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Notes to Accounts of Shristi Infrastructure Development Corporation Ltd.

Mar 31, 2018

1. Corporate information

Shristi Infrastructure Development Corporation Ltd. is engaged in Construction and Infrastructure Development.

Its registered office is situated at Plot No. X-1, 2 & 3, Block – EP, Sector – V Salt Lake City, Kolkata – 700 091. The financial statements for the year ended 31st March, 2018 were approved for issue by the Board of Directors on 21st May, 2018.

2. Use of estimates and judgements

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the results of operations during the reporting period end. Although these estimates are based upon management’s best knowledge of current events and actions, actual results could differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

a) Judgements in applying accounting policies

The judgements, apart from those involving estimations (see note below), that the Company has made in the process of applying its accounting policies and that have a significant effect on the amounts recognised in these financial statements pertain to the following:

i) Revenue Recognition

Revenue is recognised using the percentage of completion method as construction progresses. The percentage of completion is estimated by reference to the stage of the projects determined based on the proportion of costs incurred to date and the total estimated costs to complete.

ii) Recognition of Deferred Tax Assets

The extent to which deferred tax assets can be recognised is based on an assessment of the probability of the Company’s future taxable income against which the deferred tax assets can be utilized.

b) Key sources of Estimation Uncertainty

The following are the key assumptions concerning the future, and other key sources of estimation uncertainty at the end of the reporting period that may have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities with in the next financial year.

(i) Revenue and Inventories

The Company recognizes revenue using the percentage of completion method. This requires forecasts to be made of total budgeted cost with the outcomes of underlying construction and service contracts, which require assessments and judgements to be made on changes in work scopes, claims (compensation, rebates etc.) and other payments to the extent they are probable and they are capable of being reliably measured. For the purpose of making estimates for claims, the Company used the available contractual and historical information.

(ii) Estimation of Defined Benefit Obligations

The cost of the defined benefit gratuity plan and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each financial year end. The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans, the actuary considers the interest rates of government bonds.

The mortality rate is based on publicly available mortality tables. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates.

(iii) Fair Value Measurements and Valuation Processes:

The fair values of financial instruments that are not traded in an active market and cannot be measured based on quoted prices in active markets is determined using valuation techniques. The Group uses its judgement to select a variety of method / methods and make assumptions that are mainly based on market conditions existing at the end of each financial year.

The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.

(iv) Provisions and Contingent Liabilities

The Company has ongoing litigations with various regulatory authorities and third parties. Where an outflow of funds is believed to be probable and are liable estimate of the outcome of the dispute can be made based on management’s assessment of specific circumstances of each dispute and relevant external advice, management provides for its best estimate of the liability. Such accruals are by nature complex and can take number of years to resolve and can involve estimation uncertainty. Information about such litigations is provided in notes to the financial statements.

(c) The Company has only one class of equity shares. The Company declares and pays dividend in Indian rupees. The holders of equity shares are entitled to receive dividend as declared from time to time and are entitled to one vote per share.

(d) 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 dues. The distribution will be in proportion to the number of equity shares held by the shareholders,

(e) Shareholders holding more than 5 % of the equity shares in the Company :

Nature of Securities:

i) NCD is secured by First Pari Passu charge on Land at Guawahati (Assam) in favor of Debenture Trustee such that minimum asset cover of 1.5 times is maintained at all times during the Tenor of the NCD.

ii) Term loan from Union Bank of India is secured by way of 1st charge over the 28.31 acres of Shristinagar Guwahati Phase 1 project land and all moveable and immoveable fixed assets both present and future.

iii) Term loan from Axis Bank is secured by a first charge on all present and future moveable fixed assets, entire current assets together with 4.5 acres of land.

iv) Term loan from ICICI Bank is sanctioned and availed for Joint Development Agreement and is pending creation of security.

v) Term loan from Laxmi Vilas Bank is secured by way of registered mortgage of land being 7298 sq mts situated at CBD/2 in action area-II, New town, Rajarhat along with 57 nos of unfinished apartments aggregating the area of 2.15 lakhs sq ft.

vi) Term loan from bank for vehicles is secured by way of hypothecaton of vehicles.

vii) Term loan from SIFL is secured by way of first pari passu charge by hypothecation of entire project assets and project receivables including stores, spares, tools and accessories.

Nature of Securities:

(a) Working Capital Loan from bank is

(i) primarily secured by way of hypothecation of entire stocks of inventory, receivables, bills and other chargeable current assets of the company (both present and future) on pari passu with other member banks.

(ii) secured as collateral by equitable mortgage of title deed of landed property at Rajarhat in the name of M/s Prajna Vidya Bharti Private Limited. Conversion of agricultural land into commercial/residential land is complete. The holding company (Adishakti Commercial Private Limited) has provided additional security in form of pledge of 30,80,000 shares of the company (SIDCL) on 26.03.2015 having market value Rs. 3289 lakh appx.

(iii) secured as collateral by first charge on all the fixed assets, movable and immovable of the company (both existing & future).

(iv) secured as collateral by pledge of fixed deposit with UCO Bank amounting to Rs. 60 lakh (Face value) and Indian Bank Rs. 140 Lakh (Face Value).

(v) secured by personal gurantees of Sri Hari Prasad Kanoria and Sri Sujit Kanoria.

(vi) secured by corporate guarantee of M/s Prajna Vidya Bharti Pvt. Ltd.

(b) Overdraft facility from bank was secured by way of second charge over the current assets of the borrower.

Note 3 : Other Disclosures

1. Contingent Liabilities (to the extent not provided for)

The amounts shown in (i) above represent the best possible estimates arrived at on the basis of available information. The uncertainties and timing of the cash flows are dependent on the outcome of different legal processes which have been invoked by the Company or the claimants, as the case may be and, therefore, cannot be estimated accurately.

The Company does not expect any reimbursement in respect of above contingent liabilities.

In the opinion of the management, no provision is considered necessary for the disputes mentioned above on the ground that there are fair chances of successful outcome of the appeals.

In addition to the contingent liabilities stated above, the Company may be contingently liable to legal proceedings and claims which have arisen in the ordinary course of business / pursuant to contracts which are pending in various forums, the amount of which cannot presently be ascertained.

2. The company has received memorandum (as required to be filed by the suppliers with the notified authority under the Micro, Small and Medium Enterprises Development Act, 2006) claiming their status as on 31st March, 2018 as micro, small and medium enterprises. Consequently, the amount due to micro and small enterprises as per requirement of Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006 is Rs. 7.03 lakh (31st March 2017 - Nil) (1st April 2016 - Nil).

* Included in the line item “Total outstanding dues of micro enterprises and small enterprises” under note no. 21.

3. The Board of Directors in their meeting held on 14th February, 2017 have approved a scheme of arrangement pursuant to section 230, 232 and other applicable provisions of the Companies Act 2013, for (1) Amalgamation of East Kolkata Infrastructure Development Private Limited (wholly owned subsidiary of the Company) with the Company and (2) Demerger of hospitality business of the Company to Vipani Hotels & Resorts Private Limited (wholly owned subsidiary of the Company) which would be listed with mirror shareholding as that of the Company. Appointed date of the scheme is 01.01.2017. SEBI and BSE have given their approval for the scheme vide their letters dated 12th May, 2017. Shareholders & Creditors gave their approval on 25th October, 2017 and the matter is listed for hearing at NCLT on 13th June, 2018. Since the scheme is subject to various regulatory approvals, pending such approvals, the scheme has not been accounted for in the accompanying audited financial results for the year ended on 31st March, 2018.

4. Earnings Per Share:

5. Employee Benefits:

As per Indian Accounting Standard - 19 “Employee Benefits”, the disclosures of Employee Benefits are as follows:

a) Defined Contribution Plan:

Employee benefits in the form of Provident Fund and Employee State Insurance Corporation (ESIC) are considered as defined contribution plan.

The contributions to the respective fund are made in accordance with the relevant statute and are recognised as expense when employees have rendered service entitling them to the contribution. The contributions to defined contribution plan, recognised as expense in the Statement of Profit and Loss are as under:

b) Defined Benefit Plans/Long Term Compensated Absences :

Description of Plans

The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the said Act, an employee who has completed five years of service is entitled to specific benefit. The Gratuity plan provides a lumpsum payment to employees at retirement, death, incapacitation or termination of employment. The level of benefits provided depends on the member’s length of service and salary at retirement age etc.

Gratuity Benefits and Leave Encashment Benefits are unfunded in nature. The liabilities arising in the Defined Benefit Schemes are determined in accordance with the advice of independent, professionally qualified actuaries, using the projected unit credit method at the year end.

The following tables summarise the components of net benefit expense recognised in the Statement of Profit and Loss and amounts recognised in the Balance Sheet for the said plan:

Details of Funded Post Retirement Plans are as follows:

c) Risks related to Defined Benefit Plans:

The main risks to which the Company is exposed in relation to operating defined benefit plans are :

i) Mortality risk: The assumptions adopted by the Company make allowances for future improvements in life expectancy. However, if life expectancy improves at a faster rate than assumed, this would result in greater payments from the plans and consequently increases in the plan’s liabilities. In order to minimise this risk, mortality assumptions are reviewed on a regular basis.

ii) Interest Rate Risk: The present value of Defined Benefit Plans liability is determined using the discount rate based on the market yields prevailing at the end of reporting period on Government bonds. A decrease in yields will increase the fund liabilities and vice-versa.

iii) Salary cost inflation risk: The present value of the Defined Benefit Plan Liability is calculated with reference to the future salaries of participants under the Plan. Increase in salary due to adverse inflationary pressures might lead to higher liabilities.

d) Other Disclosures:

i) The following are the assumptions used to determine the Benefit Obligation:

a) Discount rate: The yield of government bonds are considered as the discount rate. The tenure has been considered taking into account the past long term trend of employees’ average remaining service life which reflects the average estimated term of the post - employment benefit obligations.

b) Rate of escalation in salary : The estimates of rate of escalation in salary, considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary.

c) Rate of return on plan assets: Not applicable as plans are not funded.

d) Attrition rate : Attrition rate considered is the management’s estimate based on the past long- term trend of employee turnover in the Company.

ii) The Gratuity and Provident Fund expenses have been recognised under “ Contribution to Provident and Other Funds” and Leave Encashment under “ Salaries and Wages” under Note No. 26.

6. Details of Loan, Guarantee and Investments covered under section 186 (4) of the Companies Act, 2013:

All loans, guarantees and securities as disclosed in respective notes are provided for business purposes.

4. Operating Segment:

The Company’s business activity primarily falls within a single business segment i.e. Construction and Infrastructure development, in term of Ind AS 108 on Operating Segment. All the activities of the Company revolve around the main business. As such there are no separate reportable segments as per requirements of Accounting Standard (Ind AS- 108) on operating segment. Further, the Company operates only in India, hence additional information under geographical segments is also not applicable. The Managing Director of the Company has been identified as the Chief Operating Decision Maker (CODM). The Chief Operating Decision Maker also monitors the operating results as one single segment for the purpose of making decisions about resource allocation and performance assessment and hence, there are no additional disclosures to be provided other than those already provided in the financial statements. The Company operated only in India during the year ended 31st March, 2018 and 31st March, 2017. Revenue from one customer amounted to more than 10% of the total revenue amounting to Rs. 1,840.34 lakhs (31st March 2017 - Rs. 4,215.66 lakhs).

5. Information in accordance with the requirements of the Indian Accounting Standard (Ind AS 11) on ‘Construction Contracts’:

(a) Construction Contracts

On the balance sheet date, the Company reports the net contract position for each contract as either an asset or a liability. A contract represents an asset where costs incurred plus recognised profits (less recognised losses) exceed progress billings; a contract represents a liability where the opposite is the case.

(b) Amounts due from /(to) customers under Construction Contracts

6. Disclosure under Regulation 34(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Note:

a) There are no transactions of loans and advances to subsidiaries/ associates/ firms/ joint ventures/ others in which Directors are interested other than as disclosed above.

b) There are no loans and advances in the nature of loans where there is no repayment schedule or repayment beyond seven year.

7. Related party Disclosures

a) Name of the related parties and description of relationship :

i) Subsidiary Company :

1. Shristi Urban Infrastructure Development Limited (Control exists)

2. Shristi Udaipur Hotels & Resorts Private Limited

3. Border Transport Infrastructure Development Limited

4. East Kolkata Infrastructure Development Private Limited

5. Kanchan Janga Integrated Infrastructure Development Private Limited

6. Medi-net Services Private Limited

7. Finetune Engineering Services Private Limited

8. Vipani Hotels & Resorts Limited

9. Shristi Hotel Private Limited (became subsidiary w.e.f 26th May, 2016)

10. Avarsekar Realty Private Limited

11. Vindhyachal Attivo Food Park Private Limited (ceased to be associate and become subsidiary w.e.f 8th September, 2017)

ii) Joint Venture:

1. Bengal Shristi Infrastructure Development Limited

2. TSCCF Shristi Infrastructure Development Limited

iii) Associate Company and Others:

1. Suasth Health Care (India) Private Limited (Significant influence can be exercised)

2. Asian Healthcare Services Limited

iv) Key Managerial Personnel (KMP):

1. Sunil Jha - Managing Director

2. Badri Kumar Tulsyan - Chief Financial Officer

3. Manoj Agarwal - Company Secretary

* Separate figures not available in Actuarial Report

c) The transactions with related parties have been entered at an amount which are not materially different from those on normal commercial terms.

d) The amounts outstanding are unsecured and will be settled in cash. No guarantees have been given or received. No expense has been recognised in current year and previous year for bad or doubtful debts in respect of the amounts owed by related parties.

e) Figures in brackets - ( ) represents previous year.

B. Fair Value Hierarchy

The fair value of the financial assets and financial liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs)

Fair value of cash and cash equivalents, other bank balances, trade receivables, loans and other current financial assets, short term borrowings from body corporates, trade payables and other current financial liabilities is considered to be equal to the carrying amounts of these items due to their short-term nature.

Where such items are non-current in nature, the same has been classified as Level 3 and fair value determined using adjusted net asset value method. Similarly, unquoted equity instruments where most recent information to measure fair value is insufficient, or if there is a wide range of possible fair value measurements, cost has been considered as the best estimate of fair value.

There has been no change in the valuation methodology for Level 3 inputs during the year. The Company has not classified any material financial instruments under Level 3 of the fair value hierarchy. There were no transfers between Level 1 and Level 2.

The following tables provide the fair value hierarchy of the Company’s assets and liabilities measured at fair value on a recurring basis:

8. Financial Risk Management Objectives and Policies

The Company’s activities expose it to market risk, liquidity risk and credit risk. The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the related impact in the financial statements.

(a) Credit Risk

Credit risk is the risk that a counterparty will not meet its obligations under financial instrument or a customer contract leading to a financial loss. The Company is exposure to credit risk from its operating activities primarily trade receivables and security deposit and from its financing activities including deposits placed with banks. Credit risk from balances with bank and other financial instrument is managed in accordance with company’s policies. Surplus funds are parked only in approved invesment categories with well defined limits. Investment category is periodically reviewed by the Board of Directors of the Company.

Credit risk from balances with bank is mananged in accordance with company’s policies according to which surplus funds are parked only in approved invesment categories with well defined limits. Investment category is periodically reviewed by the Board of Directors of the Company.

Credit risk arising from balances with banks and other cash equivalents is limited and no collaterals are held against these because the counterparties are banks and recognised financial institutions with high credit ratings assigned by credit rating agencies.

Loans and other financial assets measured at amortized cost includes loans to related parties, security deposits and others. Credit risk related to these financial assets are managed by monitoring the recoverability of such amounts continuously, while at the same time internal control system is in place to ensure that the amounts are within defined limits.

Customer credit risk is managed as per company’s established policy, procedure and control related to credit risk management. Credit quality of the customer is assessed based on his previous track record. Outstanding customer receivables are regularly monitored. An impairment analysis is performed at each balance sheet date on an individual basis for major customers. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. Assets are written off when there is no reasonable expectation of recovery. The Company continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognized in statement of profit and loss. The maximum exposure to credit risk at the balance sheet date is the carrying value of each class of financial assets.

The Company assesses and manages credit risk of financial assets on the basis of assumptions, inputs and factors specific to the class of financial assets. The Company provides for expected credit loss on Cash and cash equivalents, other bank balances, investments, loans, trade receivables and other financial assets based on 12 months expected credit loss/life time expected credit loss/ fully provided for. Life time expected credit loss is provided for trade receivables.

Expected credit loss for trade receivables under simplified approach

In respect of trade receivables, the Company considers provision for lifetime expected credit loss. Given the nature of business operations, the Company’s trade receivables has low credit risk. Further, historical trends indicate any shortfall between such deposits held by the Company and amounts due from customers have been negligible. Hence, no loss allowances using life time expected credit loss mode is required.

(b) Liquidity risk

Liquidity risk is defined as the risk that the company will not be able to settle or meet its obligation on time or at reasonable price.

Prudent liquidity risk management implies maintaining sufficient cash and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due. Due to the nature of the business, the Company maintains flexibility in funding by maintaining availability under committed facilities. Management monitors rolling forecasts of the Company’s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity operates.

The tables below summarises the Company’s Financial Liabilities into relevant maturity groupings based on their contractual maturities :

(c) Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of change in market prices. Market rate risk comprises of currency risk, interest rate risk and other price risk such as equity price risk and commodity risk.

Foreign Currency Risk

Foreign currency risk is the risk of impact related to fair value of future cash flows if an exposure in foreign currency, which fluctuate due to change in foreign currency rate. The Company has no international transactions and is not exposed to foreign exchange risk.

Interest Rate Risk

Interest rate risk is the risk that an upward movement in the interest rate would adversely effect the borrowing cost of the company.

The company manages its interest rate risk by regular monitoring and taking necessary actions as are necessary to maintain an appropriate balance.

i) Liabilities

The Company’s fixed rate borrowings are carried at amortised cost. They are, therefore, not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.

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

a) Interest Rate Risk Exposure

b) Sensitivity Analysis

Profit or loss estimate to higher/lower interest rate expense from borrowings as a result of changes in interest rates.

ii) Assets

The company’s fixed deposits, interest bearing security deposits and loans are carried at fixed rate. Therefore, not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.

Price Risk

Price Risk is the risk that the fair value of financial instrument will fluctuate due to change in market traded price.

The Company’s exposure to price risk arises from investments held and classified as FVTPL. To manage the price risk arising from investments in mutual funds, the Company diversifies its portfolio of assets.

9. Capital Management

(a) Risk Management

For the purpose of the Company’s capital management, capital includes issued equity capital, securities premium and all other equity reserves attributable to the equity share-holders of the Company. The Company’s objective when managing capital is to safeguard its ability to continue as a going concern so that it can continue to provide returns to shareholders and other stake holders and maintain an optimal capital structure to reduce the cost of Capital.

The Company manages its capital structure and makes adjustments in light of changes in the financial condition and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders (buy back its shares) or issue new shares.

In order to achieve this overall objective, the Company’s capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. The Company has complied with these covenants.

No changes were made in the objectives, policies or processes for managing capital during the year ended 31st March, 2018 and 31st March, 2017.

10. First-time Adoption of Ind AS

(i) These financial statements, for the year ended 31st March, 2018, are the first financial statements, the Company has prepared in accordance with Ind AS.

Accordingly, the Company has prepared financial statements which comply with Ind AS applicable for year ended 31st March, 2018, together with the comparative figures for the year ended 31st March, 2017, as described in the summary of significant accounting policies [Refer Note No.2-3].

The Company has prepared the opening Balance Sheet as per Ind AS as of 1st April, 2016 (the transition date) by:

a. recognising all assets and liabilities whose recognition is required by Ind AS,

b. not recognising items of assets or liabilities which are not permitted by Ind AS,

c. reclassifying items from previous Generally Accepted Accounting Principles (GAAP) to Ind AS as required under Ind AS, and

d. applying Ind AS in measurement of recognised assets and liabilities.

(iii) Ind AS 101 mandates certain exceptions and allows first-time adopters exemptions from the retrospective application of certain requirements under Ind AS. The Company has applied the following exemptions in the financial statements:

a) Property, plant and equipment and intangible assets were carried in the Balance Sheet prepared in accordance with previous GAAP on 31st March, 2016. Under Ind AS, the Company has elected to regard such carrying values as deemed cost at the date of transition.

b) Ind AS estimates as at 1 April 2016 are consistent with the estimates as at the same date made in conformity with previous GAAP. The Company made estimates for Impairment of financial assets based on expected credit loss model in accordance with Ind AS at the date of transition as these were not required under previous GAAP.

(iv) In addition to the above, the principal adjustments made by the Company in restating its previous GAAP financial statements, including the Balance Sheet as at 1st April, 2016 and the financial statements as at and for the year ended 31st March, 2017 are detailed below:

a) The Company has undertaken a detailed exercise to determine the cost of project in context of the requirement of the Ind AS and accordingly realigned cost of project inventory.

b) Under previous GAAP, actuarial gains and losses related to the defined benefit schemes for gratuity were recognised in profit or loss. Under Ind AS, the actuarial gains and losses form part of remeasurement of the net defined benefit liability/asset which is recognised in OCI. Consequently, the tax effect of the same has also been recognised in OCI instead of profit or loss.

c) Under previous GAAP, financial assets and security deposits paid were initially recognized at transaction price. Subsequently, any finance income were recognized based on contractual terms. Under Ind AS, such financial instruments are initially recognized at fair value and subsequently carried at amortised cost determined using the effective interest rate. Any difference between transaction price and fair value affects profit and loss unless it quantifies for recognition as some other type of asset.

d) Under previous GAAP, transaction costs incurred towards origination of borrowings were recognised in profit or loss. Under Ind AS, transaction costs incurred towards origination of borrowings is deducted from the carrying amount of borrowings on initial recognition. These costs are recognized in the statement of profit and loss over the tenure of the borrowing as part of the finance cost by applying the effective interest method.

e) Under previous GAAP, non-current investments were stated at cost. Where applicable, provision was made to recognise a decline, other than temporary in nature, in valuation of such investments. Under Ind AS, equity instruments [other than investment in subsidiaries, joint ventures and associates] have been classified as Fair Value through Other Comprehensive Income (FVTOCI) through an irrevocable election at the date of transition.

f) Investment in highly liquid Mutual Funds classified as cash and cash equivalents under previous GAAP and carried at lower of cost and fair value as on 31st March, 2017, have been measured at Fair Value through Profit or Loss (FVTPL).

g) Retained earnings and statement of profit and loss has been adjusted consequent to the Ind AS transition adjustments with corresponding impact to deferred tax, wherever applicable.

h) Under Ind AS, there is no impact in cash flow statement.

11. Standards issued but not yet effective:

The standard issued, but not yet effective up to the date of issuance of the Company financial statements is disclosed below. The Company intends to adopt this standard when it becomes effective.

Ind AS 115 Revenue from Contracts with Customers Ind AS 115 was issued in February 2015 and establishes a five step model to account for revenue arising from contracts with customers.

Under Ind AS 115 revenue is recognised at an amount that reflects the consideration to which an entity expects to be entitled in exchange for transferring goods or services to a customer. The new revenue standard will supersede all current revenue recognition requirements under Ind AS. This standard will come into force from accounting period commencing on or after 1st April 2018. The Company will adopt the new standard on the required effective date. During the current year, the Company performed a preliminary assessment of Ind AS 115, which is subject to changes arising from a more detailed ongoing analysis.

12. The previous year’s including figures as at the date of transition have been reworked, regrouped, rearranged and reclassified wherever necessary. Amounts and other disclosures for the preceding year including figures as at the date of transition are included as an integral part of the current year financial statements and are to be read in relation to the amounts and other disclosures relating to the current year.


Mar 31, 2016

1. Contingent Liabilities

(a) Bank Guarantee: Guarantees given by bank on behalf of the Company amounting to Rs. 23.00 Lakhs. (P.Y. Rs. 14.00 lakhs.)

(b) Outstanding Guarantee: The Company has given guarantee for loans taken by other companies from Banks or financial institutions and outstanding amount as on 31st March 2016 is Rs. 34,802 Lakhs. (P.Y. Rs. 20,256 lakhs)

2. There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at 31st March 2016. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.

3. Related Party Transactions

The Company has transactions with the following related parties:

A. Key Management Personnel :

Sunil Jha : Managing Director

Hari Prasad Kanoria : Chief Mentor

Badri Kumar Tulsyan : Chief Financial Officer

Manoj Agarwal : Company Secretary

B. Subsidiary Company:

Shristi Urban Infrastructure Development Limited Shristi Udaipur Hotels & Resorts Private Limited

Border Transport Infrastructure Development Limited

East Kolkata Infrastructure Development Private Limited

Kanchan Janga Integrated Infrastructure Development Private Limited

Medi-Net Services Private Limited

Finetune Engineering Services Private Limited

Vipani Hotels & Resorts Private Limited

C. Joint Ventures:

Bengal Shristi Infrastructure Development Limited TSCCF Shristi Infrastructure Development Limited Shristi Hotel Private Limited

D. Associates:

Suasth Health Care (India) Private Limited Suasth Liver Centre Private Limited

4. Deferred Tax has been recognized as per AS 22 in respect of timing difference relating to accumulated depreciation and 43B items, which is capable of being reversed in future.

5. Keeping in view the nature of operations of the Company, the requirements for quantitative details are not applicable to construction business and accordingly not furnished.

6. a) Cash Credit Accounts with UCO Bank, Indian Bank, Oriental Bank of Commerce, Yes Bank, and Axis Bank Ltd are collaterally secured by mortgage of land with Corporate & Personal Guarantee belonging to third party.

b) Overdraft facility sanctioned for working capital purposes is secured by way of second / subservient charge over the current assets of the Company.

c) Car Loan from Bank is secured against the car purchased from the loan.

7. Earnings Per Share (EPS):

The basic Earnings Per Share (''EPS'') is computed by dividing the net profit after tax for the year by the weighted average number of equity shares outstanding during the year. For the purpose of calculating diluted earnings per share, net profit after tax for the year and the weighted average number of shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares. The dilutive potential equity shares are deemed converted as of the beginning of the period, unless they have been issued at a later date. The diluted potential equity shares have been adjusted for the proceeds receivable had the shares been actually issued at \ fair value (i.e. the average market value of the outstanding shares). In computing dilutive earnings per share, only potential equity shares that are dilutive and that reduce profit / loss per share are included.

8. a) The disclosures required under Accounting Standard 15 "Employee Benefits" notified in the Companies (Accounting Standard) Rules 2006, are given below:

Contribution to Defined Contribution Plan, recognized are charged off for the year are as Employer''s Contribution to Provident Fund Rs. 16,32,554/- (P.Y. Rs. 8,30,210/-) and Employer''s Contribution to ESI Rs. 53,375/- (P.Y. Rs. 39,651/-)

b) The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days last drawn salary for each completed year of service. The scheme is not funded with any insurance company.

The following tables summarize the components of net benefit expenses recognized in the Statement of Profit & Loss and the funded status and amounts recognized in the balance sheet for the respective plan.

9. Contract Receipt includes unbilled revenue and value of Materials sold to sub-contractors.

10. Derivative Transaction:

There is no derivative transaction of the Company during the year.

11. Capital expenditure - Contingent & Commitment:

There is no commitment by the Company towards capital expenditure and no contingent liabilities arise on this account.

12. Use of Estimates and Judgment:

The Company has not made any estimate or made use of any judgment while recording transactions of the Company.

13 (a) Pursuant to scheme of amalgamation between the Company (Transferee Company) and Shristi Housing Development Limited, Vitthal Hospitality Private Limited and Vivekananda Skyroad Limited (herein after refer to as Transferor Companies) as approved by the Hon''ble Calcutta High Court on 16th February 2016 the Transferor Companies stand amalgamated with the Transferee Company. Consequently all the properties, rights and powers of the Transferor Companies with effect from the Appointed Date (1st January, 2015) transferred to and vest in the Transferee Company & all the estate & interest of the Transferor Companies. Also all the debt liabilities, duties and obligations of the Transferor Companies from the said appointed date transferred to the Transferee Company and become the debt liabilities, duties and obligation of the Transferee Company.

(b) The effective date of Amalgamation for accounting purposes is 31st March 2016.

(c) The amalgamation has been accounted for under "Pooling and Interest method" as prescribed by the accounting standard, AS-14 "Accounting of Amalgamation" in accordance to which;

14. The assets and liabilities of the transferor companies have been incorporated In the Financial Statement of the Transferee Company with effect from the appointed date.

15. In terms of the said scheme of Amalgamation all shares held by the Transferee Company in the share capital of Shristi Housing Development Limited and all shares held by Shristi Housing Development Limited in the share capital of Vitthal Hospitality Private Limited and Vivekananda Skyroad Limited shall stand cancelled, upon the scheme becoming effective. Accordingly in lieu thereof no allotment of any new share or any payment is made to any person.

16. Details of Summarized Values of assets and liabilities of Shristi Housing Development Limited, Vitthal Hospitality Private Limited and Vivekananda Skyroad Limited as acquired pursuant to the scheme and the treatment of the difference between the net assets acquired and the cost of investments held by the Company are as under:-

17. Previous year figures have been rearranged and regrouped, wherever considered necessary. Current year figures includes amount taken over on Amalgamation of the Transferor Companies and hence not strictly comparable with the previous year''s figures.


Mar 31, 2015

1. Working Capital Loan from banks carries interest rate ranging from 14 to 15% per annum. The loan is secured by 1st Pari Passu charge by way of hypothecation on the entire stock of Inventory, receivable, Bills and other chargeable current assets of the company, EMTD of Landed Property at Mouja, Ghuni, Rajarhat owned by Prajna Vidya Bharti Pvt. Ltd, Pari- Passu Charge on all Movable and Immovable Fixed Asset of the company.

2. Unsecured Loan from Bodies Corporate carries interest rate ranging from 16 to 17% per annum. Repayable within 30 to 180 days from the date of disbursal. There has been no default in repayment of either principal or interest amount.

3. Amount credited in Capital Reserve arising due to Haldia project being restated at their fair values pursuant to Scheme of Arrangement and its correspondingly included in Fixed Asset Schedule as Development Right.

4. Contingent Liabilities

(a) Bank Guarantee : Guarantees given by bank on behalf of the company amounting to Rs. 14.00 lacs (P. Y. Rs. 139.06 lacs.)

(b) Outstanding Guarantee : The Company has given guarantee for loans taken by Other Companies from Banks or financial institutions and outstanding amount as on 31st March, 2015 is - Rs. 20,256 Lacs. (P. Y. Rs. 10,249 lacs)

5. There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at 31st March, 2015. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.

6. Related Party Transactions

The Company has transactions with the following related parties :

A. Key Management Person Sunil Jha

: Managing Director (Appointed on 04/03/14)

Debi Prasad Sarawgi : Managing Director (Resigned on 03/03/14)

Hari Prasad Kanoria : Chief Mentor

Badri Kumar Tulsyan : Chief Financial Officer

Manoj Agarwal : Company Secretary

B. Subsidiary Company:

Shristi Housing Development Limited**

C. Sub-Subsidiaries :

Shristi Urban Infrastructure Development Limited

Shristi Udaipur Hotels & Resorts Private Limited

Vivekananda Skyroad Limited

Border Transport Infrastructure Development Limited

East Kolkata Infrastructure Development Private Limited

World City Development Private Limited

Kanchan Janga Integrated Infrastructure Development Private Limited

Medi-Net Services Private Limited

Vitthal Hospitality Private Limited

Finetune Engineering Services Private Limited

Vipani Hotels & Resorts Private Limited

D. Joint Ventures:

Bengal Shristi Infrastructure Development Limited

TSCCF Shristi Infrastructure Development Limited

Shristi Hotel Private Limited**

E. Associates

Suasth Health Care (India) Private Limited

Suasth Liver Centre Private Limited

7. The contract income & other income have been accounted for inclusive of tax deducted at source Rs. 2,15,02,773/- (P. Y. Rs. 13,103,732/-).

8. Deferred Tax has been recognized as per AS 22 in respect of timing difference relating to accumulated depreciation and 43B items, which is capable of being reversed in future.

9. Keeping in view the nature of operations of the Company, the requirements for quantitative details are not applicable to construction business and accordingly not furnished.

10. Cash Credit Accounts with UCO Bank, Indian Bank, Oriental Bank of Commerce, Yes Bank and Axis Bank Ltd are collaterally secured by mortgage of land with Corporate & personal guarantee belonging to third party.

11. a) The disclosures required under Accounting Standard 15 "Employee Benefits" notified in the Companies (Accounting Standard) Rules 2006, are given below :

Contribution to Defined Contribution Plan, recognized are charged off for the year are as Employer's Contribution to Provident Fund Rs. 8,30,210/- (P. Y. Rs. 19,93,097/-) and Employer's Contribution to ESI Rs. 39,651/- (P. Y. Rs. 55,169/-)

b) Disclosure under AS-15 : The present value of obligation is determined on the basis of actuarial valuation using Projected Unit credit actuarial Method. The obligation for leave encashment is recognised in the same manner as gratuity.

12. Contract Receipt includes value of Materials sold to sub-contractors.

13. Derivative Transaction :

There is no derivative transaction of the company during the year.

14. Capital expenditure - Contingent & Commitment:

There is no capital expenditure of the company during the year. No contingent liabilities arise on this account. There is no commitment by the company towards capital expenditure.

15. Use of Estimates and Judgment:

The company has not made any estimate or made use of any judgment while recording transactions of the company.

16. The company has reclassified the previous year's figures in accordance with the requirement applicable in the current year.


Mar 31, 2014

1. Amount credited in Capital Reserve arising due to Haldia project being restated at their fair values pursuant to Scheme of Arrangement and its correspondingly included in Fixed Asset Schedule as Development Right.

2. Contingent Liabilities

(a) Bank Guarantee: Guarantees given by bank on behalf of the company amounting to Rs. 139.06 lacs (Previous Year -Rs. 104.23 lacs).

(b) Outstanding Guarantee: The Company has given guarantee for loans taken by Other Companies from Banks or financial institutions and outstanding amount as on 31st March 2014 is - Rs. 10249 Lacs (P.Y Rs. 2240 lacs)

3. There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at 31st March, 2014. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.

4. RelatedPartyTransactions

The Company has transactions with the following related parties :

A. Key Management Person

Sunil Jha : Managing Director (Appointed on 04/03/14)

Debi Prasad Sarawgi : Managing Director (Resigned on 03/03/14)

Hari Prasad Kanoria : Chief Mentor

5. Deferred Tax has been recognized as per AS 22 in respect of timing difference relating to accumulated depreciation and 43B items, which is capable of being reversed in future.

6. Keeping in view the nature of operations of the Company, the requirements for quantitative details are not applicable to construction business and accordingly not furnished.

7. Cash Credit Accounts with UCO Bank, Indian Bank, Oriental Bank of Commerce, Yes Bank and Axis Bank are collaterally secured by mortgage of land with Corporate & personal guarantee belonging to third party.

The basic earnings per share (''EPS'') is computed by dividing the net profit after tax for the year by the weighted average number of equity shares outstanding during the year. For the purpose of calculating diluted earnings per share, net profit after tax for the year and the weighted average number of shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares. The dilutive potential equity shares are deemed converted as of the beginning of the period, unless they have been issued at a later date. The diluted potential equity shares have been adjusted for the proceeds receivable had the shares been actually issued at fair value (i.e. the average market value of the outstanding shares).

In computing dilutive earnings per share, only potential equity shares that are dilutive and that reduce profit / loss per share are included.

8. a) The disclosures required under Accounting Standard 15 "Employee Benefits" notified in the Companies (Accounting Standard) Rules 2006, are given below:

Contribution to Defined Contribution Plan, recognized are charged off for the year are as Employer''s Contribution to Provident Fund Rs. 19,93,097/- (Previous year Rs. 31,68,362/-) and Employer''s Contribution to ESI Rs. 55,169/- (Previous Year Rs. 81,289/-)

b) Disclosure under AS-15 : The present value of obligation is determined on the basis of actuarial valuation using Projected Unit credit actuarial Method. The obligation for leave encashment is recognised in the same manner as gratuity.

9. Contract Receipt includes value of Materials sold to sub-contractors.

10. Derivative Transaction :

There is no derivative transaction of the company during the year.

11. Capital expenditure - Contingent & Commitment:

There is no capital expenditure of the company during the year. No contingent liabilities arise on this account. There is no commitment by the company towards capital expenditure.

12. Use of Estimates and Judgment:

The company has not made any estimate or made use of any judgment while recording transactions of the company.

13. The company has reclassified the previous year''s figures in accordance with the requirement applicable in the current year.


Mar 31, 2013

1. Amount credited in Capital Reserve arising due to Haldia project being restated at their fair values pursuant to Scheme of Arrangement and its correspondingly included in Fixed Asset Schedule as Development Right.

2. Contingent Liabilities

(a) Bank Guarantee: Guarantees given by bank on behalf of the company amounting to Rs. 104.23 Lacs (Previous Year -Rs. 412.48 Lacs.)

(b) Outstanding Guarantee: The Company has given guarantee for loans taken by Other Companies from Banks or financial institutions and outstanding amount as on 31st March 2013 is - Rs. 2240 Lacs. (P.Y Rs. 3800 Lacs)

3. There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at 31st March, 2013. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.

4. Related Party Transactions

The Company has transactions with the following related parties:

A. Key Management Person : Debi Prasad Sarawgi : Managing Director

Sujit Kanoria : Managing Director (Resigned on 10/02/2012)

Hari Prasad Kanoria : Chief Mentor

5. The Contract Income & Other Income have been accounted for inclusive of tax deducted at source - Rs. 99,39,661/- (Previousyear-Rs. 2,69,28,343/-).

6. Deferred Tax has been recognized as per AS 22 in respect of timing difference relating to accumulated depreciation and 43B items, which is capable of being reversed in future.

7. Keeping in view the nature of operations of the Company, the requirements for quantitative details are not applicable to construction business and accordingly not furnished.

8. Cash Credit Accounts with UCO Bank, Indian Bank, Oriental Bank of Commerce, Yes Bank and Axis Bank Ltd. are collaterally secured by mortgage of land with corporate & personal guarantee belonging to third party.

9. a) The disclosures required under Accounting Standard 15 "Employee Benefits" notified in the Companies (Accounting Standard) Rules 2006, are given below:

Contribution to Defined Contribution Plan, recognized are charged off for the year are as Employer''s Contribution to Provident Fund Rs. 31,68,362/- (Previous year- Rs. 40,82,637/-).

b) Disclosure under AS-15 : The present value of obligation is determined on the basis of actuarial valuation using Projected Unit credit actuarial Method. The obligation for leave encashment is recognised in the same manner as gratuity.

10. Contract Receipt includes value of materials sold to sub-contractors.

11. Derivative Transaction

There is no derivative transaction of the company during the year.

12. Capital Expenditure - Contingent & Commitment

There is no capital expenditure of the company during the year. No contingent liabilities arise on this account. There is no commitment by the company towards capital expenditure.

13. Use of Estimates and Judgment

The company has not made any estimate or made use of any judgment while recording transactions of the company.

14. The Company has reclassified the previous year''s figures in accordance with the requirement applicable in the current year.


Mar 31, 2012

1. Amount credited in Capital Reserve arising due to Haldia project being restated at their fair values pursuant to Scheme of Arrangement and its correspondingly included in Fixed Asset Schedule as Development Right.

2. Contingent Liabilities

(a) Bank Guarantee: Guarantees given by bank on behalf of the company amounting to Rs. 412.48 lacs (Previous Year - Rs. 636.98 lacs.)

(b) Outstanding Guarantee: The Company has given guarantee for loans taken by Other Companies from Banks or financial institutions and outstanding amount as on 31st March 2012 is - Rs. 3800 Lacs. (P.Y Rs. 5650 lacs)

3. There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at 31st March, 2012. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.

4. The Contract Income & Other Income have been accounted for inclusive of tax deducted at source - Rs. 2,69,28,343/- (Previous year-Rs. 2,98,46,856/-).

5. Deferred Tax has been recognized as per AS 22 in respect of timing difference relating to accumulated depreciation and 43B items, which is capable of being reversed in future.

6. Keeping in view the nature of operations of the Company, the requirements for quantitative details are not applicable to construction business and accordingly not furnished.

7. Cash Credit Accounts with UCO Bank, Indian Bank, Oriental Bank of Commerce, Yes Bank and Axis Bank Ltd. are collaterally secured by mortgage of land with corporate & personal guarantee belonging to third party.

The Basic Earnings Per Share ('EPS') is computed by dividing the net profit after tax for the year by the weighted average number of equity shares outstanding during the year. For the purpose of calculating diluted earnings per share, net profit after tax for the year and the weighted average number of shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares. The dilutive potential equity shares are deemed converted as of the beginning of the period, unless they have been issued at a later date. The diluted potential equity shares have been adjusted for the proceeds receivable had the shares been actually issued at/fair value (i.e. the average market value of the outstanding shares).

In computing dilutive earnings per share, only potential equity shares that are dilutive and that reduce profit/loss per share are included.

8. a) The disclosures required under Accounting Standard 15 "Employee Benefits" notified in the Companies (Accounting Standard) Rules 2006, are given below:

Contribution to Defined Contribution Plan, recognized are charged off for the year are as Employer's Contribution to Provident Fund Rs. 40,82,637/- (Previous year- Rs. 27,51,229/-)

b) Disclosure under AS-15 : The present value of obligation is determined on the basis of actuarial valuation using Projected Unit credit actuarial Method. The obligation for leave encashment is recognised in the same manner as gratuity.

9. The Income Tax Assessment for A.Y 2008-09, A.Y 2009-10 and A.Y 2010-11 was completed during the current financial year, which resulted in short provision of Rs. 4,50,94,000/-. The same is adjusted with the opening balance of surplus/deficit during the current financial year.

10. Derivative Transaction:

There is no derivative transaction of the company during the year.

11. Capital Expenditure - Contingent & Commitment:

There is no capital expenditure of the company during the year. No contingent liabilities arise on this account. There is no commitment by the company towards capital expenditure.

12. Use of Estimates and Judgment:

The company has not made any estimate or made use of any judgment while recording transactions of the company.

13. During the year ended 31st March, 2012, the revised Schedule VI notified under the Companies Act, 1956 has become applicable to the company for preparation and presentation of its financial statements. The Company has reclassified the previous year's figures in accordance with the requirement applicable in the current year.


Mar 31, 2011

1. Amount credited in Capital Reserve arising due to Haldia project being restated at their fair values pursuant to Scheme of Arrangement and its correspondingly included in Fixed Asset Schedule as Development Right.

2. Contingent Liabilities

(a) Bank Guarantee:

Guarantees given by bank on behalf of the company amounting to Rs.636.98 Lacs (P. Y. Rs.566.98 Lacs)

(b) The Company has given guarantee for loans taken by Other Companies from Banks or financial institutions

- Rs.5,650 Lacs (P. Y. Rs.4,470 Lacs)

3. Fixed Deposits with Bank are lodged as security with Government Departments / Banks.

4. As per available information, there are no amounts outstanding to SSI undertakings as on 31st March 2011. There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at 31st March, 2011. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.

5. Related Party Transactions

The Company has transactions with the following related parties:

A. Key Management Person: Sujit Kanoria : Managing Director

Hari Prasad Kanoria : Chief Mentor

6. The contract income & other income have been accounted for inclusive of tax deducted at source - Rs.2,98,46,856 (Previous year - Rs. 2,07,56,303).

7. Deferred Tax has been recognized as per AS 22 in respect of timing difference relating to accumulated depreciation, which is capable of being reversed in future.

8. Keeping in view the nature of operations of the Company, the requirements for quantitative details are not applicable to construction business and accordingly not furnished.

9. Cash Credit Accounts with UCO Bank, Indian Bank, Oriental Bank of Commerce and Yes bank are collaterally secured by mortgage of land with Corporate & personal guarantee belonging to third party.

10. a) The disclosures required under Accounting Standard 15 "Employee Benefits" notified in the Companies (Accounting Standard) Rules 2006, are given below:

Contribution to Defined Contribution Plan, recognized are charged off for the year are as Employer's Contribution to Provident Fund Rs.27,51,229 (Previous year- Rs.17,58,208)

The Company makes contribution to Government Statutory Fund.

b) Disclosure under AS-15:- The present value of obligation is determined on the basis of actuarial valuation using Projected Unit credit actuarial Method. The obligation for leave encashment is recognised in the same manner as gratuity.

11. Figures pertaining to previous year have been rearranged/regrouped, reclassified and restated, wherever considered necessary, to confirm to the classification adopted in the current year.


Mar 31, 2010

1. Scheme of arrangement

These accounts have given effect to the Scheme of Arrangement as approved by the Shareholders on 14/09/09 and as sanctioned by the Honble High Court of Kolkata on 01/03/10 with Appointed date on 31.03.2009 by virtue of which all the related assets and liabilities of the Infrastructure Division as on 31.03.2009 stood transferred to and vested in Shrivasa Infra Pvt. Ltd. Wholly owned for a consideration of Rs.3.39 CR.

However, as the accounts for the year ended 31.03.2009 have already been approved by the shareholders at the Annual General Meeting of Shrishti Infrastructure Development Ltd on 19/09/09, the aforesaid Scheme of Arrangement have been given effect to the in Accounts for the year ended 31.03.2010 with balances of the aforesaid related Assets/Liabilities as of 31.03.2009 adjusted aforesaid.

The said consideration will be satisfied by Shrivasa Infra Pvt. Ltd by allotment of 2,50,000/- Equity share of Rs. 10/- each fully paid and balance in cash. The aforesaid order was received from High Court ot Kolkata on 5th April, 2010 and the same was filed with Registrar on 07/04/10.

Accordingly the amount Rs.25,00,000, value of 2,50,000 Equity Shares of Rs.10/- each to be allotted by Shrivasa Infra Pvt. Ltd as part of consideration as per scheme of Arrangement has been shown as share of suspense receivable and included in Advance receivable in cash or kind in this balance sheet.

Unsecured Loan from Body Corporate includes Rs. 13,01,36,668/-which is net of the following:

Amount receivable from Shrivasa Infra Pvt Ltd pursuant Scheme of Arrangement-

2. Amount credited in Capital Reserve arising due to Haldia project being restated at their fair values pursuant to Scheme of Arrangement and its correspondingly included in Fixed Asset Schedule as Development Right.

3. Continent Liabilities

(a) Bank Guarantee:

Guarantees given by bank on behatf of the company amounting to Rs. 566.98 lacs (Previous Year - Rs. 472.08 lacs.)

Inland letter of credits given by bank on behalf of the company to Rs.Nil (P.Y. Rs. 142,07.lacs. The Company has given guarantee for loans taken by Other Companies from Banks or financial institutions -Rs.4470 Lacs.(P.Y Rs. 10970 lacs)

4. Fixed Deposits with Bank are lodged as security with Government Departments / Banks.

5. As per available information, there are no amounts outstanding to SSI undertakings as on 31st March 2010. There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at 31st March, 2010. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company

6. Related Party Transactions

The Company has transactions with the following related parties:

A. Key Management Person :

Sujit Kanoria : Managing Director

Hari Prasad Kanoria : Mentor

7. The contract income & other income have been accounted inclusive of TDS of Rs. 2,07,56,303/- (Previous year TDS Rs. 3,26,30,998/-).

8. Deferred Tax has been recognized as per AS 22 in respect of timing difference relating to accumulated depreciation, which is capable of being reversed in future.

9. Keeping in view the nature of operations of the Company, the requirements for quantitative details are not applicable to construction business and accordingly not furnished.

10. Cash Credit Accounts with UCO Bank, Indian Bank, Oriental Bank of Commerce and Yes Bank are collaterally secured by mortgage of land with Corporate & personal guarantee belonging to third party.

11. a) The disclosures required under Accounting Standard 15 "Employee Benefits" notified in the Compania^ (Accounting Standard) Rules 2006, are given below:

Contribution to Defined Contribution Pan, recognized are charged off for the year are as Employers Contribution to Provident Fund Rs.12,98,887/- (Previous year- Rs. 14,56,972/-)

The Company makes contribution to Government Statutory Fund.

b) Defined Benefit Plan

The employers gratuity fund scheme is a defined benefit plan. The present value of obligation is determined on the basis of actuarial valuation using Projected Unit credit actuarial Method. The obligations for leave encashment is recognized in the same manner as gratuity.

12. Previous years figures have been regrouped / rearranged wherever necessary.

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