delhi vide its Order dated September 1, 2008, IPSL was merged with Sophia Power Company Limited ("SPCL"). With effect from the Appointed Date the IPSL ESOS Plan was terminated and in lieu, in terms of Clause 14 (c) of the Scheme of Arrangement, SPCL - IPSL Employees Stock Option Plan - 2008 ("SPCL - IPSL ESOP - 2008") was established in SPCL for the outstanding, unvested options for the benefit of the erstwhile IPSL option holders, on terms and conditions not less favourable than those provided in the erstwhile IPSL ESOS Plan and taking into account the share exchange ratio i.e. one equity share of SPCL of face value Rs. 10 each for every one equity share of IPSL of face value Rs. 10 each. All the option holders under the IPSL ESOS Plan on the Effective Date were granted options under the SPCL - IPSL ESOP - 2008 in lieu of their cancelled options under the IPSL ESOS Plan. The SPCL - IPSL ESOP - 2008 was treated as a continuation of the IPSL ESOS Plan and all such options were treated outstanding from their respective date of grant under the IPSL ESOS Plan. Accordingly, no compensation expense was recognised. No adjustment is required in respect of the number and exercise price of options as the share exchange ratio is one equity share of face value Rs. 10 each of SPCL for every one equity share of face value Rs. 10 each of IPSL.

During the year ended March 31, 2013, 3,600,000 (Previous Year 2,108,000) ESOPs were surrendered/ lapsed under the SPCL - IPSL ESOP - 2008 Scheme. During the year, on September 1, 2012, 2,000,000 ESOPs were re-granted by the Committee to an eligible employee at an exercise price of Rs. 10 per option under the SPCL - IPSL ESOP - 2008 Scheme.

These options vest uniformly over a period of 10 years commencing one year after the date of grant. The Company follows the Intrinsic Value method of accounting as permitted in the Guidance Note on Accounting for Employees Share Based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profits after taxes and the basic and diluted earnings per equity share of the Company on account of SPCL - IPSL ESOP - 2008.

During the financial year ended March 31, 2010, IPL had established the "Indiabulls Power Limited. Employees'' Stock Option Scheme 2009" ("IPL ESOS 2009"). IPL had issued 20,000,000 equity settled options at an exercise price of Rs. 14 per option under the IPL ESOS 2009 to eligible employees which gave them the right to subscribe to stock options representing an equal number of equity shares of face value Rs. 10 each of IPL. These options vest uniformly over a period of 10 years commencing one year after the date of grant. The Company follows the Intrinsic Value method of accounting as permitted by the Guidance Note on Accounting for Employees Share Based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profits after taxes and the basic and diluted earnings per equity share of the Company on account of the IPL ESOS 2009.

During the year ended March 31, 2013, 627,000 (Previous Year 653,000) ESOPs were surrendered/ lapsed under the IPL ESOS 2009 Scheme.

During the Financial Year ended March 31, 2012, IPL has established the "Indiabulls Power Limited. Employee Stock Option Scheme -2011" ("IPL ESOS -2011"): IPL had issued 50,000,000 equity settled options at an exercise price of Rs. 12 per option equivalent to the fair market value of the equity shares of the company on the date of grant of option under the IPL ESOS -2011 to the eligible employees of the Company which gave them the right to subscribe an equal number of equity shares of face value of Rs. 10 each of IPL. These options vest uniformly over a period of 10 years commencing one year after the date of grant The Company follows the Intrinsic Value method of accounting as permitted by the Guidance Note on Accounting for Employees Share Based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profits after taxes and the basic and diluted earnings per equity share of the Company on account of IPL ESOS 2011.

During the year ended March 31, 2013, 102,000 (Previous Year 50,000) ESOPs were surrendered/ lapsed under the IPL ESOS 2011 Scheme.

The Fair values of the options under the SPCL - IPSL ESOP - 2008, IPL ESOS 2009 and IPL ESOS 2011 using the binomial pricing model based on the following parameters, is Rs. Nil per option, as certified by an independent firm of Chartered Accountants. The fair value of the re-granted options under the SPCL - IPSL ESOP - 2008 plan is Rs. 1.58 per option and under IPL ESOS 2011 plan is Rs. 1.78 per option as certified by an independent firm of Chartered Accountants.

8 Employee Benefits

Contributions are made to the Government Provident Fund and Family Pension Fund which cover all regular employees eligible under applicable Acts. Both the eligible employees and the company make pre-determined contributions to the Provident Fund. The contributions are normally based upon a proportion of the employee''s salary. The company has recognized in the Statement of Profit and Loss an amount of Rs. Nil (Previous Year: Rs. 165,342) and in Expenditure during construction pending capitalization Rs. 660,610 (Previous Year: Rs. 242,545) towards employer''s contribution towards Provident Fund.

Provision for unfunded Gratuity and Compensated absences payable to eligible employees on retirement/ separation is based upon an actuarial valuation as at the year ended March 31, 2013. Major drivers in actuarial assumptions, typically, are years of service and employee compensation. After the issuance of Accounting Standard (AS) 15 (Revised) on ''Employee Benefits'', as notified under the Companies (Accounting Standards) Rules, 2006, as amended, commitments are actuarially determined using the ''Projected Unit Credit Method''. Gains/ losses on changes in actuarial assumptions are accounted for in the Statement of Profit and Loss/ Expenditure during construction pending capitalisation, as applicable and as identified by the Management of the Company.

Based on the actuarial valuation obtained in this respect, the following table sets out the status of Gratuity and Compensated Absences and the amounts recognised in the financial statements for the year ended March 31, 2013 as per Accounting Standard (AS) 15- ''Employee Benefits'', as notified under the Companies (Accounting Standards) Rules, 2006, as amended:

9 Earnings Per Equity Share (EPS):

The basic earnings per equity share is computed by dividing the net profit/ loss after tax (including the post tax effect of extraordinary items, if any) attributable to equity shareholders for the year by the weighted average number of equity shares outstanding during the year. Diluted earnings per equity share is computed by dividing the profit/ loss after tax (including the post tax effect of extraordinary items, if any) as adjusted for dividend, interest and other charges to expense or income relating to the dilutive potential equity shares, by the weighted average number of equity shares considered for deriving basic earnings per equity share and the weighted average number of equity shares which could have been issued on the conversion of all dilutive potential equity shares. Potential equity shares are deemed to be dilutive only if their conversion to equity shares would decrease the net profit per equity share from continuing ordinary operations. Potential dilutive equity shares are deemed to be converted as at the beginning of the period, unless they have been issued at a later date. The dilutive potential equity shares are adjusted for the proceeds receivable had the shares been actually issued at fair value (i.e. average market value of the outstanding shares). Dilutive potential equity shares are determined independently for each period presented. The number of equity shares and potentially dilutive equity shares are adjusted for share splits/ reverse share splits, bonus shares and share warrants and the potential dilutive effect of Employee Stock Options Plans, as appropriate.

10 The Company has taken various premises on operating leases/ leave and license and lease payments recognized in the Statement of Profit and Loss / Expenditure during construction pending capitalisation for the year ended March 31, 2013 is Rs. 194,771,630 (Previous Year: Rs. 185,524,295) in respect of the same have been incurred during the year ended March 31, 2013. The underlying agreements are executed for a period generally ranging from one year to three years, renewable at the option of the Company and are cancellable, by giving a notice generally of 30 to 90 days. There are no restrictions imposed by such leases and there are no subleases. The minimum lease rentals outstanding as at March 31, 2013, are as under:

11 Expenditure during construction pending capitalisation includes expenditure (net of income) incurred during the year aggregating to Rs. 6,164,629,382 (Previous Year: Rs. 3,450,656,015), relating to the setting up of the Amravati Project.

12 Employee Benefits expense - transfers/ apportionments:

i) The Company has transferred employee benefit liability aggregating to Rs. Nil (Previous Year: Rs. 7,274,622) to Indiabulls Realtech Limited, a subsidiary of the company, pursuant to services of certain employees transferred from the Company w.e.f. October 01, 2011.

ii) Employee advances aggregating to Rs. Nil (Previous Year: Rs. 5,716) from Elena Power And Infrastructure Limited, Rs. Nil (Previous Year: Rs. 53,833) from IIC Limited (formerly known as Indiabulls Infrastructure Company Limited) received and Rs. Nil (Previous Year: Rs. 5,487) paid to Indiabulls Realtech Limited pursuant to services of certain employees transferred to the Company during the year.

iii) Employees remuneration and benefits charged to the Statement of Profit and Loss and accumulated as Expenditure during construction pending capitalisation is arrived at after allocating an amount of Rs. Nil (Previous Year: Rs. 1,201,669) to IIC Limited (formerly known as Indiabulls Infrastructure Company Limited) being cost of employees on deputation transferred to the said company.

13 The Company''s activities during the year involved setting up of its Power Project in India for generation of thermal power. Considering the nature of Company''s business and operations and based on the information available with the Company, there is/ are no reportable segments (business and/ or geographical) in accordance with Accounting Standard 17 on ''Segment Reporting'' as notified under the Companies (Accounting Standards) Rules, 2006, as amended. Hence no further disclosures are required in respect of reportable segments, under Accounting Standard 17.

14 The Company considers its investment in subsidiaries as strategic and long term in nature and accordingly, in the view of the Management, any decline in value of such long-term investments in subsidiaries is considered as temporary in nature and hence no provision for diminution in value is considered necessary.

15 As per the best estimate of the Management, no provision is required to be made as per Accounting Standard (AS) 29 on Provisions, Contingent Liabilities and Contingent Assets as notified under the Companies (Accounting Standards) Rules, 2006, as amended in respect of any present obligation as a result of a past event that could lead to a probable outflow of resources, which would be required to settle the obligation.

16 In respect of amounts as mentioned under Section 205C of the Companies Act, 1956, there were no dues required to be credited to the Investor Education and Protection Fund as at March 31, 2013

17 In the opinion of the Board of Directors, all current and non-current assets, long term and short term loans and advances appearing in the Balance Sheet as at March 31, 2013 have a value on realisation in the ordinary course of the Company''s business at least equal to the amount at which they are stated in the Balance Sheet.

18 Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006:

a) An amount of Rs. Nil (Previous Year: Rs. Nil) and Rs. Nil (Previous Year: Rs. Nil) was due and outstanding to suppliers as at the end of the accounting year on account of Principal and Interest respectively.

b) No interest was paid during the year in terms of section 16 of the Micro, Small and Medium Enterprises Development Act, 2006 and no amount was paid to the supplier beyond the appointed day.

c) No interest is payable at the end of the year other than interest under Micro, Small and Medium Enterprises Development Act, 2006.

d) No amount of interest was accrued and unpaid at the end of the accounting year.

The above information regarding Micro, Small and Medium Enterprises has been determined to the extent such parties have been identified on the basis of information available with the Company. This has been relied upon by the Auditors.

19 The Company has not entered into any derivative instruments during the year. Foreign currency exposure not hedged as at March 31, 2013 pertaining to Inter-Corporate Deposits (ICD) given to wholly owned foreign subsidiary company of Rs. 843,034,150 (US Dollars 15.50 million) (Previous Year: Rs. 1,023,130,000 (US Dollars 20 million)). Interest receivable on the above ICD not hedged as at March 31, 2013 Rs. 72,978,583 (US Dollars 1,341,782) (Previous Year: Rs. 58,147,951 (US Dollars 1,136,668)).

20 The disclosure as per Clause 32 of the Listing Agreements with Stock Exchanges related to Loans and advances in the nature of loans given to subsidiaries, associates and others and investments in shares of the Company by such parties is covered in the related party disclosures. (Refer Note 35)

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


Mar 31, 2011

1. Overview:

Indiabulls Power Limited.("the Company") was incorporated on October 08, 2007 as a wholly owned subsidiary of Indiabulls Real Estate Limited ("IBREL") with an authorised capital of Rs. 500,000 divided into 50,000 equity shares of Rs. 10 each. During the financial year 2009-10, the authorised capital was increased to Rs. 50,000,000,000 (Rupees Five Thousand Crores) divided into 5,000,000,000 (Five Hundred Crore) equity shares of face value Rs. 10 each. The main business activities of the Company included inter alia, dealing in power generation, distribution, trading and transmission and other ancillary and incidental activities.

On February 12, 2008 the Company had entered into a Shareholder's agreement ("Agreement") with IBREL, individual promoters of IBREL (Sameer Gehlaut, Rajiv

Rattan and Saurabh K Mittal), Investors (FIM Limited and LNM India Internet Ventures Limited) and the erstwhile Indiabulls Power Services Limited ("IPSL" or "Amalgamating Company"), a fellow subsidiary. The Company had also entered into a Share Subscription Agreement ("SSA") dated February 12, 2008, with IBREL, FIM Limited and LNM India Internet Ventures Limited. In terms of the Agreement and the SSA, the Company had issued and allotted 237,000,000 equity shares of face value of Rs. 10 each at a premium of Rs. 56.67 per share to the Investors on February 22, 2008.

In terms of the Agreement, IPSL was amalgamated with the Company, with effect from the Appointed date on April 1, 2008. Consequently, the Company applied for and received approval dated January 16, 2009, from the FIPB Unit, Department of Economic Affairs, Ministry of Finance, Government of India to engage in the business of generating, developing, transmitting, distributing and supplying all forms of electrical power (except atomic energy) and to act as an operating cum holding company.

In accordance with the provisions of Section 21 and other applicable provisions of the Companies Act, 1956, the members of the Company at their Extraordinary General Meeting held on July 4, 2009, accorded their approval to change the name of the Company. The Company has since received fresh certificate of incorporation consequent upon change of name, from the Registrar of Companies, National Capital Territory of Delhi & Haryana, dated July 7, 2009 in respect of the said change. Accordingly, the name of the Company was changed to 'Indiabulls Power Limited.'

The Board of Directors of the Company at its meeting held on November 30, 2010 issued and allotted 420,000,000 Share Warrants of Face Value Rs. 10 each @ Rs. 29 per warrant (paid up value as at the year-end Rs. 7.25 per warrant out of which Rs. 2.50 is towards the Face Value) to certain entities promoted by the promoters of IBREL. At the option of the warrant holders, they are entitled to receive an equivalent number of equity shares of a Face Value of Rs. 10 per share in the Company, at an exercise price of Rs. 29 per equity share. These warrants are convertible at the option of the warrant holder into equity shares of the Company in one or more tranches, within a period of 18 months from the date of their allotment.

The Board of Directors of the Company and IBREL at their respective meetings held on January 17, 2011 approved, inter-alia, a draft composite restructuring scheme (the Scheme) of restructuring the power business and related business of IBREL /the Company. The said scheme, inter-alia, provides for restructuring of the share capital of the Company, consequent to the transfer by way of a demerger of the power and related business of IBREL as a going concern to Indiabulls Infrastructure and Power Limited (IIPL); and the amalgamation of Poena Power Supply Limited (PPSL), a wholly owned subsidiary of the Company into the Company, and various other matters consequential or otherwise integrally connected with the Scheme. The Stock Exchanges have since granted their No Objection Certificate to the Scheme. The effectiveness of the Scheme shall be subject to necessary approvals from the shareholders, creditors and the submission of the same to the Hon'ble High Court of Delhi. The proposed Appointed Date of the demerger and amalgamation undef the Scheme is April 01, 2011.

2. Projects under development:

(i) Amravati Thermal Power Project:

The Company is in process of setting up a Thermal Power Project at Amravati ("Amravati Project", "The Project") in the State of Maharashtra in two phases with an ultimate capacity of 2,700 MW. Project construction activities are in line with the estimated targets of the Management of the Company.

(ii) Nashik Thermal Power Project

The Company's subsidiary Indiabulls Realtech Limited is in process of setting up a Thermal Power Project at Nashik ("Nashik Project" "The Project") in two phases in the State of Maharashtra with an ultimate capacity of 2,700 MW. Project construction activities are in line with the estimated targets of the Management.

(iii) Bhaiyathan Thermal Power Project

The Company's subsidiary Indiabulls CSEB Bhaiyathan Power Limited (ICBPL) is in the process of setting up a Thermal Power Project at Bhaiyathan ("Bhaiyathan Project") in the state of Chhattisgarh. The Bhaiyathan Project will have two super-critical units of 660 MW each, with a combined capacity of 1,320 MW. The Ministry of Coal, Government of India has allocated captive coal blocks located in

Gidhmuri and Paturia villages in the Korba district in the state of Chhattisgarh for the Bhaiyathan Project, subject to certain terms and conditions. Development work on Bhaiyathan Project is currently progressing at a slow pace due to certain pending statutory clearances relating to the captive coal blocks allocated for the Project. The Company is hopeful of getting such clearances in the near future.

ICBPL has entered into a Share Subscription Agreement ("CSEB - SSA") with Chhattisgarh State Electricity Board ("CSEB") dated October 13, 2008 pursuant to which CSEB shall acquire 26% equity stake in ICBPL, whether in cash or consideration other than cash, in such manner as may be indicated by CSEB in writing. Pursuant to the "CSEB - SSA", CSEB had agreed to subscribe to 26,000 fully paid-up equity shares of ICBPL of the face value of Rs. 10, representing 26 per cent of the issued, subscribed and paid-up share capital. ICBPL has agreed not to issue equity shares at a price or terms which are more favorable to the subscribers than price or terms on which CSEB has subscribed to the equity shares. Further, ICBPL shall not issue any equity shares unless CSEB is first offered the right to subscribe to, in CSEB's sole discretion, such number of equity shares as is required to enable CSEB to maintain its pre-issue shareholding percentage.

(iv) Other Projects:

The Company, through its subsidiary Company Poena Power Development Limited, is developing a Mega Thermal Power Project in Mansa, Punjab and through its four subsidiaries viz. Pachi Hydropower Projects Limited, Kaya Hydropower Projects Limited, Sepia Hydropower Projects Limited and Tharang Warang Hydro Power Projects Limited, medium sized Hydro Power Projects in the state of Arunachal Pradesh. Development work in these projects is at presently at nascent stages. The Company has entered into MoUs with the respective State Governments in relation to these projects.

3. Contingent liability not provided for in respect of:

- Estimated amount of contracts remaining to be executed on capital account and not provided for: Rs. 183,470,147,154 (Previous Year: Rs. 79,183,402,904) - advances made there against Rs. 9,452,720,390 (Previous Year: Rs. 2,005,651,922).

- Guarantee provided on behalf of Papu Hydropower Projects Limited, a wholly owned subsidiary company, in respect of vehicle loan of Rs. 83,724(Previous Year: Rs. 478,000).

- Performance BankGuaranteeofRs. 1,000,000,000 (Previous Year, Rs. 1,000,000,000) issued to Chhattisgarh State Electricity Board by Indiabulls CSEB Bhaiyathan Power Limited (formerly Indiabulls Bhaiyathan Power Limited), a wholly owned subsidiary company, secured partly by pledge of Fixed deposits of Rs. 400,000,000 (Previous Year: Rs. 400,000,000)of the Company.

- Commitment Bank Guarantees of Rs. 811,613,270 (Previous Year: Rs. 388,833,000) issued to subsidiaries of Coal India Limited for issuance of Letter of Assurance for supply of coal for the Amravati Project, partly secured by way of pledge of fixed deposits of Rs. 236,196,500 (Previous Year: Rs. 194,416,500).

- Guarantee provided on behalf of Indiabulls Realtech Limited, a wholly owned subsidiary, towards Commitment Bank Guarantees of Rs. 835,223,070 (Previous Year: Rs. 397,283,700) issued to subsidiaries of Coal India Limited for issuance of Letter of Assurance for supply of coal for the Nashik Thermal Power Project, partly secured by way of pledge of fixed deposits of Rs. 242,936,850 (Previous Year: Rs. 198,641,850) and partly by way of corporate guarantee of Rs. 198,641,850 (Previous Year: Rs. 198,641,850) of the company.

- Guarantee provided for Rs. 1,642,005 (Previous Year: Rs. 1,642,005) to the Governor of Maharashtra through PWD, Amravati for availing ROW for laying water pipeline for Amravati project for bid processing, partly secured by way of pledge of fixed deposits of Rs. 492,602 (Previous Year: Rs. 492,602).

- Guarantee provided on behalf of Hecate Power Transmission Limited, a subsidiary of the Company, for Rs. Nil (Previous Year: Rs. 99,315,000) to Rajasthan Rajya Vidyut Prasaran Nigam Limited, partly secured by way of pledge of fixed deposits of Rs.Nil (Previous Year: Rs. 31,950,000) and partly by way of corporate guarantee of Rs. Nil (Previous Year: Rs. 69,520,500) of the company.

- Guarantee provided for Rs. 145,815,000

(Previous Year: Rs. 145,815,000) to Bombay Stock Exchange Limited for initial public offer, partly secured by way of pledge of fixed deposits of Rs. 15,570,500 (Previous Year: Rs. 15,570,500). This guarantee has since been released in April 2011.

- Guarantee provided for Rs. Nil (Previous Year: Rs. 196,000,000) to UCM Coal Company Limited for Bidding for Development and Operation of Chendipada Coal Block, partly secured by way of pledge of fixed deposits of Rs. Nil (Previous Year: Rs. 59,900,000).

- Bid Bond guarantee provided for Rs. Nil (Previous Year: Rs. 4,200,000,000) to Maharashtra State Electricity Distribution Company Limited for Bidding for supply of power on long term basis, partly secured by way of pledge of fixed deposits of Rs. Nil (Previous Year: Rs. 1,100,000,000) and partly by way of corporate undertaking of Rs. Nil (Previous Year: Rs. 2,400,000,000) of the Holding Company i.e. Indiabulls Real Estate Limited.

- Performance Bank Guarantee provided for Rs. 3,600,000,000 (Previous Year: Rs. Nil) to Maharashtra State Electricity Distribution Company limited under the long term power Purchase Agreements, secured by way of pledge of fixed deposits of Rs. 360,000,000 (Previous Year: Rs. Nil) and second charge on project assets relating to Amravati Phase I project.

- Bank Guarantee for Bid Bond issued to Bihar State Electricity Board of Rs. 315,000,000 (Previous Year: Rs. Nil) secured by way of pledge of Fixed Deposit of Rs. 31,500,000 (Previous Year: Rs. Nil).

- Bank Guarantee to Commissioner of Customs for Rs. 15,938,217 (Previous Year: Rs. Nil) secured by way of pledge of fixed deposits of Rs. 4,781,466 (Previous Year: Rs. Nil).

- A letter of comfort has been i;,sued by Indiabulls Realtech Limited in fa.our of ICICI Bank Limited as security for the repayment of the facility amounting to Rs. 1,750,000,000 (Previous Year: Rs. Nil) sanctioned to Indiabulls Properties Private limited (a subsidiary of associate company of the ultimate holding company - IBREL) secured partly by way of pledge of, amongst others, the Indiabulls Realtech Limited's Fixed Maturity Plan Mutual Funds of Rs. 2,000,000,000 (Previous Year: Rs. Nil).

- Corporate Guarantee issued by the Indiabulls Realtech Limited in favour of HDFC Bank as security for the repayment of the facility amounting to Rs. 1,500,000,000 (Previous Year: Rs. Nil) sanctioned to Indiabulls Real Estate Limited secured partly by way of pledge of the Indiabulls Realtech Limited's Fixed Maturity Plan Mutual Funds of Rs. 2,000,000,000 (Previous Year: Rs. Nil).

- A letter of comfort has been issued by the Elena Power And Infrastructure Limited in favour of ICICI Bank Limited as security for the repayment of the facility amounting to Rs. 1,750,000,000 (Previous Year: Rs. Nil) sanctioned to Indiabulls Properties Private limited (a subsidiary of associate company of the ultimate holding company) secured partly by way of pledge of, amongst others, the Elena Power And Infrastructure Limited's FMP Mutual Funds of Rs. 700,000,000 (Previous Year: Rs. Nil).

4. Changes in capital structure during the year from April 01, 2010 to March 31, 2011

On June 17, 2010, the Company issued 414,200 Equity Shares of Rs. 10 each at par in terms of the SPCL - IPSL ESOP - 2008.

On December 15, 2010, the Company issued 1,000,000 Equity Shares of Rs. 10 each at par in terms of the SPCL - IPSL ESOP - 2008,

On March 31, 2011, the Company issued 30,000 Equity Shares of Rs. 10 each at par in terms of the SPCL - IPSL ESOP - 2008.

On March 31, 2011, the Company issued 192,000 Equity Shares of Rs. 10 each at a premium of Rs. 4 per share in terms ofthelPL ESOS 2009.

As a consequence of the above, as at March 31,2011, the Issued, Subscribed and Paid-up-Equity Share Capital of the Company stands at Rs. 20,229,327,460 (2,022,932,746 equity shares of face value Rs. 10 each).

5. Minority Interest as at March 31, 2011 includes:

a) 130,000 (Previous Year: 130,000) Equity Shares of Rs. 10 each fully paid up issued by a subsidiary company, IndiabulLs Power Generation Limited.

b) 130,000 (Previous Year: 130,000) Equity Shares of Rs. 10 each fully paid up issued by a subsidiary company, Diana Energy Limited.

c) 49,000 (Previous Year: 49,000) Equity Shares of Rs. 10 each fully paid up issued by a subsidiary company, IndiabulLs Power Transmission Limited

d) 24,500 (Previous Year: 24,500) Equity Shares of Rs. 10 each fully paid up issued by a subsidiary company, Hecate Power Transmission Limited.

e) 13,000 (Previous Year: 13,000) Equity Shares of Rs. 10 each fully paid up issued by a subsidiary company, Devona Thermal Power and Infrastructure Limited.

f) 13,000 (Previous Year: Nil) Equity Shares of Rs. 10 each fully paid up issued by a subsidiary company, Poena Power Limited.

g) Proportionate share in the movement in Reserves and Surplus of the above mentioned Subsidiary Companies, during the year ended March 31, 2011.

6. Employees Stock Options Schemes :

I. Stock Option Schemes of Indiabulls Real Estate Limited ("IBREL"), the holding company

a) Indiabulls Real Estate Limited Employees Stock Options Scheme - 2006:

During the period ended March 31, 2007, IBREL established the Indiabulls Real Estate Limited Employees Stock Options Scheme ("IBREL ESOS-I" or "Plan-I"). Under the Plan-1, IBREL issued 9,000,000 equity settled options to eligible employees and of its subsidiary companies which gave them a right to subscribe upto 9,000,000 stock options representing an equal number of equity shares of face value of Rs. 2 each of IBREL at an exercise price of Rs. 60 per option, subject to the requirements of vesting. These options vest uniformly over a period of 10 years, commencing one year after from the date of grant. A Compensation Committee constituted by the Board of Directors of IBREL administers the Plan- I.

IBREL follows the Intrinsic Value method of accounting as prescribed under the Guidance Note on "Accounting for Employees Share based Payments" issued by the Institute of Chartered Accountants of India. No Deferred Employee Stock Compensation Cost was initially recorded on the grant of options as the Intrinsic Value calculated by an independent valuer was lower than the exercise price. Had IBREL followed the Fair value method, there would not had been any impact on the Profit After Tax of IBREL and on the Basic and Diluted Earnings per Share of IBREL as the fair value on the date of grant calculated by an independent valuer following binomial option pricing model was less than the exercise price.

b) Indiabulls Real Estate Limited Employees Stock Options Scheme 2008 (II):

During the year ended March 31, 2009, IBREL established the Indiabulls Real Estate Limited Employees Stock Options Scheme - 2008 (II) ("IBREL ESOS-II" or "Plan-II"). Under Plan II, IBREL issued equity settled options to its eligible employees and of its subsidiary companies to subscribe upto 2,000,000 stock options representing an equal number of equity shares of face value of Rs. 2 each in IBREL, at an exercise price of Rs. 110.50 per option, being the closing market price on the National Stock Exchange of India Limited, as at January 29, 2009.

The stock options so granted, shall vest in the eligible employees within 10 years beginning from January 31, 2010, the first vesting date. The stock options granted under each of the slabs, are exercisable by the option holders within a period of five years from the relevant vesting date.

IBREL follows the Intrinsic Value method of accounting as prescribed in the Guidance Note on Accounting for Employees Share Based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. Since, on the date of grant, the intrinsic value of the options granted was equal to the exercise price, no deferred employee stock compensation cost has been recorded in the financial statements. The fair value of the options under Plan II using the

II. Stock Option Schemes of Indiabulls Power Limited. ("IPL"):

On January 10, 2008 the erstwhile IPSL, had established the IPSL ESOS Plan, under which, IPSL was authorised to issue upto 20,000,000 equity settled options at an exercise price of Rs. 10 per option to eligible employees. Employees covered by the plan were granted an option to purchase equity shares of IPSL subject to the requirements of vesting. A Compensation Committee constituted by the Board of Directors of IPSL administered the plan. All these options were outstanding as at April 01, 2008.

Pursuant to the Scheme of Amalgamation under Sections 391 to 394 of the Companies Act, 1956, duty approved by the Hon'ble High Court of Delhi at New Delhi vide its order dated September 1, 2008 IPSL was amalgamated with SPCL.

With effect from the Appointed Date the IPSL ESOS Plan was terminated and in lieu, in terms of Clause 14 (c) of the Scheme of Amalgamation SPCL - IPSL Employees Stock Option Plan - 2008 ("SPCL - IPSL ESOP - 2008") was established in SPCL for the outstanding, unvested options, for the benefit of the erstwhile IPSL option holders, on terms and conditions not less favorable than those provided in the erstwhile IPSL ESOS Plan and taking into account the share exchange ratio i.e. one equity share of SPCL of face value Rs. 10 each for every one equity share of IPSL of face value Rs. 10 each. All the option holders under the IPSL ESOS Plan on the Effective Date were granted options under the SPCL - IPSL ESOP - 2008 in lieu of their cancelled options under IPSL ESOS Plan. The SPCL - IPSL ESOP - 2008 was treated as continuation of IPSL ESOS Plan and all such options were treated outstanding from their respective date of grant under IPSL ESOS Plan, accordingly, no compensation expense was recognised. No adjustment is required in respect of the number and exercise price of options as the share exchange ratio is one equity share of face value Rs. 10 each of SPCL for every one equity share of face value Rs. 10 each of IPSL.

Under SPCL - IPSL ESOP - 2008, IPL has issued 16,200,000 and 3,800,000 options at an exercise price of Rs. 10 and Rs. 26 per option on January 10, 2008 and September 15, 2008 respectively.

During the year 8,308,000 ESOPs were surrendered, and 1,045,000 options were issued at an exercise price of Rs. 27.80 per option on December 1, 2010 under the SPCL - IPSL ESOP - 2008 Scheme.

These options vest uniformly over a period of 10 years, commencing one year after from the date of grant. IPL follows the Intrinsic Value method of accounting as prescribed in the Guidance Note on Accounting for Employees Share Based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profits after taxes and the basic and diluted earnings per share of the Company, on account of SPCL - IPSL ESOP - 2008.

During the financial year ended March 31,2010 IPL had established the Indiabutls Power Limited. Employees' Stock Option Scheme 2009 ("IPL ESOS 2009"). IPL had issued 20,000,000 equity settled options at an exercise price of Rs. 14 per option under the IPL ESOS 2009 to eligible employees which gave them the right to subscribe stock options representing an equal number of equity shares of face value of Rs. 10 each of IPL. These options vest uniformly over a period of 10 years, commencing one year after from the date of grant. IPL follows the Intrinsic Value method of accounting as prescribed in the Guidance Note on Accounting for Employees Share Based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profits after taxes and the basic and diluted earnings per share of the Company, on account of IPL ESOS 2009.

During the year 16,563,000 ESOPs were surrendered under the IPL ESOS 2009 Scheme.

Indiabulls Employees' Welfare Trust:

During the year, pursuant to the approval accorded at the Extra-ordinary General Meeting of the members of the Company held on September 30, 2010, the "Indiabulls Employees' Welfare Trust" (Trust) has been formed on October 04, 2010 with an initial Corpus of Rs. 50,000, contributed equally by the Company, IBREL and three other listed Settlor entities, to administer and implement the Company's current un-granted Employee Stock Option Schemes ("ESOP") and any future ESOP / Employee Stock Purchase Schemes. The Employees of the subsidiary Companies are also entitled to grant of ESOPs from the Trust. The Trust is administered by Independent Trustees. In terms of the Trust Deed, Equity shares of the Settlor entities are to be purchased by the Trust to the extent permissible in terms of the ESOP scheme as approved by the Members of the Settlor Companies for the purposes of allotment of the same to eligible employees of the Settlor Companies, upon exercise of options granted by the Compensation Committee of those companies, at a price to be determined by the Trust based on its carrying cost. During the year, there has been no new grants made by the Company which is required to be administered by the Trust.

7. Secured Loans

Secured Loans aggregating Rs. 5,250,000,000 (Previous Year: Rs. Nil) are secured by first mortgage and charge on all immovable and movable assets, both present and future, of Amravati Phase I Project. The aforesaid loan is further secured by the pledge of 809,339,219 equity shares (40.01% of the total equity share capital) of the Company held by IBREL through execution of a Deed of Pledge amongst IBREL (Pledgor), IPL and Power Finance Corporation Limited. Additionally, IBREL is required by a Non-Disposal and Safety Net Arrangement Agreement not to dispose off at least 11% of the Equity Share Capital held by it in the Company.

Secured Loans aggregating Rs. 473,678,337 (Previous Year: Rs. Nil) are secured by way of lien on bank fixed deposits aggregating Rs. 510,415,000 (Previous Year: Rs. Nil) placed by the Company.

Secured Loans aggregating Rs. 4,615,359,721 (Previous Year: Rs. Nil) are secured by first mortgage and charge on all immovable and movable assets, both present and future, of Nasfrik Phase I Project. The aforesaid loan is further secured by pledge of 2,192,745 equity shares of the Company (51% of the Equity Share Capital of the Company) through execution of Pledge Agreement with Indiabulls Power Limited., the Holding Company.

8. Employee Benefits

Contributions are made to Government Provident Fund and Family Pension Fund which cover all regular employees eligible under applicable Acts. Both the employees and the Company make pre-determined contributions to the Provident Fund. The contributions are normally based upon a certain proportion of the employee's salary. The Company has recognised an amount of Rs. 191,645 (Previous Year: Rs. 40,648) towards employer's contribution towards Provident Fund.

Provision for unfunded Gratuity and Compensated absences payable to eligible employees on retirement is based upon actuarial valuation for the year ended March 31, 2011. Major drivers in actuarial assumptions, typically, are years of service and employee compensation. After the issuance of the Accounting Standard (AS) 15 (Revised) on 'Employee Benefits', commitments are actuarially determined using the 'Projected Unit Credit Method'. Gains and Losses on changes in actuarial assumptions are accounted for in the Profit and Loss Account / Expenditure During Construction Pending Capitalisation.

9. Other Current Assets includes interest accrued but not due of Rs. 14,858,678 (Previous Year: Rs. 38,651,037) on fixed deposits pledged with banks.

III. Subsidiaries /Associates of Holding Company*:

Airmid Aviation Services Private Limited

IndiabuLLs Real Estate Company Private Limited

Fornax Properties Limited

Hecate Power and Land Development Limited

Lucina Land Development Limited

Albasta Properties Limited

Varali Infrastructure Limited

Indiabulls Constructions Limited

IndiabuLLs Industrial Infrastructure Limited

* with whom transactions have been entered during the year

IV. Companies Promoted by the Promoters of IBREL*:

Azalea Infrastructure Private Limited

Gloxinia Infrastructure Private Limited

Jarul Infrastructure Private Limited

Alona Infrastructure Private Limited

Indiabulls Infrastructure Company Limited_

*with whom transactions have been entered during the year

V. Subsidiary of Associate of IBREL* - Indiabulls Properties Private Limited

*with whom transactions have been entered during the year

10. Earnings Per Share (EPS)

The basic earnings per share is computed by dividing the net profit/ (loss) attributable to equity shareholders for the year, by the weighted average number of equity shares outstanding during the year. Diluted earnings per share is computed using the weighted average number of equity shares and also the weighted average number of equity shares that could have been issued on conversion of all dilutive potential equity shares. The dilutive potential equity shares are adjusted for the proceeds receivable, had the shares been actually issued at fair value.

Dilutive potential equity shares are deemed convered to equity shares at the beginning of the year, unless they have been issued at a later date during the year. The number of equity shares and potential diluted equity shares are adjusted for stock split, bonus shares, share warrants and the potential dilutive effect of Employee Stock Options Plan as appropriate.

11. Deferred Tax:

Pursuant to Accounting Standard 22 (AS 22) - Accounting for Taxes on Income, as notified under the Companies (Accounting Standards) Rules, 2006, as amended, the Company has credited an amount of Rs. 8,803,995 (Previous Year: Rs. 12,566,984) as deferred tax credit (Net) to the Profit and Loss Account for the year ended March 31, 2011.

12. Expenditure During Construction Pending Capitalisation includes expenses of Rs. 2,988,811,569 (Previous Year: Rs. 883,031,929) incurred directly/indirectly, relating to the setting up various power projects, incurred during the year by the Company. Expenditure During Construction Pending Capitalisation also includes borrowing cost of Rs. 1,933,061,447 (Previous Year: Rs. 495,007,443) incurred during the year.

13. During the year, the Company has provided loans aggregating to Rs. 522,873,000 (Previous Year: Rs. Nil) to the "Indiabulls Employees' Welfare Trust" (Trust) (Refer Note II (6) of Schedule R) for purchase of equity shares, of which Rs. Nil (excluding Rs. 8,145,396 being interest accrued but not due) (Previous Year: Rs. Nil) was outstanding as at March 31, 2011. The said loan was granted for the purpose to be utilised by the Trust towards the purchase of shares of Settlor entities in terms of the Trust Deed from the open market.

14. The group's activities during the year involved setting up of its power project in India for generation of thermal power. Considering the nature of Company's business and operation and based on the information available with the Company, there is/are no reportable segments (business and/or geographical) in accordance with the requirements of Accounting Standard 17 - 'Segment Reporting' as notified under the Companies (Accounting Standards) Rules, 2006, as amended. Hence, no further disclosures are required in respect of reportable segments, under Accounting Standard 17.

15. As per the best estimate of the Management, no provision is required to be made as per Accounting Standard (AS) 29 - Provisions, Contingent Liabilities and Contingent Assets as notified under the Companies (Accounting Standards) Rules, 2006, in respect of any present obligation as a result of a past event that could lead to a probable outflow of resources, which would be required to settle the obligation.

16. In the opinion of the Board of Directors, all current assets, loans and advances appearing in the Balance Sheet as at March 31, 2011 have a value on realization in the ordinary course of the Company's business at least equal to the amount at which they are stated in the Balance Sheet.

17. In respect of amounts as mentioned under Section 205C of the Companies Act, 1956, there were no dues required to be credited to the Investor Education and Protection Fund as at March 31, 2011.

18. The Group has not entered into any derivative instruments during the year. Foreign currency exposure not hedged as at March 31, 2011 pertaining to Inter- Corporate Deposits (ICD) given to wholly owned foreign subsidiary company of Rs. 893,000,000 (US Dollars 20 million) (Previous Year: Rs. 902,800,000) (US Dollars 20 million). Interest receivable on the above ICD not hedged as at March 31, 2011 Rs. 41,837,601 (US Dollars 937,012) (Previous Year: Rs. 33,460,313 (US Dollars 741,256).

19. Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006 :

a) An amount of Rs. Nil and Rs. Nil was due and outstanding to suppliers as at the end of the accounting year on account of Principal and Interest respectively.

b) No interest was paid during the year in terms of section 16 of the Micro, Small and Medium Enterprises Development Act, 2006 and no amount was paid to the supplier beyond the appointed day.

c) No interest is payable at the end of the year other than interest under Micro, Small and Medium Enterprises Development Act, 2006.

d) No amount of interest was accrued and unpaid at the end of the accounting year.

The above information and that given in Schedule K - "Current Liabilities" regarding Micro, Small and Medium Enterprises has been determined to the extent such parties have been identified on the basis of information available with the Company. This has been relied upon by the Auditors.

20. Previous year's figures have been regrouped / re- arranged to confirm to current year's groupings and classifications.


Mar 31, 2010

I. overview

Indiabulls Power Limited. (formerly Sophia Power Company Limited) ("the Company") was incorporated on October 08, 2007 as a wholly owned subsidiary of Indiabulls Real Estate Limited ("IBREL") with an authorised capital of Rs. 500,000 divided into 50,000 equity shares of Rs. 10 each. During the year, the authorised capital was increased to Rs. 50,000,000,000 (Rupees Five Thousand Crore) divided into 5,000,000,000 equity shares of face value Rs. 10 each. The main business activities of the Company include inter alia dealing in power generation, distribution, trading and transmission and other ancillary and incidental activities.

On February 12, 2008, the Company had entered into a Shareholders agreement ("Agreement") with IBREL, individual promoters of IBREL (Rajiv Rattan, Sameer Gehlaut and Saurabh K Mittal), Investors (FIM Limited and LNM India Internet Ventures Limited) and the erstwhile Indiabulls Power Services Limited ("IPSL" or "Amalgamating Company"), a fellow subsidiary. The Company had also entered into a Share Subscription Agreement ("SSA") dated February 12, 2008, with IBREL, FIM Limited and LNM India Internet Ventures Limited. In terms of the Agreement and the SSA, the Company had issued and allotted 237,000,000 equity shares of face value of Rs. 10 each at a premium of Rs. 55.67 per share to the Investors on February 22, 2008.

In terms of the Agreement, IPSL was amalgamated with the Company, with effect from the Appointed date on April 1, 2008. Consequently, the Company applied for and received approval dated January 16, 2009, from the FIPB Unit, Department of Economic Affairs, Ministry of Finance, Government of India to

engage in the business of generating, developing, transmitting, distributing and supplying all forms of electrical power (except atomic energy) and to act as an operating cum holding company in respect of the foreign equity participation in the Amravati Phase I Power Project, in Additional Amravati Industrial Area, Taluka Amravati, District Amravati, Maharashtra.

In accordance with the provisions of Section 21 and other applicable provisions of the Companies Act, 1956, the members of the company at their Extraordinary General Meeting held on July 4, 2009, accorded their approval to change the name of the Company. The Company has since received fresh certifcate of incorporation consequent upon change of name, from the Registrar of Companies, National Capital Territory of Delhi & Haryana, dated July 7, 2009 in respect of the said change. Accordingly, the name of the Company was changed to ‘Indiabulls Power Limited.

ii. Projects Under Development

i. Amravati Thermal Power Project

The Company is in process of setting up a thermal power project at Amravati ("Amravati Project") in the State of Maharashtra in two phases with an ultimate capacity of 2670 MW ("The Project"). Amravati Phase I power project will have fve units of 270 MW each, with combined capcity of 1350 MW.

ii. Nashik Thermal Power Project

The Companys subsidiary Indiabulls Realtech Limited is in the process of setting up a thermal power project at Nasik ("Nasik Project") in the State of Maharashtra. The Nasik project will have fve units of 270 MW each, with combined capacity of 1,350 MW.

iii. Bhaiyathan Thermal Power Project

The Companys subsidiary Indiabulls CSEB Bhaiyathan Power Limited (formerly Indiabulls Bhaiyathan Power Limited) (ICBPL) is in the process of setting up a thermal power project at Bhaiyathan ("Bhaiyathan Project") in the state of Chhattisgarh. The Bhaiyathan Project

will have two super-critical units of 660 MW each, with a combined capacity of 1,320 MW. The Ministry of Coal, Government of India has allocated captive coal blocks located in Gidhmuri and Paturia villages in the Korba district in the state of Chhattisgarh for the Bhaiyathan Project, subject to certain terms and conditions.

ICBPL has entered into a Share Subscription Agreement ("CSEB – SSA") with Chhattisgarh State Electricity Board ("CSEB") dated October 13, 2008 pursuant to which CSEB shall acquire 26% equity stake in ICBPL, whether in cash or consideration other than cash, in such manner as may be indicated by CSEB in writing. Pursuant to the "CSEB – SSA", CSEB had agreed to subscribe to 26,000 fully paid-up equity shares of ICBPL of the face value of Rs. 10, representing 26 per cent of the issued, subscribed and paid-up share capital. ICBPL has agreed not to issue equity shares at a price or terms which are more favorable to the subscribers than price or terms on which CSEB has subscribed to the equity shares. Further, ICBPL shall not issue any equity shares unless CSEB is frst offered the right to subscribe to, in CSEBs sole discretion, such number of equity shares as is required to enable CSEB to maintain its pre-issue shareholding percentage.

iv. Other Projects

The Company, through its subsidiary Companies, is developing four medium sized hydro power projects of 60 MW, 30 MW, 46 MW and 31 MW in the state of Arunachal Pradesh. These hydro-power projects are proposed to be located on various tributaries of the Kameng River in the East Kameng district. The Company has entered into various MoUs with the Government of Arunachal Pradesh in relation to these hydro-power projects.

iii. Contingent liability not provided for in respect of

- Estimated amount of Contracts remaining to be executed on Capital Account and not provided for

(Net of Advances) Rs. 79,183,402,904 (Previous Year Rs. 53,178,003,378).

- Guarantee provided on behalf of Papu Hydropower Projects Limited, a wholly owned subsidiary company, in respect of vehicle loan of Rs. 478,000 (Previous Year: Rs. 478,000).

- Performance Bank Guarantee of Rs. 1,000,000,000 (Previous Year: Rs. 1,000,000,000) issued to Chhattisgarh State Electricity Board by Indiabulls CSEB Bhaiyathan Power Limited (formerly Indiabulls Bhaiyathan Power Limited), a wholly owned subsidiary company, secured partly by pledge of Fixed deposits of Rs. 400,000,000 (Previous Year: Rs. 750,501,000) of the Company and partly by way or corporate guarantee of Rs. 600,000,000 (Previous Year Rs. 250,000,000) of the Holding Company i.e. Indiabulls Real Estate Limited.

- Commitment Bank Guarantees of Rs. 388,833,000 (Previous Year: Rs. Nil) issued to subsidiaries of Coal India Limited for issuance of Letter of Assurance for supply of coal for the Amravati Project, partly secured by way of pledge of fxed deposits of Rs. 194,416,500 (Previous Year: Rs. Nil).

- Guarantee provided on behalf of Indiabulls Realtech Limited, a wholly owned subsidiary, towards Commitment Bank Guarantees of Rs. 397,283,700 (Previous Year: Rs. Nil) issued to subsidiaries of Coal India Limited for issuance of Letter of Assurance for supply of coal for the Nashik Thermal Power Project, partly secured by way of pledge of fxed deposits of Rs. 198,641,850 (Previous Year: Rs. Nil) and partly by way of corporate guarantee of Rs. 198,641,850 (Previous Year: Rs. Nil) of the Company.

- Guarantee provided for Rs. 1,642,005 (Previous Year Rs. Nil) to Governor of Maharashtra through PWD, Amravati for availing ROW for laying water pipeline for Amravati project for bid processing, partly secured by way of pledge of fxed deposits of Rs. 492,602 (Previous Year: Rs. Nil).

- Guarantee provided on behalf of Hecate Power Transmission Limited, a subsidiary company for Rs. 99,315,000 (Previous Year Rs. Nil) to Rajasthan Rajya Vidyut Prasaran Nigam Limited, partly secured by way of pledge of fxed deposits of Rs. 31,950,000 (Previous Year Rs. Nil) and partly by way of corporate guarantee of Rs. 69,520,500 (Previous Year Rs. Nil) of the Company.

- Guarantee provided for Rs. 145,815,000 (Previous Year Rs. Nil) to Bombay Stock Exchange Limited for initial public offer, partly secured by way of pledge of fxed deposits of Rs. 15,570,500 (Previous Year Rs. Nil).

- Guarantee provided for Rs. 196,000,000 (Previous Year Rs. Nil) to UCM Coal Company Limited for Bidding for Development and Operation of Chendipada Coal Block, partly secured by way of pledge of fxed deposits of Rs. 59,900,000 (Previous Year Rs. Nil).

- Guarantee provided for Rs. 4,200,000,000 (Previous Year Rs. Nil) to Maharashtra State Electricity Distribution Company Limited for Bidding for supply of power on long term basis, partly secured by way of pledge of fxed deposits of Rs. 1,100,000,000 (Previous Year Rs. Nil) and partly by way of corporate undertaking of Rs. 2,400,000,000 (Previous Year Rs. Nil) of the Holding Company i.e. Indiabulls Real Estate Limited.

iv. Scheme of Amalgamation of indiabulls power Services Limited with the Company

In accordance with Sections 391-394 of the Companies Act, 1956, and pursuant to the approval of the Board of Directors in their meeting held on March 27, 2008 and the sanction of the Honble High Court of Delhi to the Scheme of Amalgamation ("the Scheme") dated September 1, 2008, and upon coming into effect of the Scheme on December 3, 2008 and with effect from the Appointed date on April 1, 2008, IPSL was amalgamated with the Company and was dissolved without undergoing the process of winding up.

Terms of the Scheme of Amalgamation

As per the Scheme, with effect from Appointed date on April 1, 2008:

- All business activities of IPSL carried out on or after the Appointed Date were deemed to have been carried out by IPSL on behalf of the Company on a going concern basis and consequently, all profts and losses of IPSL and related taxes paid, were deemed to be the profts, losses and taxes of the Company. The Scheme were accordingly been given effect from the Appointed date i.e. April 1, 2008, when the Court Order sanctioning the Scheme was fled by the Company, with the Registrar of Companies, Delhi & Haryana on December 3, 2008 ("Effective date").

- The authorised share capital of the Company was increased to Rs. 11,980,000,000 divided into 1,198,000,000 equity shares of face value of

Rs. 10 per share.

- The Company has issued and allotted 197,500,000 shares of face value of Rs. 10 each amounting to Rs. 1,975,000,000 to the equity shareholders of IPSL, in share exchange ratio of one fully paid Equity Shares of Rs. 10 each of Company for every one fully paid Equity shares of Rs. 10 each held by the Equity Shareholders of the IPSL.

- The Scheme of Amalgamation was accounted for under the Pooling of Interest method as sanctioned by the Honble High Court of Delhi, and in accordance with Accounting Standard -14 (AS-14) – Accounting for Amalgamations, notifed under the Companies (Accounting Standards) Rules, 2006, as amended. Accordingly, all assets, liabilities and reserves of the erstwhile IPSL were recorded in the Companys books of account at their book value as at the start of the Appointed, as set out below:

- All incomes and expenses from the Appointed Date relating to IPSL were incorporated in the accounts of the Company.

- The surplus in the Proft and Loss Account of IPSL amounting to Rs. 1,554,609, as on the start of the Appointed Date were transferred and credited to Proft and Loss Account of the Company.

- All tax assets and liabilities of IPSL as on the start of the Appointed Date were incorporated in the books of accounts of the Company.

- All the erstwhile property, rights and powers of IPSL were transferred without further act or deed to the Company.

- All the Licenses, permits, quotas, approvals, permissions, incentives, loans, subsidies, concessions, grants, claims, leases, tenancy rights, special status and other benefts or privileges of IPSL were transferred in favour of the Company.

- All the suits, actions and proceedings now pending by or against IPSL, to be pursued by the Company.

- All contracts, deeds, bonds, agreements, MOUs, bids, tenders, bidding rights, expressions of interest, approvals, development rights (whether vested or potential and whether under agreements or otherwise), letters of intent, arrangements, any municipal / regulatory approvals / sanctions and other Instruments (including all tenancies, leases, licenses and all other assurances in favour of IPSL , were without any further act, instrument or deed, be in full force and effect against or in favour of Company.

- All the employees of the IPSL in service on the effective date were become the employees of the Company.

- Pursuant to the Scheme and with effect from the Appointed Date i.e. April 1, 2008 and effective from the Effective date, Indiabulls Power Services Limited Employee Stock Options Scheme ("IPSL ESOS") was terminated and in lieu, in terms of Clause 14(c) of the Scheme, the SPCL – IPSL Employees Stock Option Plan 2008 ("SPCL – IPSL ESOP, 2008") was created for the outstanding, unvested options, for the beneft of the erstwhile IPSL option holders, on terms and conditions not less favourable than those provided in the erstwhile IPSL ESOS and taking into account the share exchange ratio i.e. one equity share of face value Rs. 10 each of the Company for every one equity share of face value Rs. 10 each of IPSL. All the option holders under the IPSL ESOS on the Effective date were granted the new options under SPCL – IPSL ESOP, 2008 in lieu of their cancelled options under IPSL ESOS. No compensation expense was recognised on

granting of options on Effective Date as SPCL – IPSL ESOP, 2008 was treated as continuation of IPSL ESOS and all such options have been treated outstanding from their respective date of grant under IPSL ESOS. No adjustment was required in respect of the number and exercise price of options (Also refer Note II (7) (2) of Schedule Q).

v. Changes in capital structure during the year from April 01, 2009 to March 31, 2010

During the fnancial year, on July 04, 2009, the company issued 829,500,000 Bonus Equity Shares of Rs. 10 each to the Promoter – IBREL and other share holders as at that date.

During the fnancial year, on October 30, 2009 the Company completed listing of its equity shares on the Stock Exchange, Mumbai and the National Stock Exchange of India by way of an Initial Public Offering (IPO) consisting of 360,852,346 (including Green Shoe Option 21,052,346) Equity Shares of Rs. 10 each at a premium of Rs. 35 per share.

On January 6, 2010 the Company has issued 1,444,200 Equity Shares of Rs. 10 each, at a premium of Rs.Nil per share as per terms of the SPCL – IPSL Employees Stock Option Plan 2008.

As a consequence of the above, as at March 31, 2010, the Issued, Subscribed and Paid-up Equity Share Capital of Face Value Rs. 10 stands at Rs. 20,212,965,460

vi. Minority interest as at March 31, 2010 includes:

a) 130,000 (Previous Year: 130,000) Equity Shares of Rs. 10 each fully paid up issued by a subsidiary company, Indiabulls Power Generation Limited.

b) 130,000 (Previous Year: 130,000) Equity Shares of Rs. 10 each fully paid up issued by a subsidiary company, Diana Energy Limited.

c) 13,000 (Previous Year: 13,000) Equity Shares of Rs. 10 each fully paid up issued by a subsidiary company, Devona Thermal Power and Infrastructure Limited.

d) 24,500 (Previous Year: Nil) Equity Shares of Rs. 10 each fully paid up issued by a subsidiary company, Hecate Power Transmission Limited.

e) 49,000 (Previous Year: Nil) Equity Shares of Rs. 10 each fully paid up issued by a subsidiary company, Indiabulls Power Transmission Limited.

f) Proportionate share in the movement in Reserves and Surplus of the above mentioned Subsidiary Companies, during the year ended March 31, 2010.

vii. employees Stock options Schemes :

I Stock Option Schemes of Indiabulls Real Estate Limited ("IBREL"), the holding company:

Indiabulls Real Estate Limited Employees Stock Options Scheme – 2006:

During the year ended March 31, 2007, IBREL established Indiabulls Real Estate Limited Employees Stock Options Scheme ("IBREL ESOS-I" or "Plan-I"). Under Plan- I, IBREL had issued 9,000,000 equity settled options to eligible employees which gave them a right to subscribe upto 9,000,000 stock options representing an equal number of equity shares of face value of Rs. 2 each of IBREL at an exercise price of Rs. 60 per option, subject to the requirements of vesting. These options vest uniformly over a period of 10 years, commencing one year after from the date of grant. A Compensation Committee constituted by the Board of Directors of IBREL administers Plan- I.

IBREL follows the Intrinsic Value method of accounting as prescribed under the Guidance

Note on Accounting for Employees Share based Payments issued by the Institute of Chartered Accountants of India. No Deferred Employee Stock Compensation Cost was initially recorded on the grant of options as the Intrinsic Value calculated by an independent valuer was lower than the exercise price.There is no impact on the profts after taxes and the basic and diluted earnings per share of the Company, on account of IBREL ESOS-I.

Indiabulls Real Estate Limited Employees Stock Options Scheme 2008 (II):

During the year ended March 31, 2009 IBREL established Indiabulls Real Estate Limited Employees Stock Options Scheme - 2008 (II) ("IBREL ESOS-II" or "Plan-II"). Under Plan II, IBREL issued equity settled options to its eligible employees and of its subsidiary companies to subscribe upto 2,000,000 stock options representing an equal number of equity shares of face value of Rs. 2 each in IBREL at an exercise price of Rs. 110.50 per option, being the closing market price on the National Stock Exchange of India Limited, as at January 29, 2009. The stock options so granted, shall vest in the eligible employees within 10 years beginning from January 31, 2010, the frst vesting date. The stock options granted under each of the slabs, are exercisable by the option holders within a period of fve years from the relevant vesting date.

IBREL follows the Intrinsic Value method of accounting as prescribed in the Guidance Note on Accounting for Employees Share based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. Since, on the date of grant, the intrinsic value of the options granted was equal to the exercise price, no deferred employee stock compensation cost has been recorded in the fnancial statements. The fair value of the options under Plan II using the Black-Scholes Merton Option Pricing Model, based on the following parameters, is Rs. 62.79 per option, as certifed by an independent frm of Chartered Accountants.

II Stock Option Schemes of the company:

On January 10, 2008 the erstwhile IPSL, had established the IPSL ESOS Plan, under which, IPSL was authorised to issue upto 20,000,000 equity settled options at an exercise price of Rs. 10 per option to eligible employees. Employees covered by the plan were granted an option to purchase equity shares of IPSL subject to the requirements of vesting. A Compensation Committee constituted by the Board of Directors of IPSL administered the plan. All these options were outstanding as at April 01, 2008.

Pursuant to the Scheme of Amalgamation under Sections 391 to 394 of the Companies Act, 1956, duly approved by the Honble High Court of Delhi at New Delhi vide its order dated

September 1, 2008 IPSL was amalgamated with SPCL. With effect from the Appointed Date the IPSL ESOS Plan was terminated and in lieu, in terms of Clause 14 (c) of the Scheme of Amalgamation SPCL – IPSL Employees Stock Option Plan 2008 ("SPCL – IPSL ESOP, 2008") was established in SPCL for the outstanding, unvested options, for the beneft of the erstwhile IPSL option holders, on terms and conditions not less favorable than those provided in the erstwhile IPSL ESOS Plan and taking into account the share exchange ratio i.e. one equity share of SPCL of face value Rs. 10 each for every one equity share of IPSL of face value Rs. 10 each. All the option holders under the IPSL ESOS Plan on the Effective date

were granted options under the SPCL – IPSL ESOP, 2008 in lieu of their cancelled options under IPSL ESOS Plan. The SPCL – IPSL ESOP, 2008 was treated as continuation of IPSL ESOS Plan and all such options were treated outstanding from their respective date of grant under IPSL ESOS Plan, accordingly, no compensation expense was recognised. No adjustment is required in respect of the number and exercise price of options as the share exchange ratio is one equity share of face value Rs. 10 each of SPCL for every one equity share of face value Rs. 10 each of IPSL.

Under SPCL - IPSL ESOP 2008, IPL has issued 16,200,000 and 3,800,000 options at an exercise price of Rs. 10 and Rs. 26 per option respectively, on January 10, 2008 and September 15, 2008 respectively.

These options vest uniformly over a period of 10 years, commencing one year after from the date of grant. IPL follows the Intrinsic Value method of accounting as prescribed in the Guidance Note on Accounting for Employees Share based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profts after taxes and the basic and diluted earnings per share of the Company, on

account of SPCL - IPSL ESOP, 2008.

IPL had established the Indiabulls Power Limited Employees Stock Option Scheme – 2009 ("IPL-ESOP– 2009")during the fnancial year ended March 31, 2010. IPL had issued 20,000,000 equity settled options at an exercise price of Rs. 14 per option under the IPL-ESOP– 2009 to eligible employees which gave them the right to subscribe stock options representing an equal number of equity shares of face value of Rs. 10 each of IPL. These options vest uniformly over a period of 10 years, commencing one year after from the date of grant. IPL follows the Intrinsic Value method of accounting as prescribed in the Guidance Note on Accounting for Employees Share based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profts after taxes and the basic and diluted earnings per share of the Company, on account of IPL-ESOP– 2009.

The Fair values of the options under the plan SPCL – IPSL ESOP 2008 and IPL ESOP 2009 using the binomial pricing model based on the following parameters, is Rs. Nil per option respectively, as certifed by an independent frm of Chartered Accountants.

viii. employee Benefts

Contributions are made to Government Provident Fund and Family Pension Fund which cover all regular employees eligible under applicable Acts. Both the employees and the company make pre- determined contributions to the Provident Fund. The contributions are normally based upon a certain proportion of the employees salary. The company has recognised an amount of Rs. 46,780 (Previous Year: Rs. 29,702) towards employers contribution towards Provident Fund.

Provision for unfunded Gratuity and Compensated absences payable to eligible employees on retirement is based upon actuarial valuation for the year ended March 31, 2010. Major drivers in actuarial assumptions, typically, are years of service and employee compensation. After the issuance of the Accounting Standard (AS) 15 (Revised) on ‘Employee Benefts, commitments are actuarially determined using the ‘Projected Unit Credit Method. Gains and Losses on changes in actuarial assumptions are accounted for in the Proft and Loss Account / Expenditure During Construction Pending Capitalisation, as applicable.

The employers best estimate of contributions expected to be paid during the annual period beginning after the balance sheet date, towards Gratuity, Compensated Absences and Superannuation Benefts is Rs. 5,362,838 , Rs. 2,616,777 and Rs. 18,316,528 respectively.

As this is the third year in which the AS – 15 (Revised) – Employee Benefts, as notifed under the Companies (Accounting Standards) Rules 2006, as amended has been applied, the amounts of the present value of the obligation, fair value of plan assets, surplus or defcit in the plan and experience adjustment arising on plan liabilities and plan assets for the previous four years have not been furnished.

ix. Balances with Scheduled Banks in fxed deposit accounts include:

a) Rs. 400,000,000 (Previous Year:

Rs. 750,501,000) pledged against Performance Bank Guarantee issued to Chhattisgarh State Electricity Board, on behalf of Indiabulls CSEB Bhaiyathan Power Limited (formerly Indiabulls Bhaiyathan Power Limited) a subsidiary company.

b) Rs. 198,641,850 (Previous year Nil) pledged against commitment Bank Guarantee issued to

subsidiaries of Coal India Limited for issuance of Letter of Assurance for supply of coal for the Nasik project, on behalf of Indiabulls Realtech Limited, a wholly owned subsidiary.

c) Rs. 194,416,500 (Previous year Rs. Nil) pledged against commitment Bank Guarantee issued to subsidiaries of Coal India Limited for issuance of Letter of Assurance for supply of coal for the companys Amravati project.

d) Rs. 492,602 (Previous year Rs. Nil) pledged against Bank Guarantee issued to Governor of Maharashtra through Public Works Department, Amravati for availing ROW for laying water pipe line.

e) Rs. 31,950,000 (Previous year Rs. Nil) pledged against Bank Guarantee issued to Rajasthan Rajya Vidyut Prasaran Nigam Limited on behalf of Hecate Power Transmission Limited, a subsidiary company.

f) Rs. 15,570,500 (Previous Year Rs. Nil) pledged against Bank Guarantee issued to Bombay Stock Exchange Limited for initial public offer.

g) Rs. 59,900,000 (Previous Year Rs. Nil) pledged against Bank Guarantee issued to UCM Coal Company Limited for Bidding for Development and Operation of Chendipada Coal Block.

h) Rs. 1,100,000,000 (Previous Year Rs. Nil) pledged against Bank Guarantee issued to Maharashtra State Electricity Distribution Company Limited for Bidding for supply of power on long term basis.

i) Rs. 10,000 (Previous Year Rs. 10, 000)

pledged with Sales Tax / VAT department of

Chhatisgarh State Indiabulls CSEB Bhaiyathan Power Limited (formerly Indiabulls Bhaiyathan Power Limited), a subsidiary company.

x. Other Current Assets includes interest accrued of Rs. 38,651,037 (Previous year Rs. 32,825,938) on fxed deposits pledged with banks.

xii. Disclosures in respect of Accounting Standard – 18, Related Party Disclosures, as notifed under the Companies (Accounting Standards) Rules, 2006, as amended:

Nature of relationship Related party

i. Holding Company Indiabulls Real Estate Limited

ii. Subsidiaries of Holding Company*

name of fellow Subsidiary Companies

Airmid Aviation Services Private Limited

Albasta Properties Limited

Aurora Builders And Developers Limited

Chloris Properties Limited

Fornax Properties Limited

Hecate Power And Land Development Limited

Indiabulls Constructions Limited

Indiabulls Energy Limited (from April 29, 2008)

Indiabulls Estate Limited

Indiabulls Infrastructure Development Limited

Indiabulls Power Services Limited (till March 31, 2008)

Indiabulls Wholesale Services Limited

Lucina Infrastructure Limited

Mabon Properties Limited

Selene Constructions Limited

Selene Estate Limited

Varali Infrastructure Limited

*with whom transactions have been entered during the year

iii. Key Management personnel

Name designation

Mr. Sameer Gehlaut Director and Chairman of the Company and Director of the Holding Company

Mr. Rajiv Rattan Whole time Director and Vice Chairman of the Company and Director of Holding Company

Mr. Saurabh K. Mittal Director of the Company and Director of the Holding Company

Mr. Narendra Gehlaut Joint Managing Director of Holding Company

Mr. Vipul D. Bansal Joint Managing Director of Holding Company

Mr. Virendra Kumar Goel Whole time Director (upto June 9, 2009)

Mr. Sunil Kumar Director (upto June 9, 2009)



*Whole Time Director of the Company with effect from July 1, 2009.

xiii. earnings per Share (epS)

The basic earnings per share is computed by dividing the net proft/ (loss) attributable to equity shareholders, by the weighted average number of equity shares outstanding during the year. Diluted earnings per share is computed using the weighted average number of equity shares and also the weighted average number of equity shares that could have been issued on the conversion of all dilutive potential equity shares. The dilutive potential equity shares are adjusted for the proceeds receivable, had the shares been actually issued at fair value.

Dilutive potential equity shares are considered as converted to equity shares at the beginning of the year, unless they have been issued during the year. The number of equity shares and potential diluted equity shares are adjusted for stock split, bonus shares, share warrants and the potential dilutive effect of Employee Stock Options Plan as appropriate.

xiv. deferred Tax:

In compliance with Accounting Standard 22 (AS 22) – Accounting for Taxes on Income, as notifed under the Companies (Accounting Standards) Rules, 2006, as

amended, the Company has credited an amount of Rs. 12,566,984 (Previous Year Rs. 28,657) as deferred tax credit (Net) to the Proft and Loss Account for the year ended March 31, 2010.

xv. Expenditure During Construction Pending Capitalisation includes expenses of Rs. 883,031,929 (Previous Year Rs. 475,055,454) incurred directly/indirectly, relating to the setting up various power projects, incurred during the year by the Company. Expenditure During Construction Pending Capitalisation also includes borrowing cost of Rs. 495,007,443 (Previous Year Rs. 42,265,105) incurred during the year.

xvi. The groups activities during the year involved setting up of its power project in India. Considering the nature of Companys business and operation and based on the information available with the management, there is/are no reportable segments (business and/or geographical) in accordance with the requirements of Accounting Standard 17 – ‘Segment Reporting as notifed under the Companies (Accounting Standards) Rules, 2006, as amended. Hence, no further disclosures are required in respect of reportable segments, under Accounting Standard 17, other than those already provided in the fnancial statements.

xvii. As per the best estimate of the management, no provision is required to be made as per Accounting Standard (AS) 29 - Provisions, Contingent Liabilities and Contingent Assets as notifed under the Companies (Accounting Standards) Rules, 2006, in respect of any present obligation as a result of a past event that could lead to a probable outfow of resources, which would be required to settle the obligation.

xviii. In the opinion of the Board of Directors, all current assets, loans and advances appearing in the balance sheet as at March 31, 2010 have a value on realisation in the ordinary course of the Companys business at least equal to the amount at which they are stated in the balance sheet.

xix. In respect of amounts as mentioned under Section 205C of the Companies Act, 1956, there were no dues required to be credited to the Investor Education and Protection Fund as at March 31, 2010.

xx. The Group has not entered into any derivative instruments during the year. Foreign currency exposures not hedged as at March 31, 2010, of Rs. 9,926,227,444 (US$ 219,898,703) (Previous Year Rs. 11,154,007,596) (US$ 218,919,535).

xxi. Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006 :

a) An amount of Rs. Nil and Rs. Nil was due and outstanding to suppliers as at the end of the accounting year on account of Principal and Interest respectively.

b) No interest was paid during the year in terms of section 16 of the Micro, Small and Medium Enterprises Development Act, 2006 and no amount was paid to the supplier beyond the appointed day.

c) No interest is payable at the end of the year other than interest under Micro, Small and Medium Enterprises Development Act, 2006.

d) No amount of interest was accrued and unpaid at the end of the accounting year.

The above information and that given in Schedule K - "Current Liabilities" regarding Micro, Small and Medium Enterprises has been determined to the extent such parties have been identifed on the basis of information available with the Company. This has been relied upon by the Auditors.

xxii. Previous years fgures have been audited by the other auditor and have been relied upon accordingly. Prior year adjustments arising out of the current years audit have been made and disclosed accordingly. Where required, previous years fgures have been regrouped / re-arranged to confrm to current years groupings and classifcations.