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Notes to Accounts of Wonderla Holidays Ltd.

Mar 31, 2023

1. As at 31 March 2023, an amount of ?10,402 lakhs is carried in the balance sheet towards the development of an amusement park at Chennai (Chennai project), comprising of ?7,411 lakhs under freehold land and ?2,991 lakhs under capital work-in-progress, property, plant and equipment and capital advances. In October 2019, the Company received approval from the Government of Tamil Nadu for the exemption from payment of local body tax / entertainment tax on entry fees to the amusement park for a period of 5 years from 1 November 2019 till 31 October 2024. However, since the project had not progressed, in February 2020, the Company had obtained an extension of this exemption from the Government of Tamil Nadu to cover a period of 5 years from the date of commencement of commercial operations or 30 September 2021, whichever is earlier. During the Financial Years 2020-21 and 2021-22, the construction work could not be started due to the Covid-19 pandemic and hence the Company had sought further extension of the exemption from the Government of Tamil Nadu for a period of 10 years from the date of commencement of operations. The Company is awaiting the Government Order for exemption from local body tax / entertainment tax. All other required approvals for the project from the concerned Government authorities are in place. Once the Government Order for exemption from payment of local body tax / entertainment tax is received, the Company plans to complete construction within a period of 24 months. The Company has sufficient funds to finance this project through internal accruals and borrowings as necessary. The Board of Directors is continuously monitoring the progress of the project. Based on the above factors, review of status, and valuation, the Board believes that the carrying value of the Chennai project is fairly stated.

2. As at 31 March 2023, the company has incurred an amount of ?1,952 Lakhs (which is included in CWIP) towards the development of amusement park at Bhubaneshwar, Odisha (Odisha Project). The land for the Odisha Project has been leased by the company from 29 June 2022 for a period of 90 years for an annual lease rent amounting to ?6.25 Lakhs. The company is in the process obtaining the relevant approvals and is expecting to complete the construction of the park within 24 months.

16.2 Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. Accordingly, all the equity shares rank equally with regard to dividends and share in the Company’s residual assets. The equity shareholders are entitled to receive dividend as declared from time to time. The voting rights of an equity shareholder are in proportion to its share of the paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid.

Failure to pay any amount called up on shares may lead to forfeiture of the shares.

In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive the remaining assets of the Company, after distribution of all dues to preferential creditors, in proportion to the number of equity shares held by them.

19.1 The Company obtained working capital loan limits of '' 2,500 lakhs (?1,000 lakhs fund based limit and ?1,500 lakhs of non-fund based limit) from HDFC Bank Limited, with an interest rate of 9.15% p.a and ?500 lakhs from ICICI Bank Limited, with an interest rate of 8.7% p.a. The working capital loan with HDFC Bank Limited is secured by way of first pari passu charge on the current assets of the Company and collateral pari passu charge on 25.47 acres of Land and Building situated at Kunnathunadu village, Kochi (Amusement park at Kochi) and development thereon together with all the building and structure thereon, fixtures, fittings, and all plant and machinery attached to the earth or permanently fastened to anything attached to the earth, both present and future. The working capital loan with ICICI Bank is secured by way of first pari passu charge on the current assets of the Company.

The Company has not defaulted in the repayment of loans to banks and has not been declared as a wilful defaulter by any bank or financial institution or other lender in accordance with the guidelines on wilful defaulters issued by the Reserve Bank of India.

The Company has used the working capital factilities from banks and financial institutions for the specific purpose for which it was taken.

Returns or statements of current assets filed by the Company with banks, as required, are in agreement with books of accounts.

19.2 The Company availed a Vehicle Loan of '' 32 lakhs on 28th October 2022, with an interest rate of 1.4395% p.a from Daimler Financial Services Private Limited for a tenure of 36 months.

32.2 Fair value hierarchy

Financial assets and liabilities include cash and cash equivalents, other balances with banks, trade receivables, loans, other financial assets, borrowings, trade payables, lease liabilities and other financial liabilities whose fair values approximate their carrying amounts largely due to the short term nature of such assets and liabilities.

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 (i.e. as prices) or indirectly (i.e. derived from prices).

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

32.3 Financial risk management

The Company’s financial risk management is an integral part of how to plan and execute business strategies. The Board of Directors has the overall responsibility for establishment and oversight of the Company’s risk management framework. The Board of Directors has established the Risk Management Committee, which is responsible for developing and monitoring the Company’s risk management policies.

The Company’s activities expose it to a variety of financial risks, market risk (including interest risk), credit risk and liquidity risk. The Company’s overall risk management programme focuses to minimize potential adverse effects on the financial performance of the Company.

a. Credit risk

Credit risk arises from cash and cash equivalents and deposits with banks, as well as credit exposures to customers and other receivables. The Company applies prudent credit acceptance policies, performs ongoing credit portfolio monitoring as well as manages the collection of receivables in order to minimise the credit risk exposure.

The maximum exposure to credit risk for each class of financial instruments is the carrying amount of that class of financial instruments presented in the notes to the financial statements. The Company’s major classes of financial assets are cash and cash equivalents, investment in mutual funds, term deposits, trade receivables and security deposits.

Deposits with banks are considered to have negligible risk, as they are maintained with high rated banks/financial institutions as approved by the Board of Directors and the period of such deposits is 365 days or less to ensure liquidity.

Investments primarily include investment in liquid mutual fund units that are marketable securities of eligible financial institutions for a specified time period with high credit rating given by domestic credit rating agencies.

The management has established accounts receivable policy under which customer accounts are regularly monitored. The Company has a dedicated sales team which is responsible for collecting dues from the customer within stipulated period. The management reviews status of critical accounts on a regular basis.

There are no major customers / top customers customers accounted for more than 10% of the revenue for the year ended March 31, 2023 and March 31, 2022.

Trade receivables were not impaired during the current financial year. No customer accounted for more than 10% of the receivables as at March 31, 2023 and one customer accounted for more than 10% of the receivables as at March 31, 2022.

b. Liquidity risk

Prudent liquidity risk management requires sufficient cash and marketable securities and availability of funds through adequate committed credit facilities to meet obligations when due and to close out market positions.

The Company has a view of maintaining liquidity with minimal risks while making investments. The Company invests its surplus funds in short term liquid assets in bank deposits and liquid mutual funds. The Company monitors its cash and bank balances periodically in view of its short term obligations associated with its financial liabilities.

32 Financial Instruments (continued)

c. Capital management

The Company’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The Company monitors the return on capital. The Company’s objective when managing capital is to maintain an optimal structure so as to maximize shareholder value. There are no outstanding borrowings as at March 31, 2023 and March 31, 2022, where the Company sources its funds through its equity proceeds and internal accruals.

d. Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.

i. Foreign currency risk

The Company does not have foreign currency exposure at the end of current and previous reporting date.

ii. Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company has minimal borrowings and there is no outstanding amount at the year-end. Accordingly, fluctuations in interest rate do not affect the profitability of the Company.

33 Disclosure as per the requirement of Section 22 of the Micro, Small and Medium Enterprise Development Act, 2006:

The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allotted after filing of the Memorandum. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2023 has been made in the financial statements based on information received and available with the Company. Further in the view of the Management, the impact of interest, if any, that may be payable in accordance with the provisions of the said Act is not expected to be material. The Company has not received any claim for interest from any supplier under the said Act.

34 Employee benefits

1 Defined contribution plan

Amount recognized as an expense in the Statement of Profit and Loss in respect of defined contribution plan towards

a) Provident fund - ?171.35 lakhs (Previous year '' 147.58 lakhs).

b) Employee state insurance - '' 6.08 lakhs (Previous year '' 8.60 lakhs).

c) Labour welfare fund and others - ?3.21 lakhs (Previous year '' 2.31 lakhs).

2 Defined benefit plan Gratuity

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Gratuity is a benefit to an employee in India based on 15 days’ last drawn salary for each completed year of service with a vesting period of five years. These defined benefit plans expose the Company to actuarial risks, such as longevity risk and interest rate risk.

Details of employee benefits as required by Ind-AS 19 - Employee benefits are as under

Asset Liability Matching Strategies

The Company has purchased insurance policy, which is basically a year-on-year cash accumulation plan in which the interest rate is declared on yearly basis and is guaranteed for a period of one year. The insurance Company, as part of the policy rules, makes payment of all gratuity liability occurring during the year (subject to sufficiency of funds under the policy). The policy, thus, mitigates the liquidity risk. However, being a cash accumulation plan, the duration of assets is

shorter compared to the duration of liabilities. Thus, the Company is exposed to movement in interest rate (in particular, the significant fall in interest rates, which should result in a increase in liability without corresponding increase in the asset).

Description of risk exposures

Valuations are performed on certain basic set of pre-determined assumptions and other regulatory framework which may vary over time. Thus, the Company is exposed to various risks in providing the above gratuity benefit which are as follows:

a) Interest Rate Risk: The plan exposes the Company to the risk of fall in interest rates. A fall in interest rates will result in an increase in the ultimate cost of providing the above benefit and will thus result in an increase in the value of the liability (as shown in financial statements).

b) Investment Risk: The probability or likelihood of occurrence of losses relative to the expected return on any particular investment.

c) Salary Escalation Risk: The present value of the defined benefit plan is calculated with the assumption of salary increase rate of plan participants in future. Deviation in the rate of increase of salary in future for plan participants from the rate of increase in salary used to determine the present value of obligation will have a bearing on the plan’s liabilty.

d) Demographic Risk: The Company has used certain mortality and attrition assumptions in valuation of the liability. The Company is exposed to the risk of actual experience turning out to be worse compared to the assumption.

e) Liquidity Risk: This is the risk that the Company is not able to meet the short-term gratuity payouts. This may arise due to non-availabilty of enough cash/ cash equivalent to meet the liabilities or holding of illiquid assets not being sold in time.

35 Segment information

Based on the management approach as defined in Ind AS 108 - Operating Segment, the Chief Operating Decision Maker (CODM) evaluates the Company’s performance and allocates the Company’s resources based on an analysis of various performance indicators by business segments and the segment information is accordingly presented as Amusement Parks & Resort and Others. Resort is an integral part of Bangalore Park segment and disclosed accordingly. The Amusement Parks and Resort segment includes admission fees, running a hotel accommodation and other related services. Others segment includes sale of merchandise, cooked food, packed foods etc. The accounting principles used in the preparation of these financial statements are consistently applied to record revenue and expenditure in individual segments. The risks and rewards associated with these two categories of business are significantly different. Therefore, the primary segment consists of providing amusement facilities and resort and others. The Company caters to the domestic market and accordingly, there is no reportable geographical segments. Refer note 24.

Allocation of common costs : Common allocable costs are allocated to each segment according to the related contribution of each segment to the total common costs.

Unallocated : Unallocated items includes general corporate expenses and income which are not allocated to any segment. Segment accounting policies : The Company prepares its segment information in line with the accounting policies adopted for preparing and presenting the financial statements.

39 Details of provisions and movements in each class of provisions as required by the Indian Accounting Standard (Ind AS) 37 - Provisions, Contingent liabilities and Contingent assets

A Provision for Service tax, other taxes and levies :

Provision for Service tax, other taxes and levies represents pending utilisation of transitional credit available under erstwhile Finance Act, 1994. The Company was unable to utilise the credit due to some clerical error occurred while filing the TRAN-1 return. The Company filed due representations before respective authorities in the state of Kerala and Karnataka and a writ petition was filed in the Honorable High Court of Telangana for necessary rectification. Though the Company was expecting a favorable order, as an abundant caution, provision to the extent of unused credit '' 937.50 lakhs was maintained in the books of accounts.

*Miscellaneous income under Other income during year ended 31 March 2023 includes '' 880.28 lakhs relating to reversal of provision for transitional credit, based on receipt of the credit in the Company’s Electronic Credit Ledger (ECL) pursuant to the order of the Hon. Supreme Court dated 2 September 2022.

The Hon’ble Supreme Court directed the Goods and Service Tax Network to open the GST portal for all the assessees for filing or revising Form TRAN-1/TRAN-2. The GST portal was open for a period of two months i.e., 01.09.2022 to 31.10.2022, which was subsequently extended from 31.10.2022 to 30.11.2022 vide Hon’ble Supreme Court order dated 2nd September 2022. The company filed Form TRAN 1 within the stipulated timelines and the GST Department allowed transitional credits, which was credited to the Electronic Credit Ledger in February 2023.

The balance provision in the books of accounts pertains to the transitional credit under appeal with the respective authorities in the State of Karnataka.

39 Details of provisions and movements in each class of provisions as required by the Indian Accounting Standard (Ind AS) 37 - Provisions, Contingent liabilities and Contingent assets (continued)

B. Provision for labour cess:

During the financial year 2018-19, the Company received an order dated 26.06.2018 from the Office of the Joint Commissioner of Labour, Rangareddy, Hyderabad under Building and Other Construction Workers Act, 1966 demanding building cess of ?157.10 lakhs on the total estimated cost of construction. The cess is levied at the rate of 1% on the total estimated cost of construction.

The Company had paid ?41.57 lakhs under self assessment so the net demand was ?115.53 lakhs. Aggrieved by the said order, the Company filed an appeal before the appellate authority. Though the Company is confident of obtaining a favourable order, as matter of abundant caution, based on management estimation, a provision of ?44.57 lakhs was created in the books.

C Provision for building tax:

During the financial year 2018-19, the Company received a notice from The Tahsildar, Kunnnathunadu Panchayath, Ernakulam, Kerala under Kerala Building Tax Ordinance, 1974 towards building tax on construction and improvements in Kochi park till December 2018. The amount demanded as per the notice is '' 14.97 lakhs after adjusting the tax of ?12.74 lakhs already paid by the Company. The Company filed an appeal on 31 January 2019 before the Revenue Divisional Officer, Muvattupuzha, Ernakulam for review of the same after paying the first installment of '' 3.74 lakhs. During the previous year, the Company received final order from the Tahsildar, Kunnathunadu during and the final demand as the per the order was ''11.10 lakhs payable in 4 equal instalments. The Company paid all the instalments during the current year and reversed the balance provision in the books of accounts.

D Provision for sales tax:

During the financial year 2014-15, the Company started directly operating restaurants at Kochi Park. The raw materials for restaurants were sourced locally, and no interstate procurements were made. The Company opted for compounding scheme u/s 8(c) of the KVAT Act and remitted tax at the rate 0.5%. As inter-state purchases were being made for readymade garments, rides and technical spares, technically, by virtue of clause 8(c)(1)(d), the Company was ineligible to opt for compounding scheme under the Act. Hence, the Company voluntarily remitted the differential tax of 4.5% on cooked food for the period 2014-15 to June 2017, under protest. The Company created equivalent amount of provision in the books of accounts. However, the Company has not received any demand notice from the VAT authorities till date.

39 Details of provisions and movements in each class of provisions as required by the Indian Accounting Standard (IndAs) 37 - Provisions, Contingent liabilities and Contingent assets (continued)

E Provision for income tax

Post completion of scrutiny assessment for AY 2018-19, the Company received assessment order for a tax demand of '' 39.06 lakhs for the disallowance under Section 43B of the Income Tax Act, 1961. The Company filed an appeal before

Commissioner of Income Tax (Appeals), against the order. Though the Company is expecting a favorable order, as an abundant caution, provision to the extent of ?28.26 lakhs has been maintained in the books of accounts and the balance amount of ?10.80 lakhs has been disclosed as a contingent liability.

H The Hon’ble Supreme Court on 28 February 2019 decided on M/s Vivekananda Vidya Mandir and others vs. RPFC that wages for the purpose of Provident Fund contribution will include all monetary allowances excluding House Rent Allowance paid to employees. This is at variance with the methodology for Provident Fund calculation adopted by the Company in the previous periods and accepted by the Provident Fund Authorities. As there is no clarity on the methodology for calculation and no notice of demand has been received from the Authorities, the Company is unable to reasonably estimate the likely impact of the above decision for the previous periods.

41 Corporate Social Responsibility (CSR)

As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. The unspent CSR obligation has to be transferred either to a separate bank account of the company or to any fund included in Schedule VII of the Companies Act, 2013. Unspent amount pertaining to ongoing projects has to be transferred to a separate bank account of the company called ‘unspent CSR account’ and unspent amount pertaining to other than ongoing projects has to be transferred to any fund included in Schedule VII of the Companies Act, 2013. The areas for activities are eradication of hunger and malnutrition, promoting education, art and culture, healthcare, destitute care and rehabilitation, environment sustainability, disaster relief and rural development projects. A CSR committee has been formed by the Company as per the Act. The funds were primarily utilized through out the year on these activities which are specified in Schedule VII of the Companies Act, 2013:

42 Advances includes an amount of '' 98.88 lakhs due from a foreign vendor who had gone into liquidation. This has been fully

provided for, in earlier years. Pending approval of Reserve Bank of India, both advance and provision have been carried

forward and not netted off.

43 Other Disclosures

a) The Company has not traded or invested in Crypto Currency or Virtual Currency during the financial year.

b) There are no charges or satisfaction yet to be registered with the ROC beyond the statutory period.

c) No Schemes of Arrangements have been applied or approved by the Competent Authority in terms of section 230 to

237 of the Companies Act, 2013.

d) The Company does not have any subsidiaries and hence it is in compliance with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017.

e) There are no properties / assets which are not held or registered in the name of the Company (benami property).

f) No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (“Intermediaries”) with the understanding whether recorded in writing or otherwise, that the Intermediary shall, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

g) The Company has not received any fund from any person(s) or entity(ies), including foreign entities(“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

h) The Company has no such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

i) The title deeds of all immovable properties, (other than immovable properties where the Company is the lessee and the lease agreements are duly executed in favour of the Company) disclosed in the financial statements included in property, plant and equipment and capital work-in-progress are held in the name of the Company as at the balance sheet date.


Mar 31, 2018

1 The corporate overview

Wonderla Holidays Limited (‘the Company’) was incorporated in the year 2002 with the Registered Office at Bangalore and is engaged in the business of amusement parks and resorts. In the year 2005, the Company started its first amusement park at Bangalore. In the year 2008, pursuant to a scheme of amalgamation, Veega Holidays and Parks Private Limited, an entity under common control, which was running an amusement park at Kochi since April 2000, merged with the Company. The Park at Hyderabad was commissioned in 2016. On 9 May 2014, the Company listed its shares on Bombay Stock Exchange and National Stock Exchange.

2.1- Includes bank deposits of Rs 82.57 lakhs (31 March 2017: Rs 82.57 lakhs, 1 April 2016: 80 lakhs) held as lien towards guarantee for entertainment tax.

Specified Bank notes Disclosure (SBN)

Ministry of Corporate affairs has ammended schedule III of the companies Act,2013 as per notification G.S.R 308(E) dated March 31,2017 to disclose the details of “specified bank notes”(SBN) held and transacted during the period from November 8, 2016 to December 30, 2016.

3.1 Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. Accordingly, all the equity shares rank equally with regard to dividends and share in the Company’s residual assets. The equity shareholders are entitled to receive dividend as declared from time to time. The voting rights of an equity shareholder are in proportion to its share of the paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid.

Failure to pay any amount called up on shares may lead to forfeiture of the shares.

In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive the remaining assets of the Company, after distribution of all dues to preferential creditors, in proportion to the number of equity shares held by them.

3.2 Shares held by holding / ultimate holding Company and / by their subsidiaries / associates - Company’s shares are held by individuals and institutions. It has no subsidiaries or associates.

3.3 Aggregare number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date:

During the period of five years ended 31 March 2018

No shares have been issued as bonus shares.

No shares have been bought back.

No shares have been issued for consideration other than cash.

3.4 Employee Stock Option Plan (ESOP):

The Board in their meeting held on 24 May 2017, approved grant of options under Employee Stock Option Scheme, 2016 (ESOS 2016). 41,093 stock options exercisable at a price of Rs 281 each and 19,750 stock options exercisable at a price of Rs 10 each with a vesting period of 4 years in equal proportion. The first tranch of such ESOPs have vested on 25 May 2018. Unvested / Unexercised awards are forfeited upon termination of employment of the Company.

The activity in the Plan during the year ended 31 March 2018 is set out below:

Notes:

4.1 The working capital loan limit Rs 600 lakhs from Axis Bank Limited carries an interest rate of 1.50% above base rate. This was secured by exclusive charge by way of hypothecation of entire current assets of the company (present and future) and a collateral exclusive charge by way of equitable mortgage of 1.75 acres of land situated at survey no 125/3-2 and 125/3-3 in Kunnathunadu village sub district puthencruz district Ernakulam,owned by the company. During the year, the Company has closed the working capital limit of Rs.600 lakhs with Axis Bank Limited and necessary documents have been filed with Registrar of Companies for satisfaction of charge on the assets of the Company. The Company has obtained a working capital limit of Rs.2500 lakhs (Rs.1000 lakhs fund based limit and Rs.1500 lakhs of non-fund based limit) from HDFC Bank Limited, with an interest rate of 8.50% p.a. This loan is secured by way of first and exclusive charge on the current assets of the Compay and collateral pari passu charge on 25.47 acres of Property situated at Cochin Unit along with improvements thereon. The Company has utilised Rs.8.29 lakhs out of non - fund based limit for providing bank guarantee in favour of KSEB Limited, Trivandrum, Kerala towards the Security Deposit for the enhancement of power connection. The Company has not utilised fund based working capital limit.

4.2 Fair value hierarchy

Financial assets and liabilities include investments, cash and cash equivalents, other balances with banks, trade receivables, loans, other financial assets, trade payables and other financial liabilities whose fair values approximate their carrying amounts largely due to the short term nature of such assets and liabilities.

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 (i.e. as prices) or indirectly (i.e. derived from prices).

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

The following table presents fair value hierarchy of assets and liabilities measured at fair value as on March 31, 2018 :

4.3 Financial risk management

The Company’s financial risk management is an integral part of how to plan and execute business strategies. The Board of directors has the overall responsibility for establishment and oversight of the Company’s risk management framework. The board of directors has established the Risk Management Committee, which is responsible for developing and monitoring the Company’s risk management policies.

The Company’s activities expose it to a variety of financial risks, market risk (including interest risk), credit risk and liquidity risk. The Company’s overall risk management programme focuses to minimize potential adverse effects on the financial performance of the Company.

a. Credit risk

Credit risk arises from cash and cash equivalents and deposits with banks, as well as credit exposures to customers and other receivables. The Company applies prudent credit acceptance policies, performs ongoing credit portfolio monitoring as well as manages the collection of receivables in order to minimise the credit risk exposure.

The maximum exposure to credit risk for each class of financial instruments is the carrying amount of that class of financial instruments presented in the notes to the financial statements. The Company’s major classes of financial assets are cash and cash equivalents, investment in mutual funds, term deposits, trade receivables and security deposits.

Deposits with banks are considered to have negligible risk or nil risk, as they are maintained with high rated banks/financial institutions as approved by the Board of directors and the period of such deposits is 365 days or less to ensure liquidity.

Investments primarily include investment in liquid mutual fund units that are marketable securities of eligible financial institutions for a specified time period with high credit rating given by domestic credit rating agencies.

The management has established accounts receivable policy under which customer accounts are regularly monitored. The Company has a dedicated sales team which is responsible for collecting dues from the customer within stipulated period. The management reviews status of critical accounts on a regular basis.

b. Liquidity risk

Prudent liquidity risk management requires sufficient Cash and marketable securities and availability of funds through adequate committed credit facilities to meet obligations when due and to close out market positions.

The Company has a view of maintaining liquidity with minimal risks while making investments. The Company invests its surplus funds in short term liquid assets in bank deposits and liquid mutual funds. The Company monitors its cash and bank balances periodically in view of its short term obligations associated with its financial liabilities.

c. Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.

i. Foreign currency risk

The Company does not have any foreign currency exposure as at each reporting date. Accordingly, foreign currency risk discloure is not applicable.

ii. Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s borrowings are fixed interest rate borrowings and fluctuations in interest rate do not affect the profitability of the Company.

5 Disclosure as per the requirement of Section 22 of the Micro, Small and Medium Enterprise Development Act, 2006:

The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allotted after filing of the Memorandum. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2018 has been made in the financial statements based on information received and available with the Company. Further in the view of the Management, the impact of interest, if any, that may be payable in accordance with the provisions of the said Act is not expected to be material. The Company has not received any claim for interest from any supplier under the said Act.

6 Employee benefits

1 Defined contribution plan

Amount recognized as an expense in the Statement of Profit and Loss in respect of defined contribution plan is Rs.212.46 lakhs (Previous year Rs.211.07 lakhs)

2 Defined benefit plan

Gratuity

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Gratuity is a benefit to an employee in India based on 15 days last drawn salary for each completed year of service with a vesting period of five years. These defined benefit plans expose the Company to actuarial risks, such as longevity risk and interest rate risk.

Details of employee benefits as required by Ind-AS 19 - “Employee benefits are as under”

Changes in the present value of the defined benefit obligation representing reconciliation of opening and closing balances thereof are as follows :

a. The discount rate is based on the term of the future liability. Term of the future liability is equal to term used in the bond rate table, for determining the discount rate.

b. Salary Escalation Rate: The estimates of future salary increases takes into account the inflation, seniority, promotion and other relevant factors.

c. Assumptions regarding future mortality rates are the rates as given under Indian Assured Lives Mortality (2006-08) Ultimate.

7 Employee benefits (continued)

Sensitivity Analysis

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown below.

8 Segment information

Based on the management approach as defined in Ind AS 108-Operating Segment, the chief operating decision maker (CODM) evaluates the company performance and allocates the company resources based on an analysis of various performance indicators by business segments and the segment information is accordingly presented as Amusement Parks, Resorts and Others.The Amusement Park segment includes admission fees and other related services. Resort segment includes running a hotel accomodation and related services. Other segment includes sale of merchandise, cooked food, packed foods etc. The accounting principles used in the preparation of these financial results are consistently applied to record revenue and expenditure in individual segments. The risks and rewards associated with these three categories of business are significantly different. Therefore, the primary segment consists of providing amusement facilities, resort and others. The Company caters to the domestic market and accordingly there is no reportable geographical segments.

Allocation of common costs : Common allocable costs are allocated to each segment according to the related contribution of each segment to the total common costs.

Unallocated : Unallocated items includes general corporate expenses and income which are not allocated to any segment.

Segment accounting policies : The company prepares its segment information in line with the accouting policies adopted for preparing and presenting the financial statements.

9 Lease transactions

1 Finance leases

The company has taken buildings and amusement rides under operating leases. The building leases typically run for a period of six years with a non cancellation period of three years from January 2016. The amusement ride lease typically run for the period of seven years with a noncancellable period of six years and six months effective from October 2016. The lease payments for the buildings are increased by 5% every year to reflect the market rentals whereas, the amusement ride lease payments are based on monthly equated installments. Under the operating lease agreement, sub-letting is not permitted. The building lease arrangements are renewable on a periodic basis.

The lease rentals charged during the period and maximum obligations on long-term, non-cancellable operating leases payable as per the rentals stated in the respective agreements are as follows:

10 Details of provisions and movements in each class of provisions as required by the Indian Accounting Standard (IndAs) 37 -Provisions, Contingent liabilities and Contingent assets

1 Provision for service tax:

During the year 2011-12 to 2014-15, the Additional Commissioner of Central Excise & Customs have raised demands on the share of income from restaurants in Kochi, for the period from October 2007 to March 2014 aggregating to Rs.390.80 lakhs including penalty and interest, which has been disputed by the Company. The Company had deposited Rs.109.23 lakhs under protest till 31 March 2018. During the current year, the Company received notices from Directorate General of Goods and Service tax Intelligence to show cause on the applicability and levy of service tax, interest and penalty.

Though the Company is hopeful of a favourable decision, provision has been made in the accounts as a matter of abundant caution.

2 Provision for other taxes and levies :

This primarily consists of provision for service tax on admission to amusement park. The activity of “ admission to entertinment events or access to amusement facilities “was included in the negative list contained in section 66D(j) of finance Act 1994 ,consequent to amedment as per Finance Act 2015,notification no: 14/2015 ST dated 19.05.2015 effective from 01.06.2015 the activity of admission to entertainment events or access to amusement facilities was removed from the negative list.Thereafter, Company started paying service tax on the amount received towards entry charges.The company filed writ petitions before the Honourable High Court of Karnataka, Kerala and Telangana challenging the constitutional validity of leavy of service tax on admission to amusement park as well as quashing of notification no: 14/2015-ST and circular D.O.F no: 334/5/2015 TRU. The High Courts heard the matter and issued notice to Commissioner of service tax, Department of Revenue and Union of India represented by the Secretary Central Excise wing. In view of the above position, Company has decided to discontinue from the practice of collection and remittance of service tax on entry charges at all the locations till the matter is finally disposed off by the respective High Courts. During the current year, the Company received notices from Directorate General of Goods and Service tax Intelligence to show cause on the applicability and levy of service tax, interest and penalty. However, there is no demand oustanding in this regard.

Though the company is confident of obtaining a favourable order, as matter of abundant caution, sufficient provision has been made in the books towards tax and interest.

During the current year, the Company had deposited Rs.1400 lakhs under protest.

3 Provision for panchayat tax :

The company received a demand notice for Rs 220.57 lakhs towards building and property tax under section 202 of the Karnataka Panchayat Raj Act for the year 2016-17 from Bannikuppe (B) village panchayat considering the establishment under industrial category. The company disputed the demand specifically on classification of category under industrial establishment.The company filed an appeal before the Chief Executive Officer, zilla panchayat, Ramanagaram for considering it under commercial category.Since the company was paying tax under commercial category for the previous years, the management had estimated the maximum liability arising from this demand at Rs 70.19 lakhs and sufficient provision had been created in the previous year. During the current year, our appeal has been settled at Rs.32.63 lakhs and accordingly excess provision has been reversed in the books.

11 First-time adoption of Ind AS

These financial statements of Wonderla Holidays Limited for the year ended 31 March 2018 have been prepared in accordance with Indian Accounting Standards. This is the Company’s first set of financial statements in accordance with Ind AS. For the purposes of transition to Ind AS, the Company has followed the guidance prescribed in Ind AS 101 - First Time adoption of Indian Accounting Standard , with 1 April 2016 as the transition date and IGAAP as the previous GAAP.

The transition to Ind AS has resulted in changes in the presentation of the financial statements, disclosures in the notes thereto and accounting policies and principles. The accounting policies set out in note 2 have been applied in preparing the financial statements for the year ended 31 March 2018 and the comparative information. An explanation of how the transition from previous GAAP to Ind AS has affected the Company’s Balance sheet and Statement of profit and loss, is set out below.

11. 1 Exemptions availed on first time adoption of Ind AS 101

Ind AS 101 allowes first-time adopters certain exemptions from the retrospective application of certain requirements under Ind AS. The Company has accordingly applied the following exemptions.

(a) Property, Plant and equipment (PPE)

With respect to the carrying value of PPE the Company has the options as on transition date to carry the PPE at fair value or remeasure PPE as per Ind AS cost or carry forward previous GAAP (Indian GAAP) carrying amount .

The Company has elected to avail this exemption and hence carry forward previous GAAP carrying amounts without any further adjustments except freehold land. The management has conducted a fair market valuation of Freehold Land owned by the company in various locations as on 1 April 2016, that were hitherto being carried at cost. The surplus of fair market value over carrying value as at that date is credited to Retained Earnings net off deferred tax impact. The details of fair market valuation of Freehold Land are presented below:

11.2 Explanation of transition to Ind AS

The following reconciliations provide a quantification of the effect of significant differences arising from the transition from Indian GAAP to Ind AS in accordance with Ind AS 101 for the following:

- Reconciliation of profit and loss account for the year ended 31 March 2017

- Reconciliation of Equity as at 1 April 2016 and 31 March 2017

- Reconciliation of cash flow statement for the year ended 31 March 2017

Notes:

A Fair valuation of land: Company has elected to measure the land at the date of transition to Ind AS at its fair value and use that fair value as its deemed cost at that date.

B Investment in mutual funds: Under Indian GAAP, current investments in mutual funds are measured at cost or net realisable value, whichever is lower. Under Ind AS, investments in mutual funds are classified as ‘Fair value through profit or loss’ and are measured at fair value at each reporting date. The subsequent changes in the fair value of such investments are recognised in statement of profit and loss.

C Interest-free security deposits paid: Under Indian GAAP, interest-free lease security deposits paid are reported at their transaction values. Under Ind AS, interest-free security deposits are measured at fair value on initial recognition and at amortised cost on subsequent recognition. The difference between the transaction value and fair value of the lease deposit at initial recognition is treated as prepaid rentals. This amount is recognised in statement of profit and loss on a straight line basis over the lease term.

D Proposed dividend: Till the year 2015-16, under Indian GAAP, dividend proposed after the date of the financial statements but prior to the approval of financial statements is considered as an adjusting event, and a provision for dividend is recognised in the financial statements of the period to which the dividend relates. With the ammendment to the Indian GAAP, for the period 2016-17, dividend proposed after the balance sheet date but before the financial statements are approved, the dividends are not recognised as a liability at the balance sheet date because no obligation exists at that time unless a statute requires otherwise. Under Ind AS, dividend declaration is considered as a non-adjusting event and provision for dividend is recognised only in the period when the dividend is approved by the shareholders in Annual General Meeting.

E Transaction cost on borrowings: Under Indian GAAP, financial liabilities are recognised at cost and transaction costs are expensed in the statement of profit and loss as incurred. Under Ind AS, financial liabilities are recognised at fair value and transaction costs are deducted from the amount of financial liability. Interest expense is recognised using effective interest rate method.

F Arrangements containing a lease: Indian GAAP does not provide explicit guidance on accounting for lease transactions which are embedded in puchase/sale arrangements. Such arrangements are generally recognised based on their legal form. Ind AS provides specific guidance for the identification of embedded leases. Once identified as a lease, the principles for classification and accounting of the embedded lease would be the same as other leases.

G Actuarial gains and losses: Under Indian GAAP, the entire cost, including actuarial gains and losses, are charged to statement of profit and loss. Under Ind-AS, remeasurements [comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets excluding amounts included in net interest on the net defined benefit liability] are recognised immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI.

H Other comprehensive income: Under Ind AS, all items of income and expense recognised in a period should be included in profit or loss for the period, unless a standard requires or permits otherwise. Items of income and expense that are not recognised in profit or loss but are shown in the statement of profit and loss as ‘other comprehensive income’ includes remeasurements of defined benefit plans. The concept of other comprehensive income did not exist under previous GAAP.

I Operating lease rentals recognition: Under Indian GAAP, lease payments under an operating lease are recognised as an expense in the statement of profit and loss on a straight-line basis over the lease term. Under Ind AS, escalation of operating lease rentals that are in line with expected general inflation rate are not straight-lined.

J Deferred tax: Under Indian GAAP, deferred taxes are recognised using income statement approach i.e. reflecting the tax effects of timing differences between accounting income and taxable income for the period. Under Ind AS, deferred taxes are recognised using balance sheet approach i.e. reflecting the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes using the income tax rates enacted or substantively enacted at reporting date. Also, deferred taxes are recognised on account of the above mentioned changes explained in notes A to I, wherever applicable.

12 Corporate Social Responsibilities

As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. The areas for CSR activities are eradication of hunger and malnutrition, promoting education, art and culture, healthcare, destitute care and rehabilitation, environment sustainability, disaster relief and rural development projects. A CSR committee has been formed by the company as per the Act. The funds were primarily utilized through out the year on these activities which are specified in Schedule VII of the Companies Act, 2013.

13 Advances includes an amount of Rs. 98.88 lakhs due from a foreign vendor who had gone into liquidation. This has been fully provided for, in earlier years. Pending approval of Reserve Bank of India, both advance and provision is carried forward and not netted off.

14 The Board of Directors has recommended a final dividend of 15% (Rs 1.50 per equity share of face value of Rs 10) for the financial year ended 31 March 2018, subject to the approval by shareholders at the ensuing Annual General Meeting.

15 Figures for the previous periods have been regrouped / reclassified wherever necessary, in order to make them comparable with current period.


Mar 31, 2017

Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. Accordingly, all the equity shares rank equally with regard to dividends and share in the Company''s residual assets. The equity shares are entitled to receive dividend as declared from time to time. The voting rights of an equity shareholder are in proportion to its share of the paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid.

Failure to pay any amount called up on shares may lead to forfeiture of the shares.

In the event of liquidation of the Company, the holders of the equity shares shall will be entitled to receive any of the remaining assets of the Company in proportion to the number of equity shares held by the shareholders, after the distribution of all preferential amounts.

Shares held by holding/ultimate holding Company and/by their subsidiaries/associates

- Company''s shares are held by individuals and institutions.

2. Employee benefits: Post-employment benefit plans Defined contribution plan

The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employee towards provident fund, which is a defined contribution plan. The Company has no obligation other than to make the specified contribution. The contribution is charged to the statement of profit and loss as they accrue. The amount recognized as a expense towards contribution to provident fund for the year aggregated toRs,146.18 lakhs (previous year: Rs 136.03 lakhs) and to employee state insurance for the year aggregated to Rs 11.84 lakhs (previous year Rs 12.05 lakhs)

Defined benefit plan

The following table sets set out the status of the gratuity plan as required under Accounting standard (AS) 15 revised "Employee Benefits" prescribed by Companies (Accounting Standards) Rules, 2006, (''the Rules'').

Gratuity : Expected contribution to the plan assets in next one year Rs 54.21 lakhs ( previous year Rs 50.56 lakhs)

Compensated absences: For the period ended 31 March 2017 Rs 68.43 lakhs (previous year ended 31 March 2016 Rs 85.07 lakhs) has been charged to the statement of profit and loss. Unutilized leave balance as at the end of the year, is carried forward to the succeeding year or encashed at the end of the calendar year as per the Company''s leave policy

3. Related party disclosure

(A) Names of related parties and relationship

a. Key managerial personnel:

Mr George Joseph Chairman

Mr Kochouseph Chittilappilly Director

Mr Arun K Chittilappilly Managing Director

Mrs Priya Sarah Cheeran Joseph Director

Mr. Lakshminarayanan Director

Mr. Gopal Srinivasan Director

Mr M. P. Ramachandran Director

b. Relatives of key managerial personnel:

Mrs Sheila K Chittilappilly Wife of Mr Kochouseph Chittilappilly

Mr Mithun K Chittilappilly Son of Mr Kochouseph Chittilappilly

c. Entity under common control V-Star Creations Private Limited

*** Managerial remuneration does not include cost of retirement benefits such as gratuity and compensated absences since provision for these are based on an actuarial valuation carried out for the Company as a whole. This includes commission to non-executive directors shown under professional fees amounting to Rs 50.19 lakhs ( Previous year Rs 79.03 lakhs).

4. Obligations on long-term, non-cancellable operating leases

The company has taken buildings and amusement rides under operating leases.

The building leases typically run for a period of six years with a no cancellation period of three years. Under the operating lease agreement, sub-letting is not permitted. The building lease arrangements are renewable on a mutual basis. The lease payments for the buildings are increased by 5% every year to reflect the market rentals.

The amusement ride lease typically run for the period of seven years with a no cancellable period of six years and six months. The amusement ride lease payments are based on equated installments either quarterly or monthly.

5. Segment reporting

In accordance with the Accounting Standard 17 - "Segment Reporting" issued under the Companies (Accounting Standards) Rule, 2006, the primary business segment of the Company is providing amusement facilities, resorts and others. The risks and rewards associated with these categories of business are different. Therefore, the primary segment is of providing amusement facilities, resort and others.

The Company caters to the domestic market and accordingly there is no reportable geographical segments.

Identification of segments : The company''s operating business are managed based on amusement parks, running of resorts and others. Each segment represents a strategic business segment that offers different products and services. Sale of services includes admission to amusement rides and related services. Other segment includes sales of merchandise, cooked food, packed food & related services. The resort segment includes running a hotel accommodation and related services.

Allocation of common costs : Common allocable costs are allocated to each segment according to the relation contribution of each segment to the total common costs.

6. MSMED disclosure

The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allotted after filing of the Memorandum. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2017 has been made in the financial statements based on information received and available with the Company. Further in the view of the Management, the impact of interest, if any, that may be payable in accordance with the provisions of the said Act is not expected to be material. The Company has not received any claim for interest from any supplier under the said Act.

7. Provision for service tax:

(i) This primarily consists of provision for service tax on admission to amusement park. The activity of "admission to entertainment events or access to amusement facilities" was included in the negative list contained in section 66D(j) of finance Act 1994, consequent to amendment as per Finance Act 2015, notification no: 14/2015 ST dated 19.05.2015 effective from 01.06.2015 the activity of admission to entertainment events or access to amusement facilities was removed from the negative list. Thereafter, Company started paying service tax on entry charges. The company filed writ petition before the Honourable High Court of Karnataka and Kerala challenging the constitutional validity of levy of service tax on admission to amusement park as well as quashing of notification no: 14/2015-ST and circular D.O.F no: 334/5/2015 TRU. Both the High Court’s heard the matter and issued notice to Commissioner of service tax, Department of Revenue and Union of India represented by the Secretary Central Excise. In view of the above position company has decided to discontinue from the practice of collection and remittance of service tax on entry charges at all the locations till the matter is finally disposed off by the respective High Courts. The Company has taken appropriate views in each of the states that it has operations in line with the petitions. The Company believes that it is justified in its stand and hence has approached the Honorable High Courts for its decisions. However, on a conservative basis, provisions have been made in the books of accounts including interest.

(ii) During the year 2011-12 to 2014-15, the Additional Commissioner of Central Excise & Customs have raised demands on the share of income from restaurants in Kochi, for the period from October 2007 to March 2014 aggregating toRs,390.80 lakhs including penalty and interest, which have been disputed by the Company. Though the Company is hopeful of a favorable decision, sufficient provision has been made in the accounts as a matter of abundant caution and the differential demand is shown as contingent liability.

8. Provision for panchayat tax : The company received a demand notice for Rs 220.57 lakhs towards building and property tax under section 202 of the Karnataka Panchayat Raj Act for the year 2016-17 from Bannikuppe (B) village panchayat basis the establishment being classified as industrial whereas the same needs to be considered as commercial. The company disputed the demand and filed an appeal before the Chief Executive Officer, zilla panchayat ,Ramanagaram.Since the company was paying tax under commercial category for the previous years,the management estimates the maximum liability arising from this demand at Rs 70.19 lakhs. Considering the above, a provision has been created in the books for Rs 70.19 lakhs lakhs and balance amount Rs 150.38 lakhs has been shown under contingent liability.

9. Corporate Social Responsibilities

As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. The areas for CSR activities are eradication of hunger and malnutrition, promoting education, art and culture, healthcare, destitute care and rehabilitation, environment sustainability, disaster relief and rural development projects. A CSR committee has been formed by the company as per the Act. The funds were primarily utilized throughout the year on these activities which are specified in Schedule VII of the Companies Act, 2013.

10. Advances includes an amount ofRs,98.88 lakhs due from a foreign vendor who has gone into liquidation and hence fully provided for in earlier years. Pending approval of Reserve Bank of India, both advance and provision is carried forward and not netted off.

11. The comparative figures have been regrouped/ reclassified, wherever necessary, to conform to the current period''s presentation. The notes referred to above form an integral part of the financial statements


Mar 31, 2016

1 Working capital loan

The working capital loan limit Rs 600 lakhs from Axis Bank carries an interest rate of 1.50% above base rate. This is secured by
primary continuation of exclusive charge by way of hypothecation of entire current assets of the company (present and future) and
a collateral exclusive charge by way of equitable mortgage of 1.75 acres of land situated at survey no 125/3-2 and 125/3-3 in
kunnathunadu village sub district puthencruz district Ernakulam,owned by company.

2 Employee benefits: Post-employment benefit plans

Defined contribution plan

The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employee
towards provident fund, which is a defined contribution plan. The Company has no obligation other than to make the specified
contribution. The contribution is charged to the statement of profit and loss as they accrue. The amount recognized as a expense
towards contribution to provident fund for the year aggregated to Rs. 136.03 lakhs (previous year: Rs 96.02 lakhs)

3 segment reporting

In accordance with the Accounting Standard 17 - "Segment Reporting" issued under the Companies (Accounting Standards) Rule, 2006,
the primary business segment of the Company is providing amusement facilities, resorts and others. The risks and rewards
associated with these three categories of business are significantly different. Therefore, the primary segment consists of
providing amusement facilities, resort and others. The Company caters to the domestic market and accordingly there is no
reportable geographical segments.

5 MSMED disclosure

The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that
the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as
allotted after filing of the Memorandum. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at
31 March 2016 has been made in the financial statements based on information received and available with the Company. Further in
the view of the Management, the impact of interest, if any, that may be payable in accordance with the provisions of the said Act
is not expected to be material. The Company has not received any claim for interest from any supplier under the said Act.

5 Corporate Social Responsibilities

As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least 2% of its
average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. The
areas for CSR activities are eradication of hunger and malnutrition, promoting education, art and culture, healthcare, destitute
care and rehabilitation, environment sustainability, disaster relief and rural development projects. A CSR committee has been
formed by the company as per the Act. The funds were primarily allocated to a corpus and utilized through the year on these
activities which are specified in Schedule VII of the Companies Act, 2013.

6 Advances includes an amount of Rs. 98.88 lakhs due from a foreign vendor who has gone into liquidation and hence fully
provided for in earlier years. Pending approval of Reserve Bank of India, both advance and provision is carried forward and not
netted off.

7 The comparative figures have been regrouped/ reclassified, wherever necessary, to conform to the current period''s
presentation.


Mar 31, 2015

Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. Accordingly, all the equity shares rank equally with regard to dividends and share in the Company's residual assets. The equity shares are entitled to receive dividend as declared from time to time. The voting rights of an equity shareholder are in proportion to its share of the paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid.

Failure to pay any amount called up on shares may lead to forfeiture of the shares.

In the event of liquidation of the Company, the holders of the equity shares shall will be entitled to receive any of the remaining assets of the Company in proportion to the number of equity shares held by the shareholders, after the distribution of all preferential amounts.

* During the year as part of Intial Public Offer, the Company issued 14,500,670 equity shares of Rs 10 each at a premium of Rs 115 per share. As permitted by Section 52 (c) of the Companies Act, 2013, expenses incurred towards the Intial Public Offer has written-off against the securities premium reserve.

* Effective from 1 April 2014, the Company has charged depreciation with reference to the estimated useful life of fixed assets prescribed by the Schedule II of the Companies Act, 2013 or based on the management assessment of useful life if lower than what is prescribed under Schedule II. Based on the transitional provisions in Note 7(b) of Schedule II of Companies Act, 2013, an amount of Rs 214.71 lakhs of the opening deferred tax liability has been adjusted to opening balance of the reserves and surplus.

Deferred tax assets and deferred tax liabilities, have been offset wherever the Company has a legally enforceable right to set -off current tax assets against current tax liabilities and where the deferred tax assets and deferred tax liabilties relate to income taxes levied by the same taxation authority.

The working capital loan from Axis Bank carries an interest rate of 2.50% above base rate. This is secured by primary pari passu charge along with other lenders by way of hypothecation of entire current assets of the Company (present and future) and a collateral equitable mortgage of land located at the Cochin Unit measuring 1.75 acres at survey no 125/3-2 and 125/3-3 and building situated there on.

2 Contingent liabilities and commitments (to the extent not provided for) (Amounts in Rs lakhs)

As at As at Particulars 31 March 2015 31 March 2014

Contingent liabilities

Claims against the Company not acknowledged as debts:

- Special entry tax demand pending appeal (the disputed tax is fully paid) 5.35 5.35

- Income tax demands pending appeal (paid to the extent Rs 78.17 lakhs) 107.49 107.49

- Entertainment tax 9.89 9.89

- Interest on water cess 1.67 1.67

- Service tax demand pending appeal 134.18 220.98

- Claims for compensation 17.28 17.28

- Guarantee issued by the bank on behalf of the Company to Kerala State Electricity 19.43 19.43 Board

- Guarantee issued by the bank on behalf of the Company to Entertainment Tax Office 30.00 30.00

- Guarantee issued by the bank on behalf of the Company to Bombay Stock Exchange Limited 91.00 -

Commitments

Estimated amount of unexecuted capital contracts net of advances) 2,109.03 -

2,525.32 412.09

3 Employee benefits: Post-employment benefit plans

Defined contribution plan

The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employee towards provident fund, which is a defined contribution plan. The Company has no obligation other than to make the specified contribution. The contribution is charged to the statement of profit and loss as they accrue. The amount recognized as a expense towards contribution to provident fund for the year aggregated to Rs. 96.02 lakhs (previous year: Rs 88.04 lakhs)

Defined benefit plan

The following table sets set out the status of the gratuity plan as required under Accounting standard (AS) 15 revised "Employee Benefits" prescribed by Companies (Accounting Standards) Rules, 2006, ('the Rules').

Compensated absences: For the period ended 31 March 2015 Rs 84.21 lakhs (previous year ended 31 March 2014 Rs 72.80 lakhs) has been charged to the statement of profit and loss. Unutilized leave balance as at the end of the year, is carried forward to the succeeding year or encashed at the end of the calendar year as per the Company's leave policy

4 Related party disclosure

(A) Names of related parties and relationship

a. Key managerial personnel:

Mr George Joseph Chairman

Mr Kochouseph Chittilappilly Director *

Mr Arun K Chittilappilly Managing Director

Mrs Priya Sarah Cheeran Joseph Whole time Director**

Mr M. P. Ramachandran Director

b. Relatives of key managerial personnel:

Mrs Sheila K Chittilappilly Wife of Mr Kochouseph Chittilappilly

Mr Mithun K Chittilappilly Son of Mr Kochouseph Chittilappilly

5 Segment reporting

In accordance with the Accounting Standard 17 - "Segment Reporting" issued under the Companies (Accounting Standards) Rule, 2006, the primary business segment of the Company is providing amusement facilities, resorts and others. The risks and rewards associated with these three categories of business are significantly different. Therefore, the primary segment consists of providing amusement facilities, resort and others. The Company caters to the domestic market and accordingly there is no reportable geographical segments.

6 MSMED disclosure

The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allotted after filing of the Memorandum. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2015 has been made in the financial statements based on information received and available with the Company. Further in the view of the Management, the impact of interest, if any, that may be payable in accordance with the provisions of the said Act is not expected to be material. The Company has not received any claim for interest from any supplier under the said Act.

1. Provision for service tax: During the year 2011-12 to 2014-15, the Additional Commissioner of Central Excise & Customs have raised demands on the share of income from restaurants in Cochin, for the period from October 2007 to March 2014 aggregating to Rs. 359.56 lakhs including penalty and interest, which have been disputed by the Company. Though the Company is hopeful of a favourable decision, provision has been made to the extent of Rs 225.38 lakhs in the accounts as a matter of abundant caution and the differential demand is shown as contingent liability.

2. Provision for entertainment tax: During the year 2010-11, the Hon.Karnataka Appellate Tribunal had passed orders in favour of the Company in respect of entertainment tax for the years 2005-06 and 2006-07 which was in dispute and the entire balance dues had been paid by the Company. Pending issue of order for giving effect to this appellate order by the assessing authority, the Company had already paid the tax on similar basis for the year 2007-08 which is pending before the First Appellate Authorities. During the current year, the Kunnathunadu Grama Panchayath, Cochin, Kerala, issued an order in respect of arrears of entertainment tax for the years from 2007-08 to 2014-15 amounting to Rs 160 lakhs and a provision has been made to that extent.


Mar 31, 2014

1. Contingent liabilities and commitments (to the extent not provided for)

As at As at Particulars 31 March 2014 31 March 2013 Rs. Rs.

Contingent liabilities

Claims against the Company not a cknowledged as debts:

- Special entry tax demand pending on appeal (the disputed tax is fullypaid) 534,767 534,767

- Income tax demands pending on appeal (paid to the extent Rs7,817,049) 11,429,353 6,092,345

-Entertainment tax 989,298 989,298

- Interest on water cess 167,309 167,309

- Service tax demand pending on appeal 22,098,035 13,698,561

- Claims for compensation 1,728,000 1,728,000

- Guarantee issued by the bank on behalf of the Company to Kerala 1,942,620 1,113,915 Electricity Board

- Guarantee issued by the bank on behalf of the Company to Entertainment 3,000,000 - Tax Office

Commitments

Estimated amount of unexecuted capital contracts (net of advances) - 1,023,787

41,889,382 25,347,982

2 Employee benefits: Post-employment benefit plans

Defined contribution plan

The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qual- ifying employee towards provident fund, which is a defined contribution plan. The Company has no obligation other than to make the specified contribution. The contribution is charged to the statement of profit and loss as they accrue. The amount recognized as a expense towards contribution to provident fund for the year aggregated to Rs.8,804,234 (previous year: Rs 7,720,332)

Defined benefit plan

The following table sets set out the status of the gratuity plan as required under Accounting standard (AS) 15 revised "Employee Benefits" prescribed by Companies (Accounting Standards) Rules, 2006, (''the Rules'').

3 Related party disclosure

(A) Names of related parties and relationship

a. Key managerial personnel:

George Joseph Chairman

Kochouseph Chittilappilly Vice Chairman

Arun K Chittilappilly Managing Director

Priya Sarah Cheeran Joseph Director

M. P. Ramachandran Director

b. Relative of key managerial personnel:

Sheila K Chittilappilly Wife of Kochouseph Chittilappilly

Mithun K Chittilappilly Son of Kochouseph Chittilappilly

c. Name of the parties under common control with whom transactions have taken place during the period:

1. V-Star Creations Private Limited

2. Veegaland Developers Private Limited

* Managerial remuneration does not include cost of retirement benefits such as gratuity and compensated absences since provision for these are based on an actuarial valuation carried out for the Company as a whole. This includes commission to non-executive directors shown under professional fees amounting to Rs 5,534,595 ( Previous year Rs 1,302,146).

4 Segment reporting

In accordance with the Accounting Standard 17 - "Segment Reporting" issued under the Companies (Accounting Standards) Rule, 2006, the primary business segment of the Company is providing amusement facilities, resorts and others. The risks and rewards associated with these three categories of business are significantly different. Therefore, the primary segment consists of providing amusement facilities, resort and others. The Company caters to the domestic market and accordingly there is no reportable geographical segments.

5 MSMED disclosure

The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allotted after filing of the Memorandum. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2014 has been made in the financial statements based on information received and available with the Company. Further in the view of the Management, the impact of interest, if any, that may be payable in accordance with the provisions of the said Act is not expected to be material. The Company has not received any claim for interest from any supplier under the said Act.

1. Provision for service tax: During the year 2011-12 to 2012-13, the Additional Commissioner of Central Excise & Customs have raised demands on the share of income from restaurants in Kochi, for the period from October 2008 to March 2012 aggregating to Rs. 29,214,551/- including penalty and interest, which have been disputed by the Company before the Commissioner of Central Excise (Appeals). Though the Company is hopeful of a favourable decision, provision has been made to the extent of Rs 7,116,516/- in the accounts as a matter of abundant caution and the differential demand is shown as contingent liability.

2. Provision for entertainment tax: During the year 2010-11, the Hon.Karnataka Appellate Tribunal had passed orders in favour of the Company in respect of entertainment tax for the years 2005-06 and 2006-07 which was in dispute and the entire balance dues had been paid by the Company. Pending issue of order for giving effect to this appellate order by the assessing authority, the Company had already paid the tax on simi- lar basis for the year 2007-08 which is pending before the First Appellate Authorities.

6 Advances includes an amount of Rs. 9,888,200/- due from a foreign vendor who has gone into liquidation and hence fully provided for in earlier years. Pending approval of Reserve Bank of India, both advance and provision is carried forward and not netted off.

7 The comparative figures have been regrouped/ reclassified, wherever necessary, to conform to the current period''s presentation.


Mar 31, 2013

1.1 Reconciliation of number of shares outstanding at 31 March 2013 and 31 March 2012 is as under:

Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. Accordingly, all the equity shares rank equally with regard to dividends and share in the Company''s residual assets. The equity shares are entitled to receive dividend as declared from time to time. The voting rights of an equity shareholder are in proportion to its share of the paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid.

Failure to pay any amount called up on shares may lead to forfeiture of the shares.

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

Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date:

During the five year period ended 31 March 2013

- No shares have been issued as bonus shares.

- 16,000,000 (previous year 16,000,000) equity shares of Rs. 10 each have been allotted as fully paid- up pursuant to a scheme of amalgamation between Veega Holidays and Parks Private Limited and the Company during the year ended 31 March 2010.

- No shares have been bought back.

2.1 Term loan from banks

2.1.1 The term loan has been taken from State Bank of Travancore (SBT) during the financial year 2011-12 and carries a floating interest rate of 2% above the SBT base rate. It is repayable in 27 installments (quarterly installments of Rs. 5,350,000/- and a final installment of Rs. 5,550,000/-) commencing 30 September 2012. The term loan is secured pari passu by way of hypothecation of all the movable fixed assets of the of the resort, both movable and immovable, present and future, including equitable mortgage on landed properties of 81.75 acres of the Bangalore unit. This is further guaranteed by the personal guarantees of Kochouseph Chittilappilly and Arun K Chittilappilly, directors of the Company. Principal amount outstanding as long-term on 31 March 2013 is Rs. 112,572,440/- (previous year Rs. 133,950,000/- Current maturity as on 31 March 2013 is Rs. 21,400,000/- (previous year Rs. 16,050,000/-).

The following term loans outstanding as on 31 March 2012 were repaid during the year ended 31 March 2013

2.2 The term loan amounting to Rs. 27,318,983/- outstanding as at 31 March 2012 taken from State Bank of Travancore during the financial year 2005-06 which carried a floating interest rate of 2% above the SBT base rate was repaid in full in the current year. It was repayable in 28 quarterly installments (quarterly installments based on schedule given by bank) commencing 1 April 2006. The term loan was secured by way of hypothecation of all the movable fixed assets of the Bangalore unit of the Company, both movable and immovable, present and future, including equitable mortgage on landed properties of 81.75 acres. This was further guaranteed by personal guarantees of Kochouseph Chittilappilly and Arun K Chittilappilly, directors of the Company and Sheila Kochouseph and Mithun K Chittilappilly, share holders and relatives of the directors of the Company. Principal amount outstanding as long-term on 31 March 2013 is Rs. Nil (previous year Rs. Nil). Current maturities as on 31 March 2013 Rs. Nil (previous year Rs. 27,318,983/-).

2.3 The term loan amounting to Rs. 37,283,792/- outstanding as at 31 March 2012 taken from State Bank of India during the financial year 2008-09 which carried a floating interest rate of 1.5% below State bank of India advance rate with a minimum of 11.25% p.a was repaid in full during the current year. It was repayable in 27 quarterly installments (quarterly installments of Rs. 3,300,000/- and a final installment of Rs. 900,000/-) commencing 30 June 2008. The term loan was secured by way of hypothecation of all immovable and movable assets including (a) equitable mortgage of 7.84 acres land situated at Kunnathunadu Village, Kunnathunadu Taluk of Ernakulam District (b) second charge over 17.64 acres of land situated at Kunnathunadu Village, Kunnathunadu Taluk of Ernakulam District on reciprocal basis, and (c) Personal guarantees of Kochouseph Chittilappilly, Director and Sheila Kochouseph, share holder and relative of directors of the Company. Principal amount outstanding as long-term on 31 March 2013 is Rs. Nil (previous year Rs. 24,083,792/-). Current maturities as on 31 March 2013 Rs. Nil (previous year Rs. 13,200,000/-).

3.1 Corporate loan from banks

3.1.1 The term loan has been taken from Dhanlaxmi Bank Limited during the financial year 2012-13 and carries a floating interest rate of 1.25% above the base rate. The loan is secured by primary charge on movable and immovable assets on 25.47 acres under survey no.s. 9/3,4, 11/1, 80/1, 81/3, 82, 83/6,8, 84/3,4,5,6,7,8,9,10,12, 126/3 of the Company''s land situated at Kunnathunadu Village, Cochin and development thereon with value not less than Rs. 300,000,000/-. This loan is further guaranteed by personal guarantees of Kochouseph Chittilappilly and Arun K Chittilappilly, directors of the Company. Principal amount outstanding as long-term on 31 March 2013 is Rs. 10,000,000/- (previous year Rs. Nil)

4.1 Vehicle loans

4.1.1 The vehicle loan is taken from Axis Bank during the financial year 2011-12 which carries interest rate of 10.01% p.a. It is repayable in 36 equal monthly installments of Rs. 177,490/- (including interest) commencing 15 October 2011. The vehicle loan is secured by way of hypothecation of vehicles purchased using the loan facility. Prinicipal amount outstanding as on 31 March 2013 is Rs. 1,032,501/- (previous year Rs. 2,953,142/-). Current maturities as on 31 March 2013 is Rs. 1,920,641/- (Previous year Rs. 1,738,449/-).

4.1.2 The vehicle loan is taken from HDFC Bank during the financial year 2012-13 which carries interest rate of 10.75% p.a. It is repayable in 36 equal monthly installments of Rs. 48,930/- (including interest) commencing 5 August 2012. The vehicle loan is secured by way of hypothecation of vehicles purchased using the loan facility. Prinicipal amount outstanding as on 31 March 2013 is Rs. 734,477/- (previous year Rs. Nil). Current maturities as on 31 March 2013 Rs. 474,865/-(previous year Rs. Nil).

5.1 Working capital loan

The working capital loan from Axis Bank carries an interest rate of 2.50% above base rate. This is secured by primary pari passu charge along with other lenders by way of hypothecation of entire current assets of the Company (present and future) and a collateral equitable mortgage of land located at the Bangalore Unit measuring 81.75 acres and building situated on that land on pari passu basis with State Bank of Travancore.

5.2 Corporate loan

The corporate loan from State Bank of Travancore (SBT) carries an interest rate of 2.25% above the base rate of SBT This is secured by way of a first pari passu charge along with other term lenders over the landed properties of 81.75 acres situated at Bangalore. This is further guaranteed by the personal guarantees of Kochouseph Chittilappilly and Arun K Chittilappilly, directors of the Company.

6.1 Bank deposits held as lien towards bank guarantee towards KSEB (50% of total security deposit is given in cash and balance as bank guarantee)

7. Contingent liabilities and commitments (to the extent not provided for)

As at As at Particulars 31 March 2013 31 March 2012 Rs. Rs.

Contingent liabilities

Claims against the Company not acknow 534,767 534,767 ledged as debts:

- Special entry tax demand pending on appeal (the disputed tax is fully paid)

- Income tax demands pending on appeal 6,092,345 1,468,732 (Demand fully paid to the extent of Rs. 1,468,732)

- Entertainment tax 989,298 989,298

- Interest on water cess 167,309 167,309

- Service tax demand pending on appeal 13,698,561 9,962,291

- Claims for compensation 1,728,000 1,728,000 - Guarantee issued by the bank on behalf 1,113,915 1,038,375 of the Company to Kerala State Electricity Board

Commitments

Estimated amount of unexecuted capital 1,023,787 168,254,304 contracts (net of advances) 25,347,982 184,143,076

8 Employee benefits: Post-employment benefit plans Defined contribution plan

The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employee towards provident fund, which is a defined contribution plan. The Company has no obligation other than to make the specified contribution. The contribution is charged to the statement of profit and loss as they accrue. The amount recognized as a expense towards contribution to provident fund for the year aggregated to Rs. 7,720,332 (previous year: Rs. 6,134,626).

Defined benefit plan

The following table sets set out the status of the gratuity plan as required under Accounting standard (AS) 15 revised "Employee Benefits" prescribed by Companies (Accounting Standards) Rules, 2006, (''the Rules'').

9 Related party disclosure

(A) Names of related parties and relationship

a. Key managerial personnel:

George Joseph Chairman

Kochouseph Chittilappilly Vice Chairman

Arun K Chittilappilly Managing Director

Priya Sarah Cheeran Joseph Director

M. P. Ramachandran Director

R.S. Raghavan Director (till 1 August 2011)

b. Relative of key managerial personnel:

Sheila K Chittilappilly Wife of Kochouseph Chittilappilly

Mithun K Chittilappilly Son of Kochouseph Chittilappilly

c. Name of the parties under common control with whom transactions have taken place during the period:

1. V-Star Creations Private Limited

2. Veegaland Developers Private Limited

10 Segment reporting

In accordance with the Accounting Standard 17 - "Segment Reporting" issued under the Companies (Accounting Standards) Rule, 2006, the primary business segment of the Company is providing amusement facilities, resorts and others. The risks and rewards associated with these three categories of business are significantly different. Therefore, the primary segment consists of providing amusement facilities, resort and others. The Company caters to the domestic market and accordingly there is no reportable geographical segments.

11 MSMED disclosure

The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allotted after filing of the Memorandum. Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2013 has been made in the financial statements based on information received and available with the Company. Fur- ther in the view of the Management, the impact of interest, if any, that may be payable in accordance with the provisions of the said Act is not expected to be material. The Company has not received any claim for interest from any supplier under the said Act.

1. Provision for service tax: During the year 2011-12 to 2012-13, the Additional Commissioner of Central Excise & Customs have raised demands on the share of income from restaurants in Kochi, for the period from October 2008 to March 2012 aggregating to Rs. 20,815,077/- including penalty and interest, which have been disputed by the Company before the Commissioner of Central Excise (Appeals). Though the Company is hopeful of a favourable decision, provision has been made to the extent of Rs. 7,116,516/- in the accounts as a matter of abundant caution and the differential demand is shown as contingent liability.

2. Provision for entertainment tax: During the year 2010-11, the Hon.Karnataka Appellate Tribunal had passed orders in favour of the Company in respect of entertainment tax for the years 2005-06 and 2006-07 which was in dispute and the entire balance dues had been paid by the Company. Pending issue of order for giving effect to this appellate order by the assessing authority, the Company had already paid the tax on similar basis for the year 2007-08 which is pending before the First Appellate Authorities.

12 Advances includes an amount of Rs. 12,703,477/- due from a foreign vendor who has gone into liquidation and hence fully provided for in earlier years. Pending approval of Reserve Bank of India, both advance and provision is carried forward and not netted off.

13 The comparative figures have been regrouped/ reclassified, wherever necessary, to conform to the current period''s presentation.

The notes referred to above form an integral part of the interim financial statements

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