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Notes to Accounts of Indiabulls Real Estate Ltd.

Mar 31, 2023

(a) During the previous year, a wholly owned subsidiary of the Company namely Shoxell Holding Limited had bought back 1,000 shares from the Company for an aggregate consideration of '' 0.10 million and accordingly, the Company has recognized profit on buyback amounting to '' 0.03 million in these financials statements.

(b) During the year ended 31 March 2023, pursuant to a Share Purchase Agreement, the Company had divested its 100% stake, on a fully diluted basis, in its wholly owned subsidiaries Juventus Estate Limited, and Mabon Properties Limited, which collectively own the land parcel admeasuring approximately 35 acres, at Sector 104, Dwarka Expressway, Gurugram, Haryana. With this, Juventus Estate Limited, Mabon Properties Limited and Milkyway Buildcon Limited (which is a 100% subsidiary of Juventus Estate Limited) ceased to be the subsidiaries of the Company w.e.f. December 23, 2022, for an aggregate consideration of '' 2,400.00 million. Pursuant to the transaction, the Company has incurred a loss of '' 3,849.30 million and such loss has been disclosed under other expenses in the standalone financial statements.

c) During the year ended 31 March 2022, the Company had entered into a term sheet with a third party relating to a disposal ("Disposal") of it''s interest in a land parcel at Sector 106, Gurgaon. Subsequently, during the year ended 31 March 2023, the Company had entered into a share purchase agreement ("SPA") with the relevant party relating to the aforementioned Disposal, subject to the satisfaction of certain conditions precedent. Further to the SPA, during the year ended 31 March 2023 the Company''s 100% stake in its subsidiaries namely Airmid Developers Limited, Mariana Developers Limited, Albina Properties Limited and Flora Land Development Limited (which owns the land parcel at Village Pawala Khusrupur, Sector 106, Tehsil and District Gurugram, Haryana) was sold to an independent third party buyer ''Elan Limited'' at an aggregate sale consideration of '' 5,840.00 million, with satisfactory completion of closing conditions and transfer of Company''s 100% shareholding/stake in said subsidiaries. With this, Airmid Developers Limited, Mariana Developers Limited, Albina Properties Limited & Flora Land Development Limited ceased to be subsidiaries of the Company. Pursuant to the transaction, the Company has booked profit of '' 27.80 million and such profit has been disclosed under revenue from operation in the standalone financial statements.

*All the investment in subsidiaries are measured at cost as per Ind AS 27 ''Separate Financial Statements''

**Face value of '' 10 each unless otherwise stated.

#This investment (being strategic in nature) is measured at fair value through other comprehensive income (''FVOCI''). The above values represents the fair values as at the end of the respective reporting period. No dividends have been received from such investments during the year. These shares are pledged and are in process of release of pledge.

## Face value of '' 1,000 each unless otherwise stated

a Face value of '' 1,000 each and coupon rate is 0.0001%, unless otherwise stated ^AAFace value of '' 10,000,000 each unless otherwise stated

AAAThe investments include the investment booked for subsidiaries on account of stock options issued to employees of those subsidiaries

### including interest accrued on bonds

Rights, preferences and restrictions attached to equity and preference shares

The holders of equity shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at meetings of the Company. In the event of liquidation of the Company, all preferential amounts, if any, shall be discharged by the Company. The remaining assets of the Company shall be distributed to the holders of equity shares in proportion to the number of shares held to the total equity shares outstanding as on that date. All shares rank equally with regard to the Company''s residual assets, except that holders of preference shares participate only to the extent of the face value of the shares.

vii Aggregate number of shares issued for consideration other than cash

No Shares have been issued for other than cash during the period of five years immediately preceding the financials year 31 March 2023.

viii During the year ended 31 March 2021, the Company, through its established trust "Indiabulls Real Estate Limited - Employees Welfare Trust" (the "Trust") had in compliance with SEBI (Share Based Employee Benefits) Regulations, 2014 purchased its 31,25,164 Equity shares from the open market, for the implementation and administration of its employees benefit schemes. The face value of these shares have been deducted from the paid-up share capital of the Company, and the excess of amount paid over face value for their acquisition have been adjusted in the other equity. During the year ended 31 March 2023, some of the eligible employees holding Share appreciation rights (''SARs'') exercised their SARs to receive the appreciation against such SARs. The employee welfare trust ("trust") which held 3,125,164 equity shares of the Company, at the beginning of the year, sold 2,525,164 equity shares, in the open market and passed on the benefit to the Company which in turn passed on the benefit to the eligible employees. The trust still holds 600,000 equity shares of the Company as at the year ended 31 March 2023.

ix Aggregate number of shares bought back

a. During the year ended 31 March 2019, 26,000,000 equity shares were bought back at an average price of '' 170.85 per share from the open market through stock exchanges using electronic trading facilities of BSE Limited (''BSE'') and National Stock Exchange of India Limited (''NSE'') in accordance with section 68, 69 and 70 and all other applicable provisions, if any, of the Companies Act, 2013 and SEBI Regulation 1998.

b. During the year ended 31 March 2018, 5,796,000 equity shares were bought back at an average price of '' 89.76 per share from the open market through stock exchanges using electronic trading facilities of BSE Limited (''BSE'') and National Stock Exchange of India Limited (''NSE'') in accordance with section 68, 69 and 70 and all other applicable provisions, if any, of the Companies Act, 2013 and SEBI Regulation 1998.

Nature and purpose of other reserves General reserve

The Company is required to create a general reserve out of the profits when the Company declares dividend to shareholders. Capital reserve

The Company has issued share warrants in the earlier years. This reserve is created on account of forfeiture of share application money received on account of issuance of share warrants as share warrants holders did not exercise their rights.

Debenture redemption reserve

The Company is required to create a debenture redemption reserve out of the profits which are available for redemption of debentures.

Capital redemption reserve

The same has been created in accordance with provisions of Companies Act for the buy back of equity shares from the market. Deferred employee compensation reserve

The reserve is used to recognised the grant date fair value of the options issued to employees under Company''s employee stock option plan.

Securities premium reserve

Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with provisions of the Companies Act 2013.

Retained earnings

Retained earnings is used to record balance of statement of profit and loss.

Fair valuation of equity instruments

The Company has elected to recognise the fair value of certain investments in equity shares in other comprehensive income. These changes are accumulated within this reserve under the head equity. The Company transfers amounts from this reserve to retained earnings when the relevant equity instruments are derecognised.

Treasury Shares

The Company had created "Indiabulls Real Estate Limited - Employees Welfare Trust" (the "Trust") for the implementation of schemes namely employees stock options plans, employees stock purchase plan and stock appreciation rights plan. The Company treats the trust as its extension and the Company''s own shares held by the trust are treated as treasury shares. The premium over face value of the acquired treasury shares are presented as a deduction from the securities premium reserve. The original cost of treasury shares and the proceeds of any subsequent sale are presented as movements in equity.

The above disclosures is presented for non-current financial assets and non-current financial liabilities. Carrying value of current financial assets and current financial liabilities (investments, trade receivables, cash and cash equivalents, other bank balances, loans, other financial assets, borrowings, lease liabilities and other current financial liabilities) represents the best estimate of fair value.

*A part of the non-convertible redeemable debentures issued by the Company are listed on stock exchange and there is no comparable instrument having the similar terms and conditions with related security being pledged and hence the carrying value of the debentures represents the best estimate of fair value.

iii) Risk Management

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

(A) Credit risk

Credit risk is the risk that a counterparty fails to discharge its obligation to the Company. The Company''s exposure to credit risk is influenced mainly by cash and cash equivalents, trade receivables and financial assets measured at amortised cost. The Company continuously monitors defaults of customers and other counterparties and incorporates this information into its credit risk controls.

a) Credit risk management

i) Credit risk rating

The Company assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of financial assets.

A: Low credit risk

B: Moderate credit risk

C: High credit risk

Assets are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or a litigation decided against the Company. The Company continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognised in statement of profit and loss.

ii) Concentration of financial assets

The Company''s principal business activities are real estate project advisory, construction and development of real estate properties and all other related activities. The Company''s outstanding receivables are for real estate project advisory business. Loans and other financial assets majorly represents loans to subsidiaries and deposits given for business purposes.

Management monitors rolling forecasts of the Company''s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity operates.

''The Company''s exposure price risk arises from investments held and classified in the balance sheet either as fair value through other comprehensive income or at fair value through profit or loss. To manage the price risk arising from investments in equity securities, the Company diversifies its portfolio of assets.

Lease related disclosures as per Ind AS 116

The Company has leases for office building. With the exception of short-term leases and leases of low-value underlying assets, each lease is reflected on the balance sheet as a right-of-use asset and a lease liability. Variable lease payments which do not depend on an index or a rate are excluded from the initial measurement of the lease liability and right of use assets. The Company has presented its right-of-use assets in in the balance sheet separately from other assets.

Each lease generally imposes a restriction that, unless there is a contractual right for the Company to sublease the asset to another party, the right-of-use asset can only be used by the Company. Some leases contain an option to extend the lease for a further term. The Company is prohibited from selling or pledging the underlying leased assets as security. For leases over office buildings, the Company must keep those properties in a good state of repair and return the properties in their original condition at the end of the lease. Further, the Company is required to pay maintenance fees in accordance with the lease contracts.

Note - 43Details in respect of Utilization of Borrowed funds and share premium shall be provided in respect of:

During the year ended 31 March 2023 and 31 March 2022 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 lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries).

During the year ended 31 March 2023 and 31 March 2022 the Company has not received any fund from any party(s) (Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the funding party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

Registration of charges or satisfaction with Registrar of Companies:

All applicable cases where registration of charges or satisfaction is required with Registrar of Companies have been done. No registration or satisfaction is pending for the year ended 31 March 2023 and 31 March 2022.

Note - 46Compliance with number of layers of companies:

The company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017 and no layers of companies has been established beyond the limit prescribed as per above said section / rules, during the year ended 31 March 2023 and 31 March 2022.

Note - 47Capital management

The Company''s objectives when managing capital are:

â¢ To ensure Company''s ability to continue as a going concern, and

â¢ To provide adequate return to shareholders

Management assesses the capital requirements in order to maintain an efficient overall financing structure. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. The Company manages its capital requirements by overseeing the following ratios -

Contingent liabilities and commitments A. Summary of contingent liabilities

Compensated absences

The leave obligations cover the Company''s liability for permitted leaves. The amount of provision of '' 0.00 million (31 March 2022 - '' 0.00 million) is presented as current, since the Company does not have an unconditional right to defer settlement for any of these obligations. However based on past experience, the Company does not expect all employees to take the full amount of accrued leave or require payment within the next 12 months, therefore based on the independent actuarial report, only a certain amount of provision has been presented as current and remaining as non-current. The weighted average duration of the defined benefit obligation is 15.29 years (31 March 2022: 14.02 years).

		('' in million)
Particulars	31 March 2023	31 March 2022
Contingent liabilities i) Corporate guarantees issued by the Company on behalf of subsidiary	2,656.00	9,786.10
companies (refer note 49) ii) Income tax demand (pending in appeals)¹	94.00	145.00
iii) Service tax demand	274.30	272.10

Gratuity

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employee''s last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service. Gratuity plan is a non-funded plan. The weighted average duration of the defined benefit obligation is 15.29 years (31 March 2022: 14.02 years)

Share based payments

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

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

Indiabulls Real Estate Limited Employees Stock Options Plan 2010 (III)

The ESOP 2010 comprises of:

i. Indiabulls Real Estate Limited Employees Stock Option Scheme - 2010 ("Stock Option Scheme");

ii. Indiabulls Real Estate Limited Employees Stock Purchase Plan 2010 ("Stock Purchase Plan"); and

iii. Indiabulls Real Estate Limited Stock Appreciation Rights Plan 2010 ("Stock Appreciation Rights Plan").

Under the Stock Option Scheme, exercise price will be the market price of the equity shares of the Company, being the latest available closing price, prior to the date of grant or as the case may be decided by the board of directors or compensation committee. During the year ended 31 March 2016, board of directors of the Company at its meeting held on 26 June 2015, re-granted (original grant was of date 14 November 2015) under the "Indiabulls Real Estate Limited Employees Stock Options Plan - 2010", 10,500,000 stock options to eligible employees of the Company and its subsidiary companies representing an equal number of equity shares of face value of R 2 each in the Company, at an exercise price of R 54.50, being the closing market price of previous day on the National Stock Exchange of India Limited. The stock options so granted, shall vest within 5 years beginning from 26 June 2016, the first vesting date. The options vested under each of the slabs, can be exercised within a period of five years from the relevant vesting date.

The vesting of stock options granted thereunder the Stock Option Scheme commenced from June 26, 2016. However, all options granted under the Stock Option Scheme are either fully exercised or lapsed and there are no stock options outstanding as on 31 March 2022.

The ESOP 2010 was modified pursuant to the resolution of the Compensation Committee of our Company on April 19, 2021, through which the stock appreciation rights ("SARs") were included as part of the ESOP 2010.

"In terms of the Stock Purchase Plan an offer of Equity Shares of the Company or appreciation in the price of Equity Share over and above the exercise price shall be made to the eligible employees based on the performance of the participant or such other criteria as decided by the compensation committee. The offer of Equity Shares is required to specify the number of Equity Shares offered under the Stock Purchase Plan, the share price at which the Equity Shares will be transferred from the Indiabulls Employee Welfare Trust (''Trust'') to the employee, fulfilment of the performance and other conditions, if any, subject to which Equity Shares shall be transferred and the other terms and conditions thereof.

In terms of the Stock Appreciation Rights Plan, the SARs shall be awarded by the Trust to the eligible employees of our Company and/or Subsidiaries, which shall include recurring awards to the same employee, based upon the performance of the participant or such other criteria as may be decided by the compensation committee. Under the Stock Appreciation Rights Plan, the vesting period cannot be for a period less than one year from the date of awarding the SARs.

The Trust had acquired 3,125,164 Equity Shares from the secondary market during financial year 2021, which had been and are currently held by the Trust, and these have been appropriated/granted to the employees of our Company and/or our Subsidiaries, in pursuance and in compliance with applicable SEBI Employee Benefit Regulations. As per the vesting schedule, 100% SARs shall vest at the expiry of one year from the date of its grant and the rights can be exercised within a period of five years from such vesting date.

During the year ended 31 March 2023, some of the eligible employees holding Share appreciation rights (''SARs'') exercised their SARs to receive the appreciation against such SARs. The employee welfare trust ("trust") which held 3,125,164 equity shares of the Company, at the beginning of the year, sold 2,525,164 equity shares, in the open market and passed on the benefit to the Company which in turn passed on the benefit to the eligible employees. The trust still holds 600,000 equity shares of the Company as at the year ended 31 March 2023.

Indiabulls Real Estate Limited Employees Stock Options Plan 2011 (IV)

During the year ended 31 March 2012, the board of directors and shareholders of the Company have given their consent to create, issue, offer and allot, to the eligible employees of the Company and its subsidiary companies, stock options not exceeding 15,000,000 in number, representing 15,000,000 equity shares of face value of ''2 each, and accordingly the Employee Stock Option Scheme 2011 ("IBREL ESOS 2011") has been formed. As per the scheme exercise price will be the market price of the equity shares of the Company, being the latest available closing price, prior to the date of grant or as may be decided by the board or compensation committee. However, compensation committee of the board has not yet granted any options under IBREL ESOP 2011 Scheme.

Note - 54

Reconciliation of liabilities arising from financing activities pursuant to Ind AS 7 - Cash flows. The changes in the Company''s liabilities arising from financing activities can be classified as follows:

Segment reporting

The Company''s primary business segment is reflected based on principal business activities carried on by the Company i.e. purchase, sale, real estate properties advisory, construction and development of real estate properties and all other related activities which as per Ind AS 108 on ''Operating Segments" is considered to be the only reportable business segment. The Company derives its major revenues from real estate properties advisory business (largely from related parties). The Company is operating in India which is considered as a single geographical segment.

Note - 56

As at 31 March 2023, the Company''s financial assets are more than 50 per cent of its total assets (netted of by intangible assets) and income from financial assets is more than 50 per cent of the gross income of the Company. However, basis consolidated financial position, the Company''s financial assets and income from financial assets does not meet the said criteria. The Company was incorporated with an objective of carrying on the business of construction and development of real estate properties and has been carrying the above business in line with the objects clauses stated in its articles of association. Accordingly, the Management basis the legal opinion obtained from an independent legal expert believes that the principal business of the Company is not that of Non-Banking Financial Company and hence it is not required to obtain certificate of registration as a Non-Banking Financial Company under section 45IA of the Reserve Bank of India Act, 1934.

Note - 57

During year ended 31 March 2021, the Board of Directors of the Company had considered and approved the proposal of merger of NAM Estates Private Limited ("NAM Estates") and Embassy One Commercial Property Development Private Limited ("NAM Opco") both Embassy group entities with the Company ("Amalgamation"). The proposed Amalgamation will be achieved through a cashless composite scheme of amalgamation of NAM Estates and NAM Opco into the Company, in accordance with Section 230-232 of the Companies Act, 2013 read with the rules framed thereunder, as amended, and the Securities and Exchange Board of India circular no. CFD/DIL3/CIR/2017/21 dated 10 March 2017, as amended and other applicable regulations and provisions, subject to necessary statutory and other approvals ("Scheme"). Upon effectiveness of the Scheme, IBREL will issue its equity shares, in accordance with the approved share swap ratios, to the shareholders of NAM Estates and NAM Opco, which will include Embassy promoter and promoter entities, Embassy institutional investors and other shareholders. For the proposed Amalgamation and arriving to share swap ratio, IBREL is valued at '' 92.50 per share. The Scheme had been granted approval by Competition

Commission of India ("CCI") and SEBI/Stock exchanges. The Company had filed the requisite joint application with jurisdictional bench of NCLT, for its approval to the Scheme of Merger.

The Hon''ble National Company Law Tribunal, Chandigarh Bench ("NCLT"), NCLT vide its order dated 23 December 2021, had directed the Company to convene a meeting of its shareholder on 12 February 2022, through Video Conference/Other Audio Visual Means, under the Chairmanship of NCLT appointed Chairperson, to seek approval of shareholders of the Company to the proposed Scheme of Merger.

The Equity shareholders of the Company, at their meeting held on 12 February 2022, have approved, with requisite majority, the proposed Scheme of Amalgamation of NAM Estates Private Limited, Embassy One Commercial Property Developments Private Limited and Indiabulls Real Estate Limited and their respective shareholders and creditors.

The Hon''ble National Company Law Tribunal ("NCLT"), Chandigarh Bench, on 09 May 2023, pronounced an order, pursuant to which the sanction to the Merger has been withheld. The Board of Directors of the Company, in their meeting held on 17 May 2023, has discussed and evaluated legal options available with the Company and decided to challenge the said Order by filing an appeal before the Hon''ble National Company Law Appellate Tribunal ("NCLAT"), New Delhi. The Board has further authorized the Reorganization Committee to take necessary steps in this regard.

Note - 58

The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the Company towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released draft rules for the Code on Social Security, 2020 on November 13, 2020, and has invited suggestions from stake holders which are under active consideration by the Ministry. Based on an initial assessment by the Company, the additional impact on Provident Fund contributions by the Company is not expected to be material, whereas, the likely additional impact on Gratuity liability/ contributions by the Company could be material. The Company will complete their evaluation once the subject rules are notified and will give appropriate impact in the financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.

Note - 59

During the year ended 31 March 2023 and 31 March 2022 the company has not been recognised any revenue as per Ind AS 115. Note - 60

Previous year numbers have been regrouped/reclassified wherever considered necessary.

Out of this, '' 4.40 million (31 March 2022: ''60.20 million) pertains to Mariana Infrastructure Limited (erstwhile wholly owned subsidiary) which has been sold during the financial year 2019-20 and as per definitive agreement, any tax demands relating to periods prior to the date of definitive agreement shall be borne by the Company.

Legal Case :

The Company is subject to legal proceedings and claims, which have arisen in the ordinary course of business. The Company''s Management reasonably expects that these legal actions, when ultimately concluded and determined, will not have a material and adverse effect on the Company''s results of operations or financial condition.

B. Commitments

The Company has undertaken to provide Continued financials supports to certain subsidiaries as and when required.

Mar 31, 2021

(a) During the year, a wholly owned subsidiary of the Company namely Shoxell Holding Limited has bought back 40 shares from the Company for an aggregate consideration of '' 7591.76 lakhs and accordingly, the Company has recognized profit on buyback amounting to '' 596.41 lakhs in these financials statements.

(b) During the previous year, a wholly owned subsidiary of the Company namely Dev Property Development Pic (''DPD'') has bought back 137,619,572 shares from the Company for an aggregate consideration of '' 84,959.50 lakhs and accordingly, the Company has recognized loss on buyback amounting to '' 23,929.92 lakhs in these financials statements.

(c) During the previous year, the Company has set up an employees welfare trust titled "Indiabulls Real Estate Limited -Employees Welfare Trust" (the "Trust") to efficiently manage the current as well as any future share based employees benefits schemes. Please refer note 19A(iii) and 19A(vii).

*All the investment in subsidiaries are measured at cost as per Ind AS 27 ''Separate Financial Statements''

**Face value of '' 10 each unless otherwise stated.

## Face value of '' 1,000 each unless otherwise stated.

a Face value of '' 1,000 each and coupon rate is 0.0001%, unless otherwise stated.

^AAFace value of '' 10,000,000 each unless otherwise stated.

^AAAThe investments include the investment booked for subsidiaries on account of stock options issued to employees of those subsidiaries.

### including interest accrued on bonds

vii During the year ended 31 March 2021, the Company, through its established trust "Indiabulls Real Estate Limited - Employees Welfare Trust" (the "Trust") had in compliance with SEBI (Share Based Employee Benefits) Regulations, 2014 purchased its 31,25,164 Equity shares from the open market, for the implementation and administration of its employees benefit schemes. The face value of these shares have been deducted from the paid-up share capital of the Company, and the excess of amount paid over face value for their acquisition have been adjusted in the other equity

viii Aggregate number of shares bought back

c. During the year ended 31 March 2017, 28,250,000 equity shares were bought back at an average price of '' 78.01 per share from the open market through stock exchanges using electronic trading facilities of BSE Limited (''BSE'') and National Stock Exchange of India Limited (''NSE'') in accordance with section 68, 69 and 70 and all other applicable provisions, if any, of the Companies Act, 2013 and SEBI Regulation 1998.

General reserve

The Company is required to create a general reserve out of the profits when the Company declares dividend to shareholders. Capital reserve

Debenture redemption reserve

The Company is required to create a debenture redemption reserve out of the profits which are available for redemption of debentures.

Capital redemption reserve

The same has been created in accordance with provisions of Companies Act for the buy back of equity shares from the market. Deferred employee compensation reserve

The reserve is used to recognised the grant date fair value of the options issued to employees under Company''s employee stock option plan.

Securities premium reserve

Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with provisions of the Companies Act 2013.

Retained earnings

Retained earnings is used to record balance of statement of profit and loss.

Fair valuation of equity instruments

Treasury Shares

ii Repayment terms (including current maturities) and security details for term loan from banks:

a During the year ended 31 March 2020, the Company had availed term loan of '' 10,400.00 lakhs from RBL Bank Limited and interest payable monthly, secured by exclusive charge by way of registered mortgage over 19 identified unsold properties in Tower - A of the project "BLU Estate and Club" (project in one of the subsidiary company) along with proportionate undivided share of land, common area, common amenities and car parks pertaining to said properties. The loan was repayable in 12 equal monthly installments post the principal moratorium period of 6 months altough the entire loan has been repaid during the current year. The rate of interest was 11.50% p.a. (RBL Bank''s MCLR plus spread). The outstanding balance as at 31 March 2021 is '' Nil (31 March 2020: '' 7,715.63 lakhs).

b During the year ended 31 March 2019, the Company had availed term loan of '' 100,000.00 lakhs from Yes Bank Limited

and interest payable monthly, secured by first pari passu charge by way of equitable mortgage on immovable properties located at various locations and owned by certain subsidiary companies. The loan was repayable in three installments at 30%, 35% and 35% at the end of 21st month, 24th month and 27th month from the date of first disbursement altough the entire loan has been repaid during the current year. The rate of interest was 10.90% p.a. (Yes Bank''s MCLR plus spread). The outstanding balance as at 31 March 2021 is '' Nil (31 March 2020: '' 99,350.46 lakhs).

c During the year ended 31 March 2018, the Company had availed term loan of '' 10,000.00 lakhs from RBL Bank Limited and interest payable monthly, secured by first pari passu charge by way of equitable mortgage on immovable properties located at Savroli and owned by certain subsidiary companies. The loan was repayable in three installments at 20%, 30% and 50% at the end of one year, two year and three year from the date of disbursement altough the entire loan has been repaid during the current year. The rate of interest was 11.35% p.a. (RBL Bank''s overnight MCLR). The outstanding balance as at 31 March 2021 is '' Nil (31 March 2020: '' 4,987.05 lakhs).

d During the year ended 31 March 2018, the Company had availed term loan of '' 5,000.00 lakhs from RBL Bank Limited and interest payable monthly, secured by exclusive charge by way of equitable mortgage on immovable properties located at Gurugram and owned by certain subsidiary companies. The loan was repayable in three installments at 20%, 30% and 50% at the end of one year, two year and three year from the date of disbursement altough the entire loan has been repaid during the current year. The rate of interest was 11.35% p.a. (RBL Bank''s overnight MCLR). The outstanding balance as at 31 March 2021 is '' Nil (31 March 2020: '' 2,493.68 lakhs).

e During the year ended 31 March 2015, the Company had availed term loan of '' 28,000.00 lakhs from Axis Bank Limited and interest payable monthly, primarily secured by mortgage on immovable properties situated at Savroli held and owned by the certain subsidiary companies. The loan was further secured by collateral security on immovable properties of certain subsidiary companies. Additionally, the aforesaid term loan was also secured by way of pari-passu charge on all the project related receivables, if any, of its certain subsidiary companies. Further, there was corporate guarantee issued by its certain subsidiary Companies. The loan was repayable in 16 equal quarterly installments after moratorium period of two years from date of first disbursement altough the entire loan has been repaid during the current year. The rate of interest was 9.55% p.a. (Axis Bank''s six month MCLR plus spread). The outstanding balance as at 31 March 2021 is '' Nil (31 March 2020: '' 3,485.69 lakhs).

Earnings per share (EPS)

Earnings per Share (''EPS'') is determined based on the net profit attributable to the shareholders'' of the Company. Basic earnings per share is computed using the weighted average number of shares outstanding during the year. Diluted earnings per share is computed using the weighted average number potential equity shares outstanding during the year including share options, except where the result would be anti-dilutive. Weighted average number of equity shares includes impact of buy back of equity shares during the year.

Note - 36

Fair value measurements (i) Fair value hierarchy

Financial assets and financial liabilities measured at fair value in the financial statements are grouped into three Levels of a fair value hierarchy. The three Levels are defined based on the observability of significant inputs to the measurement, as follows:

Level 1: quoted prices (unadjusted) in active markets for financial instruments.

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

Level 3: unobservable inputs for the asset or liability.

iii) Risk Management

A) Credit risk

(B) Liquidity risk

Note - 42

Lease related disclosures as per Ind AS 116

During the financial year 2019-20, the Company had leases for office premises.. With the exception of short-term leases and leases of low-value underlying assets, each lease is reflected on the balance sheet as a right-of-use asset and a lease liability. Variable lease payments which do not depend on an index or a rate are excluded from the initial measurement of the lease liability and right of use assets. The Company has presented its right-of-use assets in in the balance sheet separately from other assets.

Share based payments

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

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

Indiabulls Real Estate Limited Employees Stock Options Plan 2010 (III)

During the year ended 31 March 2011, the Board of Directors and shareholders of the Company have given their consent to create, issue, offer and allot to the eligible employees of the Company and its subsidiary companies, stock options / share benefits not exceeding 30,000,000 in number, representing 30,000,000 equity shares of face value of R2 each of the Company, accordingly the Employee Stock Option Plan - 2010 ("IBREL ESOP 2010" or "Plan-III")) has been formed. During the year ended 31 March 2016, Board of Directors of the Company, at its meeting held on 26 June 2015, re-granted (original grant was of date 14 November 2015) under the "Indiabulls Real Estate Limited Employees Stock Options Plan - 2010", 10,500,000 stock options to eligible employees of the Company and its subsidiary companies representing an equal number of equity shares of face value of R 2 each in the Company, at an exercise price of R 54.50, being the closing market price of previous day on the National Stock Exchange of India Limited. The stock options so granted have vested within 5 years beginning from 26 June 2016, the first vesting date, and can be exercised within a period of five years from the relevant vesting date.

Segment reporting

Note - 47

During the previous year 31 March 2020, the Company had received the approval of the National Company Law Tribunal (''Hon''ble NCLT''), Principal Bench, New Delhi to the Scheme of Arrangement (''the Scheme'') between Indiabulls Real Estate Limited (''petitioner/transferee company''), India Land and Properties Limited (''transferor company''), Kosmo One Indiabulls Business Park Limited (Formerly known as Indiabulls Infrastructure Limited) (''resulting company'') and their respective shareholders and creditors, pursuant to Sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The Company has filed the Scheme with Registrar of Companies (''ROC'') on 19 March 2020. In pursuant to the Scheme, the Company has acquired redeemable preference shares amounting to '' 45,000.00 lakhs issued by one of the wholly owned subsidiary of the Company and other assets amounting to '' 1,520.00 lakhs from the transferor company. The approval of the Scheme was part of overall transaction to divest 100% stake in resulting company (owning Chennai assets). Further, the Company has also valued the remaining stake in resulting company (classified as assets held for sale) at fair value of '' 9,000.12 lakhs and thus, recognised net gain on the said transaction amounting to '' 24,313.64 lakhs in these financial statements.

Note - 48

During the previous year ended 31 March 2020, the Company had got a fixed consideration amounting to ''13,707.00 lakhs to the Company as full and final settlement against one of its projects. As a result of this, the Company had surrendered and relinquished all its rights, titles and interest of any nature in respect of the said project. Accordingly, the Company has recognized revenue of '' 13,707.00 lakhs and written off the carrying cost of the inventory of '' 7,042.57 as cost of sales in these standalone financial statements.

Note - 49

During the previous year ended 31 March 2020, the Board of Directors (''the Board'') of the Company at its meeting held on 31 January 2020, have discussed and approved in-principally the proposal of the merger of certain ongoing, completed and planned residential and commercial projects of Embassy Property Developments Private Limited (''Embassy'') with the Company. The Board had constituted a Reorganization Committee to examine and evaluate the options to implement the aforementioned merger proposal, including appointment of valuers, merchant bankers, and other intermediaries to prepare and present a draft scheme and related documents, including the valuation reports, fairness opinion, share swap ratio etc., to be placed before the Board for its consideration and final approval. Additionally, Embassy has also reached at an advanced stage of discussions with certain foreign financial investors (''investors'') for an investment of up to USD 200 million.

Subsequently in the Current year, the Board of Directors of the Company had considered and approved the proposal of merger of NAM Estates Private Limited ("NAM Estates") and Embassy One Commercial Property Development Private Limited ("NAM Opco") both Embassy group entities with the Company ("Amalgamation"). The proposed Amalgamation will be achieved through a cashless composite scheme of amalgamation of NAM Estates and NAM Opco into the Company, in accordance with Section

230-232 of the Companies Act, 2013 read with the rules framed thereunder, as amended, and the Securities and Exchange Board of India circular no. CFD/DIL3/CIR/2017/21 dated 10 March 2017, as amended and other applicable regulations and provisions, subject to necessary statutory and other approvals ("Scheme"). Upon effectiveness of the Scheme, the Company will issue its equity shares, in accordance with the approved share swap ratios, to the shareholders of NAM Estates and NAM Opco, which will include Embassy promoter and promoter entities, Embassy institutional investors and other shareholders. For the proposed Amalgamation and arriving to share swap ratio, IBREL is valued at Rs 92.50 per share.

During the year, the Scheme has been granted approval by Competition Commission of India ("CCI") and SEBI/Stock exchanges. Note - 50

The Company has already obtained approval of Board of Directors (''the Board'') to buy-back up to 5 crore fully paid-up equity shares of face value Rs. 2 each of the Company, representing approximately 11% of its total existing paid-up equity capital, at Rs. 100 per equity share, aggregating to total buyback size of Rs. 50,000 lakhs, through the "Tender Offer" route, as prescribed under SEBI (Buy-Back of Securities) Regulations, 2018 and the Companies Act, 2013 and rules made thereunder, as amended (hereinafter referred to as the "Buyback"), post completion of on-going scheme of arrangement of Chennai assets, which has been filed by the Company with Registrar of Companies on 19 March 2020, the Company is now eligible to launch the buy-back and hence the Board constituted Buyback Committee and has advised the Company''s management to initiate the process of obtaining Company''s shareholders approval through the process of postal ballot to implement the proposed buy-back. The proposed buy-back has been withdrawn by the board during the current financial year.

Note - 51

The pandemic of Corona Virus (COVID-19) has caused unprecedented havoc to the economic activity all around the Globe. The complete lock down announced on 24 March 2020 by the Government of India brought the wheels of economic activity to a grinding halt. The operations are slowly and gradually resuming and expected to reach pre - COVID 19 level in due course of time. The Company is continuously and closely observing the unfolding situation and will continue to do so. The Company has considered the possible impact of COVID-19 in preparing the financial statements including the recoverable value of its assets and its liquidity position based on internal and external information up to the date of approval of these financial statements

Note - 52

As at 31 March 2021, the Company''s financial assets are more than 50 per cent of its total assets (netted of by intangible assets) and income from financial assets is more than 50 per cent of the gross income of the Company. However, basis consolidated financial position, the Company''s financial assets and income from financial assets does not meet the said criteria. The Company was incorporated with an objective of carrying on the business of construction and development of real estate properties and has been carrying the above business in line with the objects clauses stated in its articles of association. Accordingly, the Management basis the legal opinion obtained from an independent legal expert believes that the principal business of the Company is not that of Non-Banking Financial Company and hence it is not required to obtain certificate of registration as a Non-Banking Financial Company under section 45IA of the Reserve Bank of India Act, 1934.

B. Contract balances

There is no contract asses and liabilities from contract with customers:

Contract asset is the right to consideration in exchange for goods or services transferred to the customer. Contract assets (unbilled receivables) are transferred to receivables when the rights become unconditional and contract liabilities are recognised as and when the performance obligation is satisfied.

Note - 54

The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the Company towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released draft rules for the Code on Social Security, 2020 on November 13, 2020, and has invited suggestions from stake holders which are under active consideration by the Ministry. Based on an initial assessment by the Company, the additional impact on Provident Fund contributions by the Company is not expected to be material, whereas, the likely additional impact on Gratuity liability/ contributions by the Company could be material. The Company will complete their evaluation once the subject rules are notified and will give appropriate impact in the financial results in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.

Note - 55

Previous year numbers have been regrouped/reclassified wherever considered necessary.

Mar 31, 2018

Significant management judgements

Recognition of deferred tax assets - The extent to which deferred tax assets can be recognized is based on an assessment of the probability of the future taxable income against which the deferred tax assets can be utilized. In addition, significant judgement is required in assessing the impact of any legal or economic limits or uncertainties in various tax jurisdictions.

Evaluation of indicators for impairment of assets - The evaluation of applicability of indicators of impairment of assets requires assessment of several external and internal factors which could result in deterioration of recoverable amount of the assets.

Classification of leases - The Group enters into leasing arrangements for various assets. The classification of the leasing arrangement as a finance lease or operating lease is based on an assessment of several factors, including, but not limited to, transfer of ownership of leased asset at end of lease term, lessee''s option to purchase and estimated certainty of exercise of such option, proportion of lease term to the asset''s economic life, proportion of present value of minimum lease payments to fair value of leased asset and extent of specialized nature of the leased asset.

Recoverability of advances/receivables - At each balance sheet date, based on historical default rates observed over expected life, the management assesses the expected credit losses on outstanding receivables and advances. Provisions - At each balance sheet date basis the management judgment, changes in facts and legal aspects, the Group assesses the requirement of provisions against the outstanding contingent liabilities. However the actual future outcome may be different from this judgement.

Significant estimates

The following are significant estimates in applying the accounting policies of the Group that have the most significant effect on the financial statements.

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

Useful lives of depreciable/amortisable assets - Management reviews its estimate of the useful lives of depreciable/amortisable assets at each reporting date, based on the expected utility of the assets. Uncertainties in these estimates relate to technical and economic obsolescence that may change the utilization of asset.

Defined benefit obligation (DBO) - Management''s estimate of the DBO is based on a number of critical underlying assumptions such as standard rates of inflation, mortality, discount rate and anticipation of future salary increases. Variation in these assumptions may significantly impact the DBO amount and the annual defined benefit expenses.

Fair value measurements - Management applies valuation techniques to determine the fair value of financial instruments (where active market quotes are not available) and non-financial assets. This involves developing

estimates and assumptions consistent with how market participants would price the instrument. Management uses the best information available. Estimated fair values may vary from the actual prices that would be achieved in an arm''s length transaction at the reporting date.

Valuation of investment property - Investment property is stated at cost. However, as per Ind AS 40 there is a requirement to disclose fair value as at the balance sheet date. The Group engaged independent valuation specialists to determine the fair value of its investment property as at reporting date.

The determination of the fair value of properties requires the use of estimates such as future cash flows from the assets (such as lettings, future revenue streams, capital values of fixtures and fittings, any environmental matters and the overall repair and condition of the property) and discount rates applicable to those assets. In addition, development risks (such as construction and letting risk) are also taken into consideration when determining the fair value of the properties under construction. These estimates are based on local market conditions existing at the balance sheet date.

(i) The Group has unabsorbed business losses and unabsorbed depreciation of '' 117,507.96 lakhs (31 March 2017: '' 123,428.88 lakhs ) on which no deferred tax asset is created as there is no convincing evidence which demonstrates probability of realization of deferred tax asset in the near future.

(ii) The Group did not recognise deferred tax liability '' 62,108.85 lakhs (31 March 2017: '' 2,548.69 lakhs) with respect to unremitted retained earnings of Group subsidiaries and joint ventures wherever it controls the timing of the distribution of profits and it is probable that the subsidiaries and joint ventures will not distribute the profits in the foreseeable future.

Notes :

(i) During the year ended 31 March 2018, the Group has inventorised borrowing cost of '' 19,655.92 lakhs (31 March 2017: '' 35,476.49 lakhs) to cost of real estate project under development. The Group entities has capitalised the interest expense related to specific borrowings obtained for real estate project under development.

(ii) The weighted average rate of interest capitalisation is in the range of 7.45% to 12% basis the underlying borrowings of respective entities.

(iii) Inventories amounting to '' 178,443.29 lakhs (31 March 2017: '' 436,672.31 lakhs) have been pledged/mortgaged as security for liabilities.

(i) Trade receivables amounting to '' 263,516.67 lakhs (31 March 2017: '' 345,233.01 lakhs, ) have been pledged/ mortgaged as security for liabilities.

Notes :

(i) Bank deposits (including bank deposits included under Note 12A and Note 19) of '' 8,438.60 lakhs (31 March 2017: '' 15,286.78 lakhs) have been pledged against bank guarantees, letter of credit and overdraft facility.

(ii) Bank deposits (including bank deposits included under Note 12A and Note 19) of '' 2,415.50 lakhs (31 March 2017: '' 8,365.31 lakhs) have been lien marked as a security for servicing of term loan and debentures interest.

(iii) Bank deposits (including bank deposits included under Note 12A and Note 19) of '' 21.00 lakhs (31 March 2017: '' 5.50 lakhs) have been lien marked as a security for valued added tax registration and for fire no objection certificate.

iv Rights, preferences and restrictions attached to equity and preference shares

The holders of equity shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at meetings of the Holding Company. In the event of liquidation of the Holding Company, all preferential amounts, if any, shall be discharged by the Holding Company. The remaining assets of the Holding Company shall be distributed to the holders of equity shares in proportion to the number of shares held to the total equity shares outstanding as on that date. All shares rank equally with regard to the Company''s residual assets, except that holders of preference shares participate only to the extent of the face value of the shares.

vi Aggregate number of shares issued for consideration other than cash

No shares have been issued for other than cash during the period of five years immediately preceeding 31 March 2018.

vii Aggregate number of shares bought back

a. During the year ended 31 March 2018, 5,796,000 equity shares were bought back at an average price of '' 89.76 per share from the open market through stock exchanges using electronic trading facilities of BSE Limited (''BSE'') and National Stock Exchange of India Limited (''NSE'') in accordance with section 68, 69 and 70 and all other applicable provisions, if any, of the Companies Act, 2013 and SEBI Regulation 1998. b During the year ended 31 March 2017, 28,250,000 equity shares were bought back at an average price of '' 78.01 per share from the open market through stock exchanges using electronic trading facilities of BSE Limited (''BSE'') and National Stock Exchange of India Limited (''NSE'') in accordance with section 68, 69 and 70 and all other applicable provisions, if any, of the Companies Act, 2013 and SEBI Regulation 1998. c During the year ended March 31, 2013, 50,000,000 equity shares were bought back at an average price of '' 54.64 per share from the open market through stock exchanges using electronic trading facilities of BSE Limited (''BSE'') and National Stock Exchange of India Limited (''NSE'') in accordance with section 77A, 77AA and 77B of the Companies Act, 1956 and SEBI Regulation 1998.

viii Shares reserved for issue under options

For details of shares reserved for issue under the Employee Stock Option Plan (ESOP) of the Holding Company, refer note 44.

iv Rights, preferences and restrictions attached to optionally convertible redeemable preference shares ("OCRPS")

0.00001% Optionally convertible redeemable preference shares of face value of '' 10 each fully paid up, The payment of dividend shall be on non-cumulative basis. Subject to the provisions of the Company Act 2013, the OCRPS shall be optionally convertible, at sole discretion of the issuer company, at any time in one or more tranches within a period not exceeding 20 years from the date of allotment at the price which shall be the face value of the equity shares of the issuer company.

Subject to the the provisions of the Company Act 2013, the OCRPS shall be redeemable, at cash, on the expiry of 20 years from the date of allotment, at the lower of either (i) an appropriate discount to the fair value of the equity shares (on the date of such redemption) of the issuer company, assuming conversion, OR (ii) issue price of OCRPS (including securities premium, if any).

vi Aggregate number of preference shares issued for consideration other than cash

No preference shares have been issued for consideration other than cash during the period of five years immediately preceding 31 March 2018.

vii Aggregate number of preference shares bought back

No preference shares have been bought back during the period of five years immediately preceding 31 March 2018.

viii Shares reserved for issue under options

No preference shares have been reserved for issue under options.

Nature and purpose of other reserves General reserve

The Holding Company is required to create a general reserve out of the profits when the Company declares dividend to shareholders.

Capital reserve

The Holding Company has issued share warrants in the earlier years. This reserve is created on account of forfeiture of share application money received on account of issuance of share warrants as share warrants holders did not exercise their rights.

Debenture redemption reserve

The Holding Company and its subsidiaries (wherever debenture balances are outstanding) are required to create a debenture redemption reserve out of the profits which are available for redemption of debentures.

Capital redemption reserve

The same has been created in accordance with provisions of the Companies Act, 2013 for the buy back of equity shares from the market.

Deferred employee compensation reserve

The reserve is used to recognized the expense related to stock options issued to employees under Holding Company''s employee stock option plans.

Securities premium reserve

Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with provisions of the Companies Act, 2013.

Capital reserve on consolidation

This is on acquisition and/or disposal/dilution of investment in subsidiaries/associates by the Group at different point in time. It has resulted in a capital reserve on consolidation (after netting off goodwill arising on such acquisitions and/or disposals).

** These non-convertible debentures are listed on Wholesale Debt Market (WDM) segment of National Stock Exchange of India Limited and remaining non-convertible debentures are listed on Wholesale Debt Market (WDM) segment of BSE Limited.

(ii) Repayment terms (including current maturities) and security details for term loan from banks:

a Term loan of Rs, Nil lakhs (31 March 2017 : Rs, 145,502.44 lakhs) are secured against immovable properties both present and future, exclusive and or pari passu mortgage/assignment by way of security of all rights, title, interest, claims, benefits and demands under the project documents of one of the subsidiary company repayable in range of 108 to 120 monthly instalments from the date of disbursement. b Term loan of Rs, Nil Lakhs (31 March 2017 : Rs, 197,435.13 lakhs) are secured against immovable properties both present and future, exclusive and or pari passu mortgage/assignment by way of security of all rights, title, interest, claims, benefits and demands under the project documents of one of the subsidiary companies repayable in range of 108 to 144 monthly installments from the date of disbursement. Loan to extent of Rs, Nil lakhs (31 March 2017 :

Rs, 24,955.98) is further repayable in 13 Quarterly instalments from the date of disbursement.

d During the year ended 31 March 2018, the subsidary company entered into borrowing arrangement to finance the construction and development of the real estate project by signing a construction term loan arrangement with Bank of India Limited ("BOI") of Rs, 50,000.00 lakh as per below details. The rate of interest as on 31 March 2018 is 9.10% p.a.

#The Loan are secured by -

i.) exclusive charge on all the present and future movable property, plant and equipment and immovable property of the project in proportion to the unsold area of 13,63,581 sq ft together with the saleable FSI and present/future transerable development right to be constructed on all that pieces and parcels of land.

ii.) exclusive charge by way of hypothecation of all current assets of the projects.

iii.) exclusive charge/assignment of all revenues receivables and escrow account of the project to be maintained with the Bank. Assignment /agreement to assign by way of charge in favour of security trustee, all the rights, titles, benefit and interest of the projects from all contract, insurance, licenses in, to, and under all assets of the project and project documents (including but not limited to the right to use agreement, etc).

#Term Loan of Rs, 30,000.00 Lakh shall be repayable in 12 structured instalments from the last day of the quarter from the disbursement of loan.

e One of the subsidiary company had availed GBP 32.5 million secured term loan from Deutsche Bank Luxembourg

S.A. to part finance the acquisition of 22 and 23 Hanover Square, London. The facility was due on 10 July 2018. The borrowing entity has an option to prepay the whole or any part of the facility within 5 business daysRs, prior notice (but, if in part, being an amount that reduces the amount of the loan by a minimum amount of GBP

1.000.000). The facility is secured by way of pledge over 22-23 Hanover Square. The term loan was prepaid during the year ended 31 March 2018.

f One of the subsidiary company had availed GBP 73.9 million secured term loan from Deutsche Bank Luxembourg

S.A. to part finance the acquisition of 22 and 23 Hanover Square, London. The facility was due on 10 July 2018. The borrowing entity had an option to prepay the whole or any part of the facility within 5 business days'' prior notice (but, if in part, being an amount that reduces the amount of the loan by a minimum amount of GBP

1.000.000). The facility was secured by way of pledge over 22-23 Hanover Square. The term loan was prepaid during the year ended 31 March 2018.

g During the year ended 31 March 2018, one of the subsidiary company had availed GBP 55 million secured term loan from Deutsche Bank Luxembourg S.A. to refinance existing indebtness in repect of 22 and 23 Hanover Square, London. The facility is due on 19 December 2018. The borrowing entity has an option to prepay the whole or any part of the facility within 5 business days'' prior notice (but, if in part, being an amount that reduces the amount of the loan by a minimum amount of GBP 1,000,000). The facility was secured by way of pledge over 22-23 Hanover Square. The rate of interest as on 31 March 2018 is 7.45% p.a.

h During the year ended 31 March 2017, one of the subsidiary company have availed '' 10,000.00 lakhs term loan from Ratnakar Bank limited secured against immovable properties both present and future, exclusive and/or Pari passu mortgage/assignment by way of security of all rights, title, interest, claims, benefits and demands under the project documents. Loan is repayable in 6 fixed half yearly instalmentâs from the date of disbursement. The outstanding balance as at 31 March 2018 is '' 6,642.87 lakhs ( 31 March 2017 '' 9,948.75). The rate of interest as on 31 March 2018 is 9.05% p.a.

i During the year ended 31 March 2015, one of the subsidiary company has availed Rs, 1,300.00 lakhs term loan from Axis Bank Limited, secured against immovable properties owned by the Company and equitable mortgage of immovable property of one of other subsidiary company. The term loan is repayble in 11 fixed quarterly instalments beginning from 31 March 2015. The outstanding balance as at 31 March 2018 is Rs, Nil lakhs (31 March 2017: Rs, 2,357.61 lakhs).

j During the year ended 31 March 2018, the Company has availed term loan of Rs, 10,000.00 lakhs from Ratnakar Bank Limited and interest payable monthly, secured by first pari passu charge by way of equitable mortgage on immovable properties located at Savroli and owned by certain subsidiary companies. The loan is repayable in three installments at 20%, 30% and 50% at the end of one year, two years and three years from the date of disbursement. The rate of interest as on 31 March 2018 is 9.00% p.a. The outstanding balance as at 31 March 2018 is Rs, 9,928.52 lakhs (31 March 2017: Rs, Nil).

k During the year ended 31 March 2018, the Company has availed term loan of Rs, 5,000.00 lakhs from Ratnakar Bank Limited and interest payable monthly, secured by exclusive charge by way of equitable mortgage on immovable properties located at Gurugram and owned by certain subsidiary companies. The loan is repayable in three instalmentâs at 20%, 30% and 50% at the end of one year, two years and three years from the date of disbursement. The rate of interest as on 31 March 2018 is 9.00% p.a. The outstanding balance as at 31 March 2018 is Rs, 4,964.17 lakhs (31 March 2017: '' Nil).

l During the earlier years, one of the subsidiary company has entered into borrowing arrangement to finance the construction and development of real estate project by signing a term loan (for construction purposes) arrangement with Yes Bank Limited (''YBL'') of '' 60,000 lakhs.

YBL subsequently novated the loan of '' 30,000.00 lakhs vide deed of novation dated 25 March 2013 in favour of Bank of India, Vijaya Bank, State Bank of Bikaner & Jaipur. Further, YBL novated the loan of Rs, 15,000.00 lakhs vide deed of novation dated 27 June 2013 in favour of Corporation Bank.

Further, the said subsidiary company has entered into borrowing agreement with State Bank of India to re-finance the existing term loan for Rs, 38,764.43 lakhs on dated 29 October 2015 and the existing term loan with YBL, Vijaya Bank, Bank of India and Corporation Bank were pre-paid. The details are as follows:

Term loan were secured against immovable properties both present and future, exclusive and/or pari passu mortgage/assignment by way of security of all rights, title, interest, claims, benefits and demands under the project documents. Loan to the extent of Rs, 38,765.00 lakhs is repayable in 7 fixed quarterly installments from the date of disbursement. The outstanding amount as at 31 March 2017 amounts to Rs, 11,075.55 lakhs (with State Bank of India) and the same has been repaid during the current year.

m During the year ended 31 March 2015, the Company has availed term loan of Rs, 28,000.00 lakhs from Axis Bank Limited and interest payable monthly, primarily secured by mortgage on immovable properties situated at Savroli held and owned by the certain subsidiary companies. The loan is further secured by collateral security on immovable properties of certain subsidiary companies. Additionally, the aforesaid term loan is also secured by way of pari-passu charge on all the project related receivables, if any, of its certain subsidiary companies. The loan is repayable in 16 equal quarterly installments after moratorium period of two years from date of first disbursement. The rate of interest as on 31 March 2018 is 9.65% p.a. (Axis BankRs,s six month MCLR plus spread). The outstanding balance as at 31 March 2018 is Rs, 17,256.61 lakhs (31 March 2017: Rs, 24,052.15 lakhs).

n Term loan was taken from Oriental Bank of Commerce and is secured against first exclusive charge upon (a) movable and immovable properties both present and future, (b) all escrow and common account maintenance (CAM) charges accounts opened in relation to the facility and (c) all receivables (present and future) from tenants / lessees in respect of commercial space at One India bulls Park, Chennai. Loan is repayable in 144 structured monthly instalmentâs from the date of disbursement. The loan was repaid during the financial year ended 31 March 2018. The balance outstanding is Rs, Nil (31 March 2017: Rs, 40,241.04 lakhs).

o During the current year, on 28 September 2017, one of the subsidiary has taken a new term loan of Rs, 50,000.00 lakhs from Oriental Bank of Commerce agianst (a) exclusive mortgage charge over the project Rs,One India bulls ParkRs, (Immovable properties) and hypothecation charge on all the other movable property, plant and equipment (present and future) of the project, (b) exclusive hypothecation charge upon receivable from tenants/ lessees in respect of commercial space at One India bulls Park, Chennai and (c) exclusive charge on all escrow and common account maintenance (CAM) charges accounts opened in relation to the facility. The loan is repayable in 144 structured monthly instalmentâs from the date of disbursement. The balance outstanding is '' 48,996.36 lakhs (31 March 2017: '' Nil). The rate of interest as on 31 March 2018 is 8.44% p.a.

p During the year ended 31 March 2015, one of the subsidiary company had entered into borrowing agreement to finance the construction and development of its real estate project by signing a line of credit term loan agreement with Axis Bank Limited of Rs, 10,000.00 lakhs (overall limit - Rs, 15,000.00 lakhs). The loan was repayable in 16 quarterly structured instalmentâs which commenced from the end of third month from the date of first disbursement which commenced in June 2015. The outstanding balance as at 31 March 2018 is Rs, Nil lakhs (31 March 2017: Rs, 7,414.12 lakh).

(iii) Repayment terms (including current maturities) and security details for Guaranteed senior notes:

During the year ended 31 March 2015, one of the overseas subsidiary company has issued 10.25% Guaranteed Senior Notes due 2019 of an aggregate principal amount of US$175 million, which are listed and traded on the Singapore Exchange Securities Trading Limited (the "Notes"). During the current year, the subsidiary company has decided to recall these notes. The outstanding amount of these note as on 31 March 2018 is Rs, 107,874.25 lakh (31 March 2017: Rs, 32,435.22 lakhs). These senior notes are listed on the Singapore Exchange Securities Trading Limited (''SGX-ST''). As at the year-end, the subsidiary company has elected to, and will redeem, on 30 April 2018 (the ''Redemption Date''), all of the outstanding USD 175 million, 10.25% Senior Notes due 2019 (''Securities''), which were issued by Century Limited under an indenture dated November 12, 2014. Upon redemption of the Securities, the Securities will be cancelled and delisted from the SGX-ST. The rate of interest as on 31 March 2018 is 10.25% p.a.

(iv) Repayment terms (including current maturities) and security details for vehicle loans:

During the year ended 31 March 2015, the Holding Company has availed vehicle loan of Rs, 60.00 lakhs from Axis Bank Limited and interest payable monthly, secured by way of hypothecation on vehicle purchased. This loan is repayable in 60 equated monthly instalmentâs starting from 15 November 2014. The outstanding balance as at 31 March 2018 is Rs, 22.14 lakhs (31 March 2017: Rs, 34.56 lakhs).

Repayment terms and security details for short-term borrowings:

a During the year ended 31 March 2014, the Company has availed line of credit from Aditya Birla Finance Limited. This facility has been renewed during last year amounting to Rs, 6,000.00 lakhs and interest payable quarterly, which is secured by pledge of units of mutual funds. The outstanding balance as at 31 March 2018 is Rs, Nil (31 March 2017: Rs, 5,800.00 lakhs). The pledge on units of mutual fund is being released during the year post repayment. b Maximum balance outstanding during the year is Rs, 99,500.00 lakhs (31 March 2017: Rs, 65,000.00 lakhs).

* Not due for credit to ''Investor Education and Protection fund

** During the previous year ended 31 March 2017, the Group reassessed and changed the use of land in one of the subsidiary company from residential to commercial due to non receipt of no objection certificate from Airport Authority of India. Hence, the amount due to residential customers account of cancellation of flats in the said project (Sky Suite) had been shown as other financial liabilities (current) during the year ended 31 March 2017. Also, the subsidiary company had provided an interest on the refundable amount.

Note - 1

Earnings per share (EPS)

The Group''s Earnings per Share (''EPS'') is determined based on the net profit attributable to the shareholders'' of the Holding Company. Basic earnings per share is computed using the weighted average number of shares outstanding during the year. Diluted earnings per share is computed using the weighted average number of common and dilutive common equivalent shares outstanding during the year including share options, except where the result would be anti-dilutive. Weighted average number of equity shares includes the impact of buy back of equity shares during the year.

Note - 2

Fair value measurement (i) Fair value hierarchy

Financial assets and financial liabilities measured at fair value in the statement of financial position are grouped into three Levels of a fair value hierarchy. The three Levels are defined based on the observability of significant inputs to the measurement, as follows:

Level 1: quoted prices (unadjusted) in active markets for financial instruments.

Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly Level 3: unobservable inputs for the asset or liability.

(iii) Valuation process and technique used to determine fair value

Financial assets -

a) Traded (market) price basis recognised stock exchange for quoted equity instruments.

b) Use of net asset value for mutual funds on the basis of the statement received from investee party.

c) For unquoted equity instruments (except one mentioned in point (d) below) and optionally convertible preference shares, the Group has used adjusted net asset value method which factors fair value of assets and liabilities of investee entity with an adjustment of factors such as lack of liquidity, time elapsed from date of investment etc.

d) One of the unquoted equity instruments is measured using net present value of future cash flow (income approach) discounted at a rate to reflect the risk involved in the business and other critical factors.

a) Credit risk management

i) Credit risk rating

The Group assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of financial assets.

A: Low credit risk B: Moderate credit risk C: High credit risk

In respect of trade receivables, the Group recognises a provision for lifetime expected credit loss.

Based on business environment in which the Group operates, a default on a financial asset is considered when the counter party fails to make payments within the agreed time period as per contract. Loss rates reflecting defaults are based on actual credit loss experience and considering differences between current and historical economic conditions. Assets are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or a litigation decided against the Group. The Group continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognised in statement of profit and loss.

Credit risk related to cash and cash equivalents and bank deposits is managed by only accepting highly rated banks and financial institutions and diversifying bank deposits and accounts in different banks. Credit risk is considered low because the Company deals with highly rated banks and financial institution. Loans and other financial assets measured at amortized cost includes unbilled revenue, long-term bank deposits, security deposits and other receivables. Credit risk related to these financial assets is managed by monitoring the recoverability of such amounts continuously, while at the same time internal control system in place ensure the amounts are within defined limits. Credit risk is considered low because the Company is in possession of the underlying asset. Further, the Company creates provision by assessing individual financial asset for expectation of any credit loss basis 12 month expected credit loss model.

Expected credit loss for trade receivables under simplified approach Real estate business receivables

The Group considers provision for lifetime expected credit loss. Given the nature of business operations, the Group''s receivables from real estate business does not have any expected credit loss as transfer of legal title of properties sold is generally passed on to the customer, once the Group receives the entire consideration and hence, these are been considered as low credit risk assets. Further, during the periods presented, the Group has made no write-offs of receivables.

Rental business receivables

The Group considers provision for lifetime expected credit loss. Given the nature of business operations, the receivables from rental business has low credit risk as the Group holds security deposits against the premises given on rentals. Further, historical trends indicate some shortfall between such deposits held by the Group and amounts due from customers. Hence, with the historical loss experience and forward looking information, the Group has provided expected credit loss in relation to receivables from rental business.

(B) Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group''s approach to managing liquidity is to ensure as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due.

Management monitors rolling forecasts of the Group''s liquidity position and cash and cash equivalents on the basis of expected cash flows. The Group takes into account the liquidity of the market in which the entity operates.

(C) Market risk

(i) Interest rate risk

The Group fixed rate borrowings are not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.

The Group variable rate borrowing is subject to interest rate. Below is the overall exposure of the borrowing:

(ii) Foreign exchange risk

The Group has international transactions and is exposed to foreign exchange risk arising from foreign currency transactions (imports and exports). Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the Group''s functional currency. The Group does not hedge its foreign exchange receivables/payables.

(iii) Price risk

The Group exposure price risk arises from investments held and classified in the balance sheet either as fair value through other comprehensive income or at fair value through profit or loss. To manage the price risk arising from investments in equity securities, the Group diversifies its portfolio of assets.

Sensitivity

Profit or loss and equity is sensitive to higher/lower prices of instruments on the Group profit for the periods -

Note - 3

Capital management

The Group''s objectives when managing capital are:

- To ensure Group''s ability to continue as a going concern, and

- To provide adequate return to shareholders

Management assesses the capital requirements in order to maintain an efficient overall financing structure. The Group manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. The Group manages its capital requirements by overseeing the following ratios-

* Net debt includes non-current borrowings current borrowings current maturity of non-current borrowings - cash and cash equivalents (including fixed deposits and other liquid securities).

The Group has access to the undrawn borrowing facilities of '' 500.00 lakhs (31 March 2017: '' 5,700.00 lakhs) for the year ended 31 March 2018.

Note - 4

Related party transactions

Relationship Name of the related parties

Associates India bulls Infrastructure Limited (formerly India bulls

Infrastructure Private Limited) (till 17 January 2017)

Catherine Builders & Developers Limited (till 17 January 2017)

Bridget Builders & Developers Limited (till 17 January 2017)

Kenneth Builders & Developers Limited (till 17 January 2017)

Joint ventures India bulls Properties Private Limited (from 29 March 2018)

India bulls Real Estate Company Private Limited (from 29 March 2018)

Key management personnel Mr. Vishal Gaurishankar Damani (Joint Managing Director)

Mr. Gurbans Singh (Joint Managing Director)

Note - 41

Contingent liabilities and commitments

A) Summary of contingent liabilities

i. Bank guarantees and letter of credit facilities availed of '' 10,225.08 lakhs (31 March 2017: '' 20,416.39 lakhs).

ii. Corporate guarantee issued by Holding Company on behalf of joint ventures amounting to '' 510,804.26 lakhs (31 March 2017: '' Nil).

iii. Contingent liabilities in respect of income-tax demands for which appeals have been filed '' 7,903.79 lakhs (31 March 2017: '' 4,616.08 lakhs)

iv. Contingent liabilities in respect of property-tax demands for which appeals have been filed Rs, 730.43 lakhs (31 March 2017: Rs, Nil)

v. Contingent liabilities in respect of service tax demands for which appeals have been filed Rs, 2,064.13 lakhs (31 March 2017: Rs, Nil)

vi. The Group has certain litigations pending which involves transaction value of Rs, 254.12 lakhs (31 March 2017: Rs, 201.52 lakhs). However, based on legal advice, the management does not expect any unfavourable outcome resulting in material adverse effect on the financial position of the Group.

vii. The Holding Company had given corporate guarantee in favour of financial institutions/banks which have extended term loan facility to RattanIndia Nasik Power Limited, a subsidiary of RattanIndia Power Limited towards arranging the required equity to meet cost overrun, if any, in relation to the Phase-I of Thermal Project having capacity of 1350 MW in Sinnar Village of Nasik District in Maharashtra, being developed by RattanIndia Nasik Power Limited. Such guarantee was to expire on Phase-I of Thermal Project achieving COD and could have been enforced only in the event of inability of RattanIndia Power Limited and/or its promoters to arrange the equity support that may be required to meet cost overrun, if any. All the five plants of the Phase-I of Thermal Project having capacity of 1350 MW in Sinnar Village of Nasik District in Maharashtra have since been commissioned as on 30 May 2017

viii. The Holding Company had given Sponsors Support Undertaking ("SSU") to meet any shortfalls in the funding requirement of project and towards cost overrun to financial institution/banks for term loan sanctioned to RattanIndia Nasik Power Limited, a subsidiary of RattanIndia Power Limited in the event of inability of RattanIndia Nasik Power Limited ("RNPL") to arrange required equity support for Nasik Thermal Power Project Phase II. Pursuant to the demerger of the power business from the Holding Company vide order dated 17 October 2011 passed by the Hon''ble Delhi High Court in Holding Company Petition No 295 of 2011, all the liabilities and obligations of the Holding Company in relation to the power business stood transferred and vested into RattanIndia Infrastructure Limited. Furthermore, the promoters of RattanIndia Power Limited ("RPL") have given an undertaking to the effect that until the Holding Company is discharged/substituted by the lenders with respect to debt facilities of Nashik Thermal Power Project Phase II, RNPL shall not drawdown any funds from such debt facilities.

ix. The Holding Company had given Sponsors Support Undertaking ("SSU") to fund the required equity and any shortfall in means of finance by subscription to the shares of RattanIndia Power Limited, a company together promoted by RattanIndia Infrastructure Limited and RR Infra Land Private Limited, for term loan facility sanctioned to RattanIndia Power Limited ("RPL") in the event of inability of RPL to arrange the required equity support for Amravati Power Project Phase II. Under the SSU, the Holding Company had also guaranteed to meet RPL''s debt obligations in respect of Amravati Power Project Phase II in the event coal linkage for the project is cancelled/deferred and RPL fails to make any alternate arrangement of required coal six months prior to the scheduled commercial operation date of unit I of Amravati Power Project Phase II. Pursuant to the demerger of the power business from the Holding Company vide order dated 17 October 2011 passed by the Hon''ble Delhi High Court in Holding Company Petition No 295 of 2011, all the liabilities and obligations of the Holding Holding Company in relation to the power business stood transferred and vested into RattanIndia Infrastructure Limited. Furthermore, the promoters of RPL have given an undertaking to the effect that until the Holding Company is discharged/substituted by the lenders with respect to debt facilities of Amravati Power Project Phase II, RPL shall not drawdown any funds from such debt facilities.

B) Commitments

i. Estimated amount of contracts remaining to be executed on capital account (investment property) and not provided for amounting to Rs, Nil lakhs (31 March 2017: Rs, 2,867.88 lakhs).

ii. Letter of credit issued amounting to Rs, 714.93 lakhs (31 March 2017: Rs, 2,722.91 lakhs)

Note - 5

Employee benefits

Defined contribution plan

The Group has made Rs, 70.39 lakhs (31 March 2017 - Rs, 42.11 lakhs) contribution in respect of provident fund and other funds.

Defined Benefit Plan

The Group has the following Defined Benefit Plans:

- Gratuity (Unfunded)

- Compensated absences (Unfunded)

Risks associated with plan provisions

Discount rate risk Reduction in discount rate in subsequent valuations can increase the plan''s liability.

Mortality risk Actual death & liability cases proving lower or higher than assumed in the valuation can impact the liabilities.

Salary risk Actual salary increase will increase the Plan''s liability. Increase in salary increase rate assumption in future valuations will also increase the liability.

Withdrawal risk Actual withdrawals proving higher or lower than assumed withdrawals and change of withdrawal rates at subsequent valuations can impact Plan''s liability.

Compensated absences

The leave obligations cover the Group''s liability for permitted leaves. The amount of provision of Rs, 23.93 lakhs (31 March 2017 - Rs, 99.24 lakhs) is presented as current, since the Group does not have an unconditional right to defer settlement for any of these obligations. However based on past experience, the Group does not expect all employees to take the full amount of accrued leave or require payment within the next 12 months, therefore based on the independent actuarial report, only a certain amount of provision has been presented as current and remaining as noncurrent. The weighted average duration of the defined benefit obligation is in the range of 11.9 to 22.14 years (31 March 2017: 12.81 to 22.55 years).

As the Group does not have any plan assets for compensated absences, the movement of present value of defined benefit obligation and fair value of plan assets has not been presented.

These assumptions were developed by management with the assistance of independent actuarial appraisers. Discount factors are determined close to each year-end by reference to government bonds of relevant economic markets and that have terms to maturity approximating to the terms of the related obligation. Other assumptions are based on management''s historical experience.

Sensitivities due to mortality and withdrawal are not material and hence impact of change not calculated.

Gratuity

The Group provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/ termination is the employee''s last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service. Gratuity plan is a non-funded plan. The weighted average duration of the defined benefit obligation is in the range of 11.96 to 22.14 years (31 March 2017: 12.81 to 22.55 years).

Sensitivities due to mortality and withdrawal are not material and hence impact of change not calculated.

Note - 44

Share based payments

India bulls Real Estate Limited Employees Stock Options Scheme - 2006 (I)

During the year ended 31 March 2007, the Holding Company established the India bulls Real Estate Limited Employees Stock Options Scheme ("IBREL ESOS-I" or "Plan-I"). Under the Plan- I, the Holding Company issued 9,000,000 equity settled options to its eligible employees and its subsidiary companies which gave them a right to subscribe up to 9,000,000 stock options representing an equal number of equity shares of face value of Rs, 2 each of the Holding Company at an exercise price of Rs, 60 per option, subject to the requirements of vesting. These options vest uniformly over a period of 10 years, commencing one year after from the date of grant. A compensation committee constituted by the Board of Directors of the Holding Company administer the Plan- I. The stock options so granted, shall vest in the eligible employees within 10 years beginning from 1 November 2007, the first vesting date. The stock options granted under each of the slabs are exercisable by the option holders within a period of five years from the relevant vesting date.

Weighted average share exercised price during the year ended 31 March 2018: Rs, 87.38 (31 March 2017: Rs, 56.75)

India bulls Real Estate Limited Employees Stock Options Scheme 2008 (II)

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

India bulls Real Estate Limited Employees Stock Options Plan 2010 (III)

During the year ended 31 March 2011, the board of directors and shareholders of the Holding Company have given their consent to create, issue, offer and allot to the eligible employees of the Holding Company and its subsidiary companies, stock options not exceeding 30,000,000 in number, representing 30,000,000 equity shares of face value of Rs, 2 each of the Holding Company, accordingly the Employee Stock Option Plan - 2010 ("IBREL ESOP 2010" or "Plan-III")) has been formed. As per the scheme exercise price will be the market price of the equity shares of the Holding Company, being the latest available closing price, prior to the date of grant or as the case may be decided by the board of directors or compensation committee. During the year ended 31 March 2016, board of directors of the Holding Company at its meeting held on 26 June 2015, re-granted (original grant was of date 14 November 2015) under the "India bulls Real Estate Limited Employees Stock Options Plan - 2010", 10,500,000 stock options to eligible employees of the Holding Company and its subsidiary companies representing an equal number of equity shares of face value of Rs, 2 each in the Holding Company, at an exercise price of Rs, 54.50, being the closing market price of previous day on the National Stock Exchange of India Limited. The stock options so granted, shall vest within 5 years beginning from 26 June 2016, the first vesting date. The options vested under each of the slabs, can be exercised within a period of five years from the relevant vesting date.

Weighted average share exercised price during the year ended 31 March 2018: Rs, 95.14 (31 March 2017: Rs, 82.11).

The fair value of the option under Plan III using the black scholes model, based on the following parameters is Rs, 34.30 per option, as certified by an independent valuer.

India bulls Real Estate Limited Employees Stock Options Plan 2011 (IV)

During the year ended 31 March 2012, the board of directors and shareholders of the Holding Company have given their consent to create, issue, offer and allot, to the eligible employees of the Holding Company and its subsidiary companies, stock options not exceeding 15,000,000 in number, representing 15,000,000 equity shares of face value of Rs,2 each, and accordingly the Employee Stock Option Scheme 2011 ("IBREL ESOS 2011") has been formed. As per the scheme exercise price will be the market price of the equity shares of the Holding Company, being the latest available closing price, prior to the date of grant or as may be decided by the board or compensation committee. However, compensation committee of the board has not yet granted any options under IBREL ESOP 2011 Scheme.

Note 6

Capital reserve on consolidation

On acquisition and/or disposal/dilution of investments in subsidiaries/associates by the Group at different point in time, it has resulted in (after netting off the goodwill arising on such acquisition and/or disposal) a capital reserve on consolidation of Rs, 104,232.79 lakhs (31 March 2017: Rs, 103,836.65 lakhs) which is shown under reserves and surplus head of other equity. On transition to Ind AS, the Group opted for optional exception under Ind AS 101 and did not restate its previous GAAP business combinations.

Note - 7

Group information Information about subsidiaries

The information about subsidiaries of the Holding Company is as follows. The below table includes the information about step down subsidiaries as well.

Goodwill

The goodwill does not arise on account of mentioned acquisitions. The entire surplus in purchase consideration is absorbed by the related assets and liabilities acquired.

Contribution to the group

Airmid Real Estate Limited has contributed Rs, 528.40 lakhs of revenue and Rs, (30.29) lakhs to profit before tax since 22 April 2016 to 31 March 2017. Had the acquisition taken place at the beginning of year i.e. 01 April 2016, the GroupRs,s revenue for the year ended 31 March 2017 would have been Rs, 284,429.94 lakhs and the profit before tax would have been Rs, 53,708.80 lakhs.

Sepset Real Estate Limited has contributed Rs, 5,250.01 lakhs of revenue and Rs, 965.02 lakhs to profit before tax since 22 April 2016 to 31 March 2017. Had the acquisition taken place at the beginning of year i.e. 01 April 2016, the Group''s revenue for the year ended 31 March 2017 would have been Rs, 284,429.94 lakhs and the profit before tax would have been Rs, 53,708.80 lakhs.

India Land and Properties Limited has contributed Rs, 387.98 lakhs of revenue and Rs, 117.80 lakhs to profit before tax from 17 March 2017 to 31 March 2017. Had the acquisition taken place at the beginning of year i.e. 01 April 2016, the Group''s revenue for the year ended 31 March 2017 would have been Rs, 293,294.44 lakhs and the profit before tax would have been Rs, 54,656.14 lakhs.

B. Acquisition of assets

During the year ended 31 March 2017, pursuant to the judgment passed by the Hon''ble Supreme Court of India, a refund of '' 70,095 lakhs, net of TDS, (being the auction price along with interest) has been received from the Delhi Development Authority (''DDA'') by Kenneth Builders & Developers Private Limited (a 100% subsidiary of India bulls Infrastructure Limited (formerly India bulls Infrastructure Private Limited) (''associate entity'')) in relation to the land situated at Village Tehkhand, Maa Anand Mai Marg, New Delhi (''Tehkhand Land'') which was earlier allotted by DDA for development of residential project. The Holding Company and FIM Limited (managed by Farallon Capital Management LLC and its affiliates), were holding 26% and 74% equity stake respectively in the associate entity. Further, in compliance with the directions of the Hon''ble Supreme Court of India, possession of the Tehkhand Land has been handed over to DDA. The Holding Company has acquired entire stake of FIM Limited in associate entity on 17 January 2017, for a total consideration of approximately '' 38,189 lakhs and with this associate entity has become 100% subsidiary of the Group. The Group recognised gain of '' 8,836.81 lakhs as gain on acquisition of assets (bargain purchase) during the year ended 31 March 2017.

The joint venture companies have certain litigations involving customers other land related matters. Management believes that these claims may be payable as and when the outcome of matters are finally determined and hence not disclosed above. Based on advice of in-house legal team, the management believes that no material liability will devolve on the joint venture companies in respect of these litigations.

Note - 54

A search was conducted by the competent authority under section 132(1) of the Income Tax Act, 1961 (''the Act'') at premises of certain group Companies in the previous year ended 31 March 2017. Pursuant to the search, the Assessing Officer has issued notices under relevant sections of the Act to the subsidiaries including the Holding Company for some of the earlier financial years. Consequently, in order to avoid protracted tax litigation, the Holding Company has filed application under Section 245C (1) of the Act before the Hon''ble Income Tax Settlement Commission (Rs,ITSC'') on 03 October 2017 and accordingly deposited Rs, 5,108.33 lakhs as tax and Rs, 3,217.67 lakhs as interest towards the proposed settlement which has been provided for in the books of accounts. The said application has since been admitted by ITSC vide its Order dated 10 October 2017 passed u/s 245D (1) of the Act and allowed to be proceeded with vide Order dated 4 December 2017 passed u/s 245D (2C) of the Act. The matter is now pending before the Hon''ble ITSC for final determination.

Note - 8

During the year ended 31 March 2018, IBREL-IBL Scheme Trust, of which the Holding Company is the sole beneficiary, has sold 425 lakh shares of the Holding Company for '' 88,215.00 lakhs. Hence, the Holding Company adjusted the related investment in IBREL-IBL Scheme Trust and money received is recognised as share premium.

Note - 9

M Holdco 1 Limied (a wholly owned subsidiary of the Holding Company) has divested its stake in certain step down subsidiaries in favour of entities BREP Asia SBS L&T Holding (NQ) Ltd, BREP VIII SBS L&T Holding (NQ) Ltd and BREP Asia SG L&T Holding (NQ) Pte Ltd, there by indirectly divesting 50% stake in India bulls Properties Private Limited (''IPPL'') and India bulls Real Estate Company Private Limited (''IRECPL'') at an agreed enterprise value of Rs, 950,000 lakhs as taken on record by the Board of Directors. Further to the terms of transaction of the above divestiture, IPPL and IRECPL have been assessed as joint ventures in compliance with Indian Accounting Standards (''Ind AS'') and accordingly, the Group has recognised gain/fair value impact on such divestiture transaction amounting to Rs, 277,712.85 lakhs in these consolidated financial statements.

Note - 10

During the year ended 31 March 2018, the Holding Company has sold its entire stake in two of its wholly owned subsidiaries, namely Selene Estate Limited and Airmid Infrastructure Limited (owned residential assets in Chennai) for an aggregate consideration of '' 28,500.00 lakhs and accordingly, the Group has recognised gain on sale amounting to '' 4,678.51 lakhs in these consolidated financial statements.

Note - 11

During the year ended 31 March 2018, Century Limited, a wholly owned subsidiary of the Holding Company, has elected to and will redeem, on 30 April 2018 (the ''Redemption Date''), all of the outstanding US$175,000,000 10.25% Senior Notes due 2019 (''Securities''), which were issued by Century Limited under an indenture dated 12 November 2014 and guaranteed by the Holding Company along with its certain subsidiaries. These Securities are to be redeemed at redemption price i.e. amount equal to 105.125% of US$175,000,000. These securities are presently listed on SGX-ST. Upon redemption of the Securities, the Securities will be cancelled and delisted from the SGX-ST.

Note - 12

During the year ended 31 March 2018, Yashita Buildcon Limited, a wholly-owned subsidiary of the Holding Company has entered into a binding and definitive agreement to acquire a prime and newly constructed commercial building, having leasable area of around 2.5 lakhs square feet in Gurugram.

Note - 13

Subsequent to the year ended 31 March 2018, Manjola Infrastructure Limited, a wholly owned subsidiary of the Holding Company, has entered into a binding and definitive agreement to acquire a prime and newly constructed commercial building at Udyog Vihar, Phase IV, Gurugram, having leasable area of approximately 2.5 lakhs square feet. The deal is expected to get completed in coming months when the occupation certificate of this building is expected to be received.

Note - 14

Subsequent to the year ended 31 March 2018, India bulls Infraestate Limited (''IIL''), a wholly owned subsidiary of the Holding Company, has executed a non-binding term sheet with Oricon Enterprises Limited (''OEL'') for execution of definitive agreements for joint development of a commercial building at OEL''s land parcel admeasuring approximately 3,512 square meters plot situated at Dr. E. Moses Road, Worli, Mumbai - 400018. Upon execution of the definitive agreements, IIL will get an exclusive ownership rights of approx. 2.55 lakhs square feet of leasable area.

Note - 15

The Group has not entered into any foreign exchange derivative instruments during the year. The Group did not have any long-term contracts including derivative contracts outstanding at year-end.

Note - 16

In the opinion of the Board of Directors, all current assets and long term loans and advances, appearing in the balance sheet, have a value on realization, in the ordinary course of the Group''s business, at least equal to the amount at which they are stated in the financial statements. In the opinion of the board of directors, no provision is required to be made against the recoverability of these balance

Mar 31, 2017

1. Nature of principal activities

Indiabulls Real Estate Limited (âthe Companyâ) was incorporated on 04 April 2006 with the main objects of carrying on the business of real estate project advisory, project marketing, maintenance of completed projects, engineering, industrial and technical consultancy, construction and development of real estate properties and other related and ancillary activities. The Company isdomiciled in India and its registered office is situated at M-62 and 63, First Floor, Connaught Place, New Delhi - 110001.

2. General information and statement of compliance with Ind AS

These standalone financial statements (âfinancial statementsâ) of the Company have been prepared in accordance with the Indian Accounting Standards as notified under section 133 of the Companies Act 2013 read with the Companies (Indian Accounting Standards) Rules 2015 (by Ministry of Corporate Affairs (âMCAâ)). The Company has uniformly applied the accounting policies during the periods presented.

For all periods up to and including the year ended 31 March 2016, the Company has prepared its financial statements in accordance with accounting standards notified under the section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 (Previous GAAP). These financial statements for the year ended 31 March 2017 are the first which the Company has prepared in accordance with Ind AS. For the purpose of corresponding figures, set of financial statements for the year ended 31 March 2016 and opening balance sheet as at 1 April 2015 are also prepared under Ind AS.

The financial statements for the year ended 31 March 2017 were authorized and approved for issue by the Board of Directors on 27 April 2017.

3. Basis of accounting

The financial statements have been prepared on going concern basis in accordance with accounting principles generally accepted in India. Further, the financial statements have been prepared on historical cost basis except for certain financial assets and financial liabilities and share based payments which are measure at fair values as explained in relevant accounting policies. Fair valuations related to financial assets and financial liabilities are categorised into level 1, level 2 and level 3 based on the degree to which the inputs to the fair value measurements are observable.

4. Recent accounting pronouncement

In March 2017, the Ministry of Corporate Affairs issued the Companies (Indian Accounting Standards) (Amendments) Rules, 2017, notifying amendments to Ind AS 7, âStatement of cash flowsâ and Ind AS 102, âShare-based payment.â The amendments are applicable to the Company from 1 April 2017.

Amendment to Ind AS 7

The amendment to Ind AS 7 requires the entities to provide disclosures that enable users of financial statements to evaluate changes in liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes, suggesting inclusion of a reconciliation between the opening and closing balances in the balance sheet for liabilities arising from financing activities, to meet the disclosure requirement. The Company is evaluating the requirements of the amendment and itsimpact on the financial statements.

Amendment to Ind AS 102

The amendment to Ind AS 102 provides specific guidance to measurement of cash-settled awards, modification of cash-settled awards and awards that include a net settlement feature in respect of withholding taxes. It clarifies that the fair value of cash-settled awards is determined on a basis consistent with that used for equity-settled awards. Market-based performance conditions and non-vesting conditions are reflected in the âfair valuesâ, but non-market performance conditions and service vesting conditions are reflected in the estimate of the number of awards expected to vest. Also, the amendment clarifies that if the terms and conditions of a cash-settled share-based payment transaction are modified with the result that it becomes an equity-settled share-based payment transaction, the transaction is accounted for as such from the date of the modification. Further, the amendment requires the award that includes a net settlement feature in respect of withholding taxes to be treated as equity-settled in its entirety. The cash payment to the tax authority is treated as if it was part of an equity settlement. The Company is evaluating the requirements of the amendment and its impact on the financial statements.

i During the previous year, pursuant to approval of shareholders at the general meeting held on 20 July 2015, and in accordance with the provisions of section 42 and 62 of the Companies Act, 2013 and requirement contained in SEBI (Issue of Capital and Disclosure Requirements) Regulations 2009, the Company, on 22 July 2015, issued and allotted an aggregate of 36,700,000 equity shares of face value of Rs.2 each at the issue price of Rs.67 (including a premium of Rs.65) per equity share to SG Infralands Private Limited and SG Devbuild Private Limited (âpromoter group entitiesâ).

During the previous year, the Company had received Rs.29,212.00 lakhs, towards 43,600,000 share warrants issued to promoter group entities on preferential allotment basis. During the current year, the Company has, upon conversion of 43,600,000 share warrants, allotted 43,600,000 equity shares of face value of Rs.2 each at the issue price of Rs.67 (including a premium of Rs.65) per equity share held by promoter group entities.

ii Rights, preferences and restrictions attached to equity and preference shares

The holders of equity shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at meetings of the Company. In the event of liquidation of the Company, all preferential amounts, if any, shall be discharged by the Company. The remaining assets of the Company shall be distributed to the holders of equity shares in proportion to the number of shares held to the total equity shares outstanding as on that date. All shares rank equally with regard to the Companyâs residual assets, except that holders of preference shares participate only to the extent of the face value of the shares.

iii Aggregate number of shares issued for consideration other than cash

During the year ended 31 March 2012, Pursuant to and in terms of the court approved scheme of arrangement under section 391 to 394 of the Companies Act, 1956, by and among Indiabulls Real Estate Limited (the Company), RattanIndia Infrastructure Limited, Indiabulls Builders Limited (IBL), RattanIndia Power Limited and Poena Power Supply Limited (PPSL) and their respective shareholders and creditors (Scheme-II), which had been approved by the Honâble High Court of Delhi, IBL a wholly owned subsidiary of the Company got merged with the Company as a going concern and in consideration of which 42,500,000 fully paid equity shares were allotted by the Company in favor of IBREL-IBL Scheme Trust, the shareholder of IBL as on the effective date of the Scheme II for the sole benefit of Indiabulls Real Estate Limited. Further to the Scheme II, the warrants issued on 26 August 2010 and remaining outstanding as on the effective date of the Scheme, were converted into 28,700,000 partly paid equity shares of the Company. The Promoter group companies and directors of the Company, who were allotted partly paid shares had paid the final call money as specified in the scheme except for one of the warrant holder, to whom 100,000 partly paid up equity shares (Rs.0.50 per share paid) were allotted had been forfeited due to non payment of call money and accordingly 28,600,000 equity shares had become fully paid up shares.

iv Aggregate number of shares bought back

During the year ended 31 March 2017, 28,250,000 equity shares were bought back at an average price of Rs.78.01 per share from the open market through stock exchanges using electronic trading facilities of BSE Limited (âBSEâ) and National Stock Exchange of India Limited (âNSEâ) in accordance with section 68, 69 and 70 and all other applicable provisions, if any, of the Companies Act, 2013 and SEBI Regulation 1998.

During the year ended 31 March 2013, 50,000,000 equity shares were bought back at an average price of Rs.54.64 per share from the open market through stock exchanges using electronic trading facilities of BSE Limited (âBSEâ) and National Stock Exchange of India Limited (âNSEâ) in accordance with section 77A, 77AA and 77B of the erstwhile Companies Act, 1956 and SEBI Regulation 1998.

v Shares reserved for issue under options

For details of shares reserved for issue under the Employee Stock Option Plan (ESOP) of the Company, refer note 41.

Note - 5

Nature and purpose of other reserves Securities premium reserve

Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with provisions of the Companies Act 2013.

Deferred employee compensation reserve

The reserve is used to recognised the grant date fair value of the options issued to employees under Companyâs employee stock option plan.

Debenture redemption reserve

The Company is required to create a debenture redemption reserve out of the profits which are available for redemption of debentures.

Capital reserve

Capital redemption reserve

The same has been created in accordance with provisions of Companies Act for the buy back of equity shares from the market.

General reserve

The Company is required to create a general reserve out of the profits when the Company declares dividend to shareholders.

ii Repayment terms (including current maturities) and security details for term loan from banks:

a During the year ended 31 March 2014, the Company has availed term loan of Rs.3,500.00 lakhs from HDFC Bank Limited and interest payable monthly, secured by fixed deposits of the Company. The loan has been repaid during the year ended 31 March 2016. The outstanding balance as at 31 March 2017 is Rs. Nil (31 March 2016: Rs. Nil; 1 April 2015: Rs.1,377.67 lakhs).

b During the year ended 31 March 2015, the Company has availed term loan of Rs.28,000.00 lakhs from Axis Bank Limited and interest payable monthly, primarily secured by mortgage on immovable properties situated at Savroli held and owned by the respectively subsidiary companies. The loan is further secured by collateral security on immovable properties of certain subsidiary companies. Additionally, the aforesaid term loan is also secured by way of pari-passu charge on all the project related receivables of the Company and its certain subsidiary companies. Further, there is corporate guarantee issued by its certain subsidiary Companies. The loan is repayable in 16 equal quarterly installments after moratorium period of two years from date of first disbursement. The outstanding balance as at 31 March 2017 is Rs.24,052.15 lakhs (31 March 2016: Rs.27,310.68 lakhs; 1 April 2015: Rs.27,081.68 lakhs).

c During the year ended 31 March 2016, the Company has availed term loan of Rs.5,000.00 lakhs from Tamilnad Mercantile Bank Limited and interest payable monthly, primarily secured by mortgage on immovable properties situated at Savroli held and owned by the respectively subsidiary companies. Further, there is corporate guarantee issued by its certain subsidiary Companies. The loan has single bullet repayment after four years from date of first disbursement. The outstanding balance as at 31 March 2017 is Rs. Nil (31 March 2016: Rs.4,995.29 lakhs; 1 April 2015: Rs. Nil).

iii Repayment terms (including current maturities) and security details for vehicle loans:

During the year ended 31 March 2015, the Company has availed vehicle loan of Rs.60.00 lakhs from Axis Bank Limited and interest payable monthly, secured by way of hypothecation on vehicle purchased. These loan is repayable in 60 equated monthly installments starting from 15 November 2014. The outstanding balance as at 31 March 2017 is Rs.34.56 lakhs (31 March 2016: Rs.45.77 lakhs ; 1 April 2015: Rs.55.88 lakhs).

i Repayment terms and security details for short-term borrowings:

a During the year ended 31 March 2015, the Company has availed working capital loan of Rs.20,000.00 lakhs from IndusInd Bank Limited and interest payable monthly. The loan was repaid during the year. The outstanding balance as at 31 March 2017 is Rs. Nil (31 March 2016: Rs. Nil ; 1 April 2015: Rs.20,000.00 lakhs). b During the year ended 31 March 2014, the Company has availed line of credit from Aditya Birla Finance Limited. This facility has been renewed during current year amounting to Rs.6,000.00 lakhs and interest payable quarterly, which is secured by pledge of units of mutual funds. The outstanding balance as at 31 March 2017 is Rs.5,800.00 lakhs (31 March 2016: Rs.5,800.00 lakhs ; 1 April 2015: Rs.5,100.00 lakhs). The loan is repayable on 07 August 2017. c During the year ended 31 March 2015, the Company has availed vehicle loan of Rs.1.00 lakhs from Axis Bank Limited and interest payable monthly, secured by way of hypothecation on vehicle purchased. The outstanding balance of the vehicle loan has been repaid during the year. The outstanding balance as at 31 March 2017 is Rs. Nil (31 March 2016: Rs. Nil; 1 April 2015: Rs.0.43 lakhs). d Maximum balance outstanding during the year is Rs.40,000.00 lakhs (31 March 2016: Rs.30,000.00 lakhs ; 1 April 2015; Rs.57,500.00 lakhs).

Note - 6

Earnings per share (EPS)

Earnings per Share (âEPSâ) is determined based on the net profit attributable to the shareholdersâ of the Company. Basic earnings per share is computed using the weighted average number of shares outstanding during the year. Diluted earnings per share is computed using the weighted average number of common and dilutive common equivalent shares outstanding during the year including share options, except where the result would be anti-dilutive. Weighted average number of equity shares includes impact of buy back of equity shares during the year.

The following reflects the income and share data used in the basic and diluted EPS computations:

Note - 7

Fair value measurements

(i) Fair value hierarchy

Level 1: quoted prices (unadjusted) in active markets for financial instruments.

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

Level 3: unobservable inputs for the asset or liability.

(iii) Valuation process and technique used to determine fair value

Specific valuation techniques used to value financial instruments include -

(i) Traded (market) price basis recognised stock exchange for equity shares

(ii) Use of net asset value for mutual funds on the basis of the statement received from investee party.

Note - 8

Financial risk management

i) Financial instruments by category

Investment in subsidiaries and associates are measured at cost as per Ind AS 27, âSeparate financial statementsâ.

* These financial assets are mandatorily measured at fair value.

# These financial assets represents investment in equity instruments designated as such upon initial recognition.

ii) Financial instruments measured at amortised cost

For amortised cost instruments, carrying value represents the best estimate of fair value except for long-term financial assets.

iii) Risk Management

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

(A) Credit risk

Credit risk is the risk that a counterparty fails to discharge its obligation to the Company. The Companyâs exposure to credit risk is influenced mainly by cash and cash equivalents, trade receivables and financial assets measured at amortised cost. The Company continuously monitors defaults of customers and other counterparties and incorporates this information into its credit risk controls.

a) Credit risk management

i) Credit risk rating

The Company assesses and manages credit risk of financial assets based on following categories arrived on the basis of assumptions, inputs and factors specific to the class of financial assets.

A: Low credit risk B: Moderate credit risk C: High credit risk

In respect of trade receivables, the company recognises a provision for lifetime expected credit loss.

Based on business environment in which the Company operates, a default on a financial asset is considered when the counter party fails to make payments within the agreed time period as per contract. Loss rates reflecting defaults are based on actual credit loss experience and considering differences between current and historical economic conditions. Assets are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or a litigation decided against the Company. The Company continues to engage with parties whose balances are written off and attempts to enforce repayment. Recoveries made are recognised in statement of profit and loss.

ii) Concentration of financial assets

The Companyâs principal business activities are real estate project advisory, construction and development of real estate projects and all other related activities. The Companyâs outstanding receivables are for real estate project advisory business. Loans and other financial assets majorly represents loans to subsidiaries and deposits given for business purposes.

b) Credit risk exposure

Provision for expected credit losses

The Company provides for 12 month expected credit losses for following financial assets -

Expected credit loss for trade receivables under simplified approach

The Companyâs outstanding trade receivables are less than six months old and the Company expects that money will be received in due course.

(B) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Companyâs approach to managing liquidity is to ensure as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due. Management monitors rolling forecasts of the Companyâs liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity operates.

Maturities of financial liabilities

The tables below analyse the Companyâs financial liabilities into relevant maturity groupings based on their contractual maturities.

(C) Market risk

(i) Interest rate risk

The Companyâs fixed rate borrowings are not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.

The Companyâs variable rate borrowing is subject to interest rate. Below is the overall exposure of the borrowing:

Sensitivity

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

(ii) Price risk

The Companyâs exposure price risk arises from investments held and classified in the balance sheet either as fair value through other comprehensive income or at fair value through profit or loss. To manage the price risk arising from investments in equity securities, the Company diversifies its portfolio of assets.

Sensitivity

Profit or loss and equity is sensitive to higher/lower prices of instruments on the Companyâs profit for the periods

Note - 9

Capital management

The Companyâs objectives when managing capital are:

- To ensure Companyâs ability to continue as a going concern, and

- To provide adequate return to shareholders

* Net debt includes long term borrowings short term borrowings current maturity of long term borrowings net off cash and cash equivalents (Including fixed deposits and other liquid securities).

Note - 10

Information about subsidiaries

The information about subsidiaries of the Company is as follows. The below table includes the information about step down subsidiaries as well.

Note - 11

Related party transactions Subsidiaries

Details in reference to subsidiaries are presented in Note 36.

Key management personnel

Mr. Vinesh Kumar Jairath (Joint Managing Director till 28 September 2015)

Mr. Vishal Gaurishankar Damani (Joint Managing Director from 27 August 2015) Mr. Gurbans Singh (Joint Managing Director)

The transaction with key management personnel are listed below:

Non-current investment includes investment in associate Rs. Nil (31^st March 2016: Rs.16,529.06 lakhs;01^st April 2015: Rs.16,529.06 lakhs)

*For details refer note 8.

Disclosures in respect of transactions with identified related parties are given only for such period during which such relationships existed.

Note - 12

Contingent liabilities and commitments

A. Summary of contingent liabilities

* The Company has received order against these demands in its favour from Commissioner of Income Tax (Appeals). The department has right to move to Income Tax Appellate Tribunal (ITAT), but the Company has not yet received any notice from the department.

B. Commitments

i. The Company had given corporate guarantee in favour of financial institutions/banks which have extended term loan facility to RattanIndia Nasik Power Limited, a subsidiary of RattanIndia Power Limited towards arranging the required equity to meet cost overrun, if any, in relation to the Phase-I of Thermal Project having capacity of 1350 MW in Sinnar Village of Nasik District in Maharashtra, being developed by RattanIndia Nasik Power Limited. Such guarantee shall expire on Phase-I of Thermal Project achieving COD and can be enforced only in the event of inability of RattanIndia Power Limited and/or its promoters to arrange the equity support that may be required to meet cost overrun, if any.

ii. The Company had given Sponsors Support Undertaking (âSSUâ) to meet any shortfalls in the funding requirement of project and towards cost overrun to financial institution/banks for term loan sanctioned to RattanIndia Nasik Power Limited, a subsidiary of RattanIndia Power Limited in the event of inability of RattanIndia Nasik Power Limited (âRNPLâ) to arrange required equity support for Nasik Thermal Power Project Phase II. In furtherance, the promoters of RattanIndia Power Limited (âRPLâ) have given an undertaking to the effect that until the Company is discharged/substituted by the lenders with respect to debt facilities of Nashik Thermal Power Project Phase II, RNPL shall not drawdown any funds from such debt facilities.

iii. The Company had given Sponsors Support Undertaking (âSSUâ) to fund the required equity and any shortfall in means of finance by subscription to the shares of RattanIndia Power Limited, a company together promoted by RattanIndia Infrastructure Limited and RR Infra Land Private Limited, for term loan facility sanctioned to RattanIndia Power Limited (âRPLâ) in the event of inability of RPL to arrange the required equity support for Amravati Power Project Phase II. Under the SSU, the Company had also guaranteed to meet RPLâs debt obligations in respect of Amravati Power Project Phase II in the event coal linkage for the project is cancelled/deferred and RPL fails to make any alternate arrangement of required coal six months prior to the scheduled commercial operation date of unit I of Amravati Power Project Phase II. In furtherance, the promoters of RPL have given an undertaking to the effect that until the Company is discharged/substituted by the lenders with respect to debt facilities of Amravati Power Project Phase II, RPL shall not drawdown any funds from such debt facilities.

iv. The Company has given an undertaking to banks for various loans availed by the subsidiary companies and other entities to meet the shortfall requirement in case they are not able to service the said loans.

Note - 13

Operating leases - lessee

The Company has taken various premises on operating leases and lease rent of Rs.833.24 lakhs (31 March 2016: Rs.860.20 lakhs) in respect of the same has been charged to statement of profit and loss for the year ended 31 March 2017. The underlying agreements are executed for a period generally ranging from three to five years, renewable on mutual consent and are cancellable in some cases, by either party giving notice generally of 30 to 90 days. There are no restrictions imposed by such leases and there are no subleases. The minimum lease rentals payable in respect of such operating leases are as under:

Note - 14 Employee benefits

Defined contribution plan

The Company has made Rs.2.83 lakhs (31 March 2016 - Rs.2.70 lakhs) contribution in respect of provident fund. Defined Benefit Plan

The Company has the following Defined Benefit Plans:

- Gratuity (Unfunded)

- Compensated absences (Unfunded)

Compensated absences

The leave obligations cover the Companyâs liability for permitted leaves. The amount of provision of Rs.0.56 lakhs (31 March 2016 - Rs.0.44 lakhs, 1 April 2015 - Rs.0.22 lakhs) is presented as current, since the Company does not have an unconditional right to defer settlement for any of these obligations. However based on past experience, the Company does not expect all employees to take the full amount of accrued leave or require payment within the next 12 months, therefore based on the independent actuarial report, only a certain amount of provision has been presented as current and remaining as non-current. The weighted average duration of the defined benefit obligation is 20.18 years (31 March 2016: 20.01 years).

As the Company does not have any plan assets, the movement of present value of defined benefit obligation and fair value of plan assets has not been presented.

Sensitivities due to mortality and withdrawal are not material andhence impact of change not calculated.

Gratuity

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/ termination is the employeeâs last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service. Gratuity plan is a non-funded plan. The weighted average duration of the defined benefit obligation is 20.18 years (31 March 2016: 20.01 years)

As the Company does not have any plan assets, the movement of present value of defined benefit obligation and fair value of plan assets has not been presented.

Note - 15

Share based payments

Indiabulls Real Estate Limited Employees Stock Options Scheme - 2006 (I)

During the year ended 31 March 2007, the Company established the Indiabulls Real Estate Limited Employees Stock Options Scheme (âIBREL ESOS-Iâ or âPlan-Iâ). Under the Plan- I, the Company issued 9,000,000 equity settled options to its eligible employees and its subsidiary companies which gave them a right to subscribe up to 9,000,000 stock options representing an equal number of equity shares of face value of Rs.2 each of the Company at an exercise price of Rs.60 per option, subject to the requirements of vesting. These options vest uniformly over a period of 10 years, commencing one year after from the date of grant. A compensation committee constituted by the Board of Directors of the Company administers the Plan- I. The stock options so granted, shall vest in the eligible employees within 10 years beginning from 1 November 2007, the first vesting date. The stock options granted under each of the slabs are exercisable by the option holders within a period of five years from the relevant vesting date.

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

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

The fair value of the option under Plan II using the black scholes model, based on the following parameters is Rs.62.79 per option, as certified by an independent valuer.

The expected volatility was determined based on historical volatility data of the Companyâs shares listed on the National Stock Exchange of India Limited.

Indiabulls Real Estate Limited Employees Stock Options Plan 2010 (III)

During the year ended 31 March 2011, the board of directors and shareholders of the Company have given their consent to create, issue, offer and allot to the eligible employees of the Company and its subsidiary companies, stock options not exceeding 30,000,000 in number, representing 30,000,000 equity shares of face value of Rs.2 each of the Company, accordingly the Employee Stock Option Plan - 2010 (âIBREL ESOP 2010â or âPlan-IIIâ)) has been formed. As per the scheme exercise price will be the market price of the equity shares of the Company, being the latest available closing price, prior to the date of grant or as the case may be decided by the board of directors or compensation committee. During the year ended 31 March 2016, board of directors of the Company at its meeting held on 26 June 2015, re-granted (original grant was of date 14 November 2015) under the âIndiabulls Real Estate Limited Employees Stock Options Plan - 2010â, 10,500,000 stock options to eligible employees of the Company and its subsidiary companies representing an equal number of equity shares of face value of Rs.2 each in the Company, at an exercise price of Rs.54.50, being the closing market price of previous day on the National Stock Exchange of India Limited. The stock options so granted, shall vest within 5 years beginning from 26 June 2016, the first vesting date. The options vested under each of the slabs, can be exercised within a period of five years from the relevant vesting date.

Weighted average share exercised price during the year ended 31 March 2017: Rs.82.11 (31 March2016: Rs. Nil)

The fair value of the option under Plan III using the black scholes model, based on the following parameters is Rs.34.30 per option, as certified by an independent valuer.

The expected volatility was determined based on historical volatility data of the Companyâs shares listed on the National Stock Exchange of India Limited.

Indiabulls Real Estate Limited Employees Stock Options Plan 2011 (IV)

During the year ended 31 March 2012, the board of directors and shareholders of the Company have given their consent to create, issue, offer and allot, to the eligible employees of the Company and its subsidiary companies, stock options not exceeding 15,000,000 in number, representing 15,000,000 equity shares of face value of Rs.2 each, and accordingly the Employee Stock Option Scheme 2011 (âIBREL ESOS 2011â) has been formed. As per the scheme exercise price will be the market price of the equity shares of the Company, being the latest available closing price, prior to the date of grant or as may be decided by the board or compensation committee. However, compensation committee of the board has not yet granted any options under IBREL ESOP 2011 Scheme.

Note - 16 Segment reporting

The Companyâs primary business segment is reflected based on principal business activities carried on by the Company i.e. purchase, sale, real estate project advisory, construction and development of real estate projects and all other related activities which as per Ind AS 108 on âOperating Segmentsâ is considered to be the only reportable business segment. The Company derives its major revenues from real estate project advisory business. More than ten percent revenues are from two customers of the Company. The Company is operating in India which is considered as a single geographical segment.

Note - 17

The Company does not have derivatives instruments where there are material foreseeable losses. Foreign currency exposures not hedged as at 31 March 2017 towards investment and share application money of Rs.188,910.07 lakhs[GBP215,053,057 and Euro 9,185,960] (31 March 2016: Rs.153,966.71 lakhs [GBP 143,477,408, Euro 1,000 and USD 58,841,802]; 1 April 2015: Rs.109,293.05 lakhs [GBP 138,104,655 and Euro 1,000]).

Note - 18

As at 31 March 2017, the Companyâs financial assets are more than 50 per cent of its total assets (netted of by intangible assets) and income from financial assets is more than 50 per cent of the gross income of the Company. However, basis consolidated financial position, the Companyâs financial assets and income from financial assets does not meet the said criteria. The Company was incorporated with an objective of carrying on the business of construction and development of real estate projects and has been carrying the above business in line with the objects clauses stated in its articles of association. Accordingly, the Management basis the legal opinion obtained from an independent legal expert believes that the principal business of the Company is not that of Non-Banking Financial Company and hence it is not required to obtain certificate of registration as a Non-Banking Financial Company under section 45IA of the Reserve Bank of India Act, 1934.

Note - 19

In the opinion of the Board of Directors, all current and non-current assets including non-current loans, appearing in the balance sheet as at 31 March 2017, have a value on realization, in the ordinary course of the Companyâs business, at least equal to the amount at which they are stated in the financial statements.

Note - 20

Explanation of transition to Ind AS A Reconciliation of total equity as at 31 March 2016 and 1 April 2015

B Reconciliation of total comprehensive income for the year ended 31 March 2016

C First time adoption of Ind AS

These are the Companyâs first financial statements prepared in accordance with Ind AS.

The accounting policies set out have been applied consistently in preparing the financial statements for the year ended 31 March 2017, the comparative information presented in these financial statements for the year ended 31 March 2016 and in the preparation of an opening Ind AS balance sheet at 1 April 2015 (the Companyâs date of transition). An explanation of how the transition from previous GAAP to Ind AS has affected the Companyâs financial position, financial performance and cash flows is set out in the following tables and notes.

D Ind AS optional exemptions

1 Designation of previously recognised financial instruments

Ind AS 101 allows an entity to designate investments in equity instruments at FVOCI on the basis of the facts and circumstances at the date of transition to Ind AS. The Company has elected to apply this exemption for its investment in equity investments.

2 Share based payments

Ind AS 102 Share based payments requires an entity to record the options on their fair value instead of intrinsic value. Ind AS 101 permits a first time adopter to ignore such requirement for the options already vested as on transition date that is 1 April 2015. The Company has elected to apply this exemptions for such vested options.

E Ind AS mandatory exemptions

1 Estimates

An entityâs estimates in accordance with Ind ASs at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error.

Ind AS estimates as at 1 April 2015 are consistent with the estimates as at the same date made in conformity with previous GAAP. The Company made estimates for following items in accordance with Ind AS at the date of transition as these were not required under previous GAAP:

a) Investment in equity instruments carried at FVTPL or FVOCI

b) Impairment of financial assets based on expected credit loss model.

2 Classification and measurement of financial assets and liabilities

The classification and measurement of financial assets will be made considering whether the conditions as per Ind AS 109 are met based on facts and circumstances existing at the date of transition. Financial assets can be measured using effective interest method by assessing its contractual cash flow characteristics only on the basis of facts and circumstances existing at the date of transition and if it is impracticable to assess elements of modified time value of money i.e. the use of effective interest method, fair value of financial asset at the date of transition shall be the new carrying amount of that asset. The Company has availed the exemption for inter-corporate loans. All the other financial assets and financial liabilities have been restated retrospectively.

F Reconciliations between previous GAAP and Ind AS

Ind AS 101 requires an entity to reconcile equity, total comprehensive income and cash flows for prior periods. The following tables represent the reconciliations from previous GAAP to Ind AS.

Note - 1 Borrowings

Ind AS 109 requires transaction costs incurred towards borrowings to be deducted from the carrying amount of borrowings on initial recognition. These costs are recognised in the statement of profit and loss over the tenure of the borrowing as part of the interest expense by applying the effective interest rate method. Under previous GAAP, these transaction costs were charged to statement of profit and loss over the period of loan basis on straight lining basis.

Note - 2

Amortised cost instrument

A Under previous GAAP, long-term inter-corporate loans to subsidiaries and investments in debt instruments are shown at transaction value. Under Ind AS, such loans and debt instruments are to be evaluated under Ind AS 109 which requires the Company to account for such instruments amortised cost.

B Under the previous GAAP, interest free lease security deposits (that are refundable in cash on completion of the lease term) are recorded at their transaction value. Under Ind AS, all financial assets are required to be initially recognised at fair value. Accordingly, the Company has fair valued these security deposits under Ind AS. Difference between the fair value and transaction value of the security deposits has been recognised as prepaid rent.

Note - 3

Fair value instruments

Under previous GAAP, investments in long-term equity instrument are shown at cost and tested for provision other than temporary diminution. Under Ind AS, such investments are evaluated under Ind AS 109 which requires the Company to account for such instruments at fair value through profit and loss (FVTPL) or fair value through other comprehensive income (FVOCI) (except for investment in subsidiaries, associates and joint venture).

Note - 4

Employee stock option expense

Under the previous GAAP, the cost of equity-settled employee share-based plan were recognised using the intrinsic value method. Under Ind AS, the cost of equity settled share-based plan is recognised based on the fair value of the options as at the grant date.

Note - 5 Deferred tax

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

Note - 6

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 âother comprehensive incomeâ includes re-measurements of defined benefit plans, FVOCI equity instruments. The concept of other comprehensive income did not exist under previous GAAP.

Mar 31, 2016

ii Repayment terms (including current maturities) and security details for term loan from banks:

a During the year ended March 31, 2014, the Company has availed term loan of '' 350,000,000 from HDFC Bank Limited with interest rate of 11.55% per annum (bank prime lending rate plus 1.55%) payable monthly, secured by fixed deposits of the Company. The loan has been repaid during the year. The outstanding balance as at March 31, 2016 is '' Nil (previous year '' 138,095,259).

b During the year ended March 31, 2015, the Company has availed term loan of Rs. 2,800,000,000 from Axis Bank Limited with interest rate of 10.75% per annum (bank prime lending rate plus 1.25%) payable monthly, primarily secured by mortgage on immovable properties situated at Savroli held and owned by the respectively subsidiary companies. The loan is further secured by collateral security on immovable properties of certain subsidiary companies. Additionally, the aforesaid term loan is also secured by way of pari-passu charge on all the project related receivables of the Company and its certain subsidiary companies. Further, there is corporate guarantee issued by its certain subsidiary Companies. The loan is repayable in 16 equal quarterly installments after moratorium period of two years from date of first disbursement. The outstanding balance as at March 31, 2016 is Rs. 2,800,000,000 (previous year Rs. 2,800,000,000).

c During the year ended March 31, 2016, the Company has availed term loan of Rs. 500,000,000 from Tamilnad Mercantile Bank Limited with interest rate of 10.70% per annum (bank prime lending rate plus 0.30%) payable monthly, primarily secured by mortgage on immovable properties situated at Savroli held and owned by the respectively subsidiary companies. Further, there is corporate guarantee issued by its certain subsidiary Companies. The loan has single bullet repayment after four years from date of first disbursement. The outstanding balance as at March 31, 2016 is Rs. 500,000,000 (previous year Rs. Nil).

iii Repayment terms (including current maturities) and security details for vehicle loans:

During the year ended March 31, 2015, the Company has availed vehicle loan of Rs. 6,000,000 from Axis Bank Limited with interest rate of 10.35% per annum payable monthly, secured by way of hypothecation on vehicle purchased. These loan is repayable in 60 equated monthly installments starting from November 15, 2014. The outstanding balance as at March 31, 2016 is Rs. 4,577,139 (previous year Rs. 5,588,058).

i Repayment terms and security details for short-term borrowings:

a During the year ended March 31, 2014, the Company has availed line of credit from Adyta Birla Finance Limited. This facility has been renewed during current year amounting to Rs. 600,000,000 at a interest rate of 10.65% payable quarterly, which is secured by pledge of units of mutual funds. The outstanding balance as at March 31, 2016 is Rs. 580,000,000 (previous year Rs. 510,000,000). The loan is repayable on August 07, 2016.

b During the year ended March 31, 2015, the Company has availed vehicle loan of Rs. 100,000 from Axis Bank Limited with interest rate of 10.50% payable monthly, secured by way of hypothecation on vehicle purchased. The outstanding balance of the vehicle loan has been repaid during the year. The outstanding balance as at March 31, 2016 is Rs. Nil (previous year Rs. 43,063).

c Maximum balance outstanding during the year Rs. 3,000,000,000 (previous year Rs. 5,750,000,000). d During the year ended March 31, 2015, the Company has availed working capital loan of Rs. 2,000,000,000 from Infusing Bank Limited with interest rate of 11% payable monthly. The loan was repaid during the year. The outstanding balance as at March 31, 2016 is Rs. Nil (previous year Rs. 2,000,000,000).

Note - 1

A Payable to micro enterprises and small enterprises

Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006 (''MSMED Act, 2006'') as at March 31, 2016 and 2015:

Particulars Amount (Rs.)

i) the principal amount and the interest due thereon remaining unpaid to any supplier as at the end of each accounting year;

ii) the amount of interest paid by the buyer in terms of section 16, along with the amounts of the payment made to the supplier beyond the appointed day during each accounting year; Nil

iii) the amount of interest due and payable for the period of delay in making payment (which have been paid but beyond the appointed day during the year) but without adding the interest specified under this Act; Nil

iv) the amount of interest accrued and remaining unpaid at the end of each accounting year; and

v) the amount of further interest remaining due and payable even in the succeeding years, until such date when the interest dues as above are actually paid to the small enterprise, for the purpose of disallowance as a deductible expenditure under section 23

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

2 Income tax A Current tax

Current tax for the year of Rs. 119,000,089 includes earlier year charge of Rs. 3,470 (previous year reversal of Rs. 129,110,000). Further, it also includes minimum alternate tax charge and credit of Rs. 92,887,569 (previous year Rs. 12,616,071).

B Deferred tax

In compliance with Accounting Standard 22 (AS 22) - ''Accounting for taxes on income'', as specified under section 133 of Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014 (as amended), the Company has recognized deferred tax credit of Rs. 2,693,174 (previous year of Rs. 10,138,890) in the statement of profit and loss during the year ended March 31, 2016.

Dilutive potential equity shares are deemed converted as of the beginning of the year, unless they have been issued at a later date. The number of equity shares and potential diluted equity shares are adjusted for stock split, bonus shares and the potential dilutive effect of Employee stock option plans/schemes as appropriate.

3 Employees stock option scheme (ESOP)

A India bulls Real Estate Limited Employees Stock Options Scheme - 2006

During the year ended March 31, 2007, the Company established the India bulls Real Estate Limited Employees Stock Options Scheme ("IBREL ESOS-I" or "Plan-I"). Under the Plan- I, the Company issued 9,000,000 equity settled options to its eligible employees and its subsidiary companies which gave them a right to subscribe up to 9,000,000 stock options representing an equal number of equity shares of face value of Rs. 2 each of the Company at an exercise price of Rs. 60 per option, subject to the requirements of vesting. These options vest uniformly over a period of 10 years, commencing one year after from the date of grant. A compensation committee constituted by the Board of Directors of the Company administers the Plan- I. The stock options so granted, shall vest in the eligible employees within 10 years beginning from November 1, 2007, the first vesting date. The stock options granted under each of the slabs are exercisable by the option holders within a period of five years from the relevant vesting date.

The Company follows the intrinsic value method of accounting as prescribed under the Guidance Note on "Accounting for Employees Share Based Payments" issued by the Institute of Chartered Accountants of India. Since, on the date of grant, the market price of the underlying share as certified by the independent value was lower than the exercise price, no deferred employee stock compensation cost has been recorded in the financial statements.

B India bulls Real Estate Limited Employees Stock Options Scheme 2008 (II)

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

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

The Company follows the intrinsic value method of accounting as prescribed in the Guidance Note on "Accounting for Employees Share Based Payments" issued by the Institute of Chartered Accountants of India. Since, on the date of grant, the market price of the underlying share was equal to the exercise price, no deferred employee stock compensation cost has been recorded in the financial statements. The fair value of the option under Plan II using the black schools model, based on the following parameters is Rs. 62.79 per option, as certified by an independent value.

The expected volatility was determined based on historical volatility data of the Company''s shares listed on the National Stock Exchange of India Limited.

C India bulls Real Estate Limited Employees Stock Options Plan 2010

During the year ended March 31, 2011, the board of directors and shareholders of the Company have given their consent to create, issue, offer and allot to the eligible employees of the Company and its subsidiary companies, stock options not exceeding 30,000,000 in number, representing 30,000,000 equity shares of face value of Rs. 2 each of the Company, accordingly the Employee Stock Option Plan - 2010 ("IBREL ESOP 2010" or "Plan-III")) has been formed. As per the scheme exercise price will be the market price of the equity shares of the Company, being the latest available closing price, prior to the date of grant or as the case may be decided by the board of directors or compensation committee. However, compensation committee of the board has not yet granted any options under IBREL ESOP 2010 Scheme.

During the year ended March 31, 2016, board of directors of the Company at its meeting held on June 26, 2015, re-granted (original grant was of date November 14, 2015) under the "India bulls Real Estate Limited Employees Stock Options Plan - 2010", 10,500,000 stock options to eligible employees of the Company and its subsidiary companies representing an equal number of equity shares of face value of Rs. 2 each in the Company, at an exercise price of Rs. 54.50, being the closing market price of previous day on the National Stock Exchange of India Limited. The stock options so granted, shall vest within 5 years beginning from June 26, 2016, the first vesting date. The options vested under each of the slabs, can be exercised within a period of five years from the relevant vesting date.

The Company follows the Intrinsic Value method of accounting as prescribed in the Guidance Note on "Accounting for Employees Share Based Payments" issued by the Institute of Chartered Accountants of India. Since, on the date of grant the market price of underlying share was equal to the exercise price, no deferred employee stock compensation cost has been recorded in the financial statements. The fair value of the options under Plan III using the Black-Schools model, based on the following parameters, is Rs. 34.30 per option, as certified by an independent value.

The expected volatility was determined based on historical volatility data of the Company''s shares listed on the National Stock Exchange of India Limited.

The table below provides pro forma disclosures for the impact on the Company''s net profits after taxes and basic and diluted earnings per share, had the compensation cost for the stock options granted under all the plans determined using the fair value method as prescribed in the Guidance Note as prescribed by the Institute of Chartered Accountants of India.

D India bulls Real Estate Limited Employees Stock Options Plan 2011

During the year ended March 31, 2012, the board of directors and shareholders of the Company have given their consent to create, issue, offer and allot, to the eligible employees of the Company and its subsidiary companies, stock options not exceeding 15,000,000 in number, representing 15,000,000 equity shares of face value of Rs. 2 each, and accordingly the Employee Stock Option Scheme 2011 ("IBREL ESOS 2011") has been formed. As per the scheme exercise price will be the market price of the equity shares of the Company, being the latest available closing price, prior to the date of grant or as may be decided by the board or compensation committee. However, compensation committee of the board has not yet granted any options under IBREL ESOP 2011 Scheme.

As the Company does not have any plan assets, the movement of present value of defined benefit obligation and fair value of plan assets has not been presented.

4 Operating lease

The Company has taken various premises on operating leases and lease rent of Rs. 73,971,475 (previous year Rs. 61,080,671) in respect of the same has been charged to statement of profit and loss for the year ended March 31, 2016. The underlying agreements are executed for a period generally ranging from three to five years, renewable on mutual consent and are cancelable in some cases, by either party giving notice generally of 30 to 90 days. There are no restrictions imposed by such leases and there are no subleases. The minimum lease rentals payable in respect of such operating leases, are as under:

* The Company has received orders against these demands in its favor from Commissioner of Income Tax (Appeals). The department has right to move to Income Tax Appellate Tribunal (ITAT), but the Company has not yet received any notice from the department.

As per the best estimate of the management, no provision is required to be made in respect of any present obligation as a result of a past event that could lead to a probable outflow of resources, which would be required to settle the obligation.

B Commitments

(i) The Company had given corporate guarantee in favor of financial institutions/banks which have extended term loan facility to Rattan India Nasik Power Limited, a subsidiary of Rattan India Power Limited towards arranging the required equity to meet cost overrun, if any, in relation to the Phase-I of Thermal Project having capacity of 1350 MW in Sinnar Village of Nasik District in Maharashtra, being developed by Rattan India Nasik Power Limited. Such guarantee shall expire on Phase-I of Thermal Project achieving COD and can be enforced only in the event of inability of Rattan India Power Limited and/or its promoters to arrange the equity support that may be required to meet cost overrun, if any.

(ii) The Company had given Sponsors Support Undertaking ("SSU") to meet any shortfalls in the funding requirement of project and towards cost overrun to financial institution/banks for term loan sanctioned to Rattan India

Nasik Power Limited, a subsidiary of Rattan India Power Limited in the event of inability of Rattan India Nasik Power Limited ("RNPL") to arrange required equity support for Nasik Thermal Power Project Phase II. In furtherance, the promoters of Rattan India Power Limited ("RPL") have given an undertaking to the effect that until the Company is discharged/substituted by the lenders with respect to debt facilities of Nashik Thermal Power Project Phase II, RNPL shall not drawdown any funds from such debt facilities.

(iii) The Company had given Sponsors Support Undertaking ("SSU") to fund the required equity and any shortfall in means of finance by subscription to the shares of Rattan India Power Limited, a company together promoted by Rattan India Infrastructure Limited and RR Infra Land Private Limited, for term loan facility sanctioned to Rattan India Power Limited ("RPL") in the event of inability of RPL to arrange the required equity support for Amravati Power Project Phase II. Under the SSU, the Company had also guaranteed to meet RPL''s debt obligations in respect of Amravati Power Project Phase II in the event coal linkage for the project is cancelled/deferred and RPL fails to make any alternate arrangement of required coal six months prior to the scheduled commercial operation date of unit I of Amravati Power Project Phase II. In furtherance, the promoters of RPL have given an undertaking to the effect that until the Company is discharged/substituted by the lenders with respect to debt facilities of Amravati Power Project Phase II, RPL shall not drawdown any funds from such debt facilities.

(iv) The Company has given an undertaking to banks for various loans availed by the subsidiary companies and other entities to meet the shortfall requirement in case they are not able to service the said loans.

5 Related party disclosures:

A Disclosures in respect of Accounting Standard (AS) - 18 ''Related party disclosures'', as specified under Section 133 of Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014 (as amended). This disclosure also includes the amount due to entities pursuant to clause 32 of listing agreement with stock exchange.

6 The Company''s primary business segment is reflected based on principal business activities carried on by the Company i.e. purchase, sale, dealing, real estate project advisory, construction and development of real estate projects and all other related activities which as per Accounting Standard 17 on "Segment Reporting" as specified under Section 133 of Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014 (as amended) is considered to be the only reportable business segment. The Company is operating in India which is considered as a single geographical segment.

7 Under the Income-tax Act, 1961 for domestic transfer pricing transaction introduced with effect from April 1, 2012, the Company is required to use specified methods for computing arm''s length price in relation to domestic transactions with its associated enterprises. Further, the Company is required to maintain prescribed information and documents in relation to such transactions. The appropriate method to be adopted will depend on the nature of transactions/class of transactions, class of associated persons, functions performed and other factors, which have been prescribed. The Company is in the process of conducting a transfer pricing study for the current financial year. Based on the preliminary study for the current year and completed study for the financial year ended March 31, 2015, the management is of the view that the same would not have a material impact on the tax expenses provided for in these financial statements. Accordingly, these financial statements do not include any adjustments for the transfer pricing implications, if any.

8 The Company has not entered into any derivatives instruments during the year. Foreign currency exposures not hedged as at March 31, 2016 towards investment and share application money of Rs. 15,396,670,988 [GBP 143,477,408, Euro 1,000 and USD 58,841,802] (previous year Rs. 10,929,304,892 (GBP 138,104,655 and Euro 1,000)].

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

10 As at 31 March 2016, the Company''s financial assets are more than 50 per cent of its total assets (netted of by intangible assets) and income from financial assets is more than 50 per cent of the gross income of the Company. However, basis consolidated financial position, the Company''s financial assets and income from financial asse13ts does not meet the said criteria. The Company was incorporated with an objective of carrying on the business of construction and development of real estate projects and has been carrying the above business in line with the objects clauses stated in its articles of association. Accordingly, the Management basis the legal opinion obtained from an independent counsel believes that the principal business of the Company is not that of an Non-Banking Financial Company and hence it is not required to obtain certificate of registration as a Non-Banking Financial Company under section 45IA of the Reserve Bank of India Act, 1934.

11 In the opinion of the Board of Directors, all current assets and long term loans and advances, appearing in the balance sheet as at March 31, 2016, have a value on realization, in the ordinary course of the Company''s business, at least equal to the amount at which they are stated in the financial statements. In the opinion of the board of directors, no provision is required to be made against the recoverability of these balances.

12 During the year ended March 31, 2016, the Company has inventoried borrowing cost of Rs. 5,650,550 (previous year Rs. 27,924,179) to cost of real estate project under development.

13 Previous year figures have been regrouped and/or reclassified wherever necessary to confirm to those of the current year grouping and/or classification.

Mar 31, 2014

Company overview

Indiabulls Real Estate Limited ("the Company", "IBREL") was incorporated on April 04, 2006 with the main objects of carrying on the business of project management, investment advisory, project marketing, maintenance of completed projects, engineering, industrial and technical consultancy, construction and development of real estate properties and other related and ancillary activities.

A Scheme of Arrangement ("IBFSL Scheme of Arrangement") between Indiabulls Financial Services Limited ("Demerged Company", "IBFSL") and the Company ("IBREL", "Resulting Company") and their respective shareholders and creditors under Sections 391 - 394 of the Companies Act, 1956, was sanctioned by the Hon''ble High Court of Delhi at New Delhi on November 24, 2006. Upon coming into effect of the Scheme of Arrangement on December 20, 2006 and with effect from the Appointed Date on May 01, 2006, the real estate undertaking of IBFSL ("real estate undertaking") was demerged from IBFSL and transferred to and vested in IBREL on a going concern basis.

Basis of preparation of financial statements

i. Statement of compliance

The financial statements are prepared under the historical cost convention on an accrual basis, in accordance with the generally accepted accounting principles in India and in compliance with the applicable accounting standards as notified under the Companies (Accounting Standards) Rules, 2006, as amended and as per Revised Schedule VI to the Companies Act, 1956 ("the 1956 Act") (which continue to be applicable in respect of Section 133 of the Companies Act, 2013 ("the 2013 Act") in terms of commencement notification of Companies Act,2013, dated 12 September, 2013 of the Ministry of Corporate Affairs) and the relevant provisions of the 1956 Act and 2013 Act, to the extent applicable . All assets and liabilities have been classified as current or non-current as per the Company''s normal operating cycle and other criteria set out in the Revised Schedule VI to the 1956 Act

ii. Use of estimates

The presentation of financial statements is in conformity with the generally accepted accounting principles and require estimates and assumptions to be made that affect the reported amount of assets and liabilities and disclosure of contingent liabilities as on the date of the financial statements and the reported amount of revenues and expenses during the reporting year. Differences between the actual results and estimates are recognized in the year in which the results are known or materialized.

Corporate restructuring

a) A Scheme of Arrangement (Scheme-I) between Indiabulls Real Estate Limited (IBREL) ("Demerged Company") and the Indiabulls Wholesale Services Limited ("IBWSL", "Resulting Company") and their respective shareholders and creditors under Sections 391 - 394 of the Companies Act, 1956, was sanctioned by the Hon''ble High Court of Delhi at New Delhi on March 03, 2011. Upon coming into effect of the Scheme of Arrangement on March 31, 2011 and with effect from the Appointed Date on April 01, 2010, the Wholesale trading business stand demerged from IBREL and transferred to and vested in IBWSL on a going concern basis.

b) A composite Scheme of Arrangement (Scheme-II) under Section 391 to 394 of the Companies Act, 1956, by and among Indiabulls Real Estate Limited (the Company), Indiabulls Infrastructure and Power Limited (IIPL), Indiabulls Builders Limited (IBL), Indiabulls Power Limited. (IPL) and Poena Power Supply Limited (PPSL) and their respective shareholders and creditors (Scheme), which had been approved by the Hon''ble High Court of Delhi vide its order dated October 17, 2011 and came into effect on November 25, 2011, with effect from April 1, 2011 i.e. the Appointed Date. Pursuant to and in terms of Scheme II, the power business undertaking of the Company which included the Company''s investment in the IPL, stood demerged from the Company and transferred to and vested in favour of Indiabulls Infrastructure and Power Limited (IIPL) on a going concern basis. Indiabulls Builders Limited (IBL) a wholly owned subsidiary of the Company was merged with the Company as a going concern under the ''pooling of interests method'' with the entire business, including all the assets and liabilities as recorded in the books of IBL as on the Appointed Date (there were no fixed assets), being transferred to the Company at their book values as on the said date. The investment in IB was transferred by the Company to BREL-IB Scheme Trust and accounted for as "Interest in BREL-IB Scheme Trust" in the Company. In consideration for an aggregate of 42,500,000 Equity shares of face value of Rs. 2 each held in Indiabulls Builders Limited, an equivalent number of fully paid Equity shares of face value Rs. 2 each were issued in the Company to the IBREL - IBL Scheme Trust, the shareholder of IBL, as of the aforesaid effective date of the Scheme. The trust holds these shares for the sole benefits of Indiabulls Real Estate Limited.

c) A Scheme of Arrangement (Scheme-III) between Indiabulls Infrastructure Development Limited ("Amalgamating Company") a subsidiary of the Company and Indiabulls Power Limited( "Amalgamated Company") and their respective shareholders and creditors under Sections 391 - 394 of the Companies Act, 1956, was approved by the Hon''ble High Court of Delhi at New Delhi vide its order dated May 24, 2012 and came into effect on April 1, 2012 i.e. the Appointed Date.

Pursuant to and in terms of Scheme -III, with effect from the appointed date:

(i) All the assets and liabilities of the Amalgamating Company became the assets and liabilities of the Amalgamated Company and were recorded at their book values as appearing in the books of the Amalgamating Company.

(ii) The Amalgamated Company issued and allotted to the shareholders of the Amalgamating Company whose names were recorded in the register of members on the Effective Date, in the ratio of 3.37 equity shares of the Amalgamated Company of face value of Rs. 10/- for every 1 equity shares of face value of Rs. 10/- each fully paid up held by such member in the Amalgamating Company on the Effective Date.

Share Capital

(i) The holders of equity shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at meetings of the Company. In the event of liquidation of the Company, all preferential amounts, if any, shall be discharged by the Company. The remaining assets of the Company shall be distributed to the holders of equity shares in proportion to the number of shares held to the total equity shares outstanding as on that date. The holders of preference shares are entitled to receive dividends, but do not carry the right to vote. All shares rank equally with regard to the Company''s residual assets, except that holders of preference shares participate only to the extent of the face value of the shares.

(ii) Of the above fully paid equity shares, 42,500,000 Equity Shares of face value Rs. 2 each were allotted to IBREL-IBL scheme trust, the shareholder of IBL, for the sole benefit of Indiabulls Real Estate Limited pursuant to and in terms of a scheme of Arrangement approved by High Court of Delhi on October 17, 2011.

(iii) During the Financial year ended March 31, 2012, upon exercise of Stock options vested in terms of Indiabulls Real Estate Limited Employees Stock options Scheme 2006 by eligible employees and upon receipts of full consideration in cash, the Company has allotted an aggregate of 668,500 Equity Shares of face value Rs. 2 each at an exercise price of Rs. 60 each.

(iv) During the Financial year ended March 31, 2012, Pursuant to and in terms of the Court approved Scheme of Arrangement under Section 391 to 394 of the Companies Act, 1956, by and among Indiabulls Real Estate Limited (the Company), Indiabulls Infrastructure and Power Limited (IIPL), Indiabulls Builders Limited (IBL), Indiabulls Power Limited. (IPL) and Poena Power Supply Limited (PPSL) and their respective shareholders and creditors (Scheme -II), which had been approved by the Hon''ble High Court of Delhi, IBL a wholly owned subsidiary of the Company got merged with the Company as a going concern and in consideration of which, 42,500,000 fully paid Equity shares were allotted by the Company in favor of IBREL-IBL Scheme Trust, the shareholder of IBL as on the effective date of the Scheme II for the sole benefit of Indiabulls Real Estate Limited.

Further to the Scheme II , the warrants issued on August 26, 2010 and remaining outstanding as on the effective date of the Scheme, were converted into 28,700,000 partly paid equity shares of the Company. The Promoter group companies and directors of the Company, who were allotted partly paid shares had paid the final call money as specified in the scheme except for one of the warrant holder, to whom 100,000 partly paid up equity shares (Rs. 0.50 per share paid) were allotted had forfeited due to non payment of call money, accordingly 28,600,000 equity shares had become fully paid up shares.

(v) During the Financial year ended March 31,2013, 50,000,000 equity shares were bought back at an average price of Rs. 54.64 from the open market through stock exchanges using electronic trading facilities of BSE Limited(BSE) and National Stock Exchange of India Limited (NSE) in accordance with section 77A, 77AA and 77B of the Company Act 1956 and SEBI Regulation 1998.

Redeemable non convertible debentures include

(i) On March 06, 2014, the Company had issued and allotted 1000 Secured Redeemable Non-Convertible Debentures ("NCDs") of face value of Rs. 1,000,000 each carrying interest rate of 11.40% payable on yearly basis, aggregating to Rs.1,000,000,000 on private placement basis for part finance of various projects undertaken by Company and its Subsidiary Companies. These Non-Convertible Debentures are to be secured by mortgage on specified immoveable properties held and owned by the Company and its certain Subsidiary Companies by way of first charge to be created in favour of IDBI Trusteeship Services Limited ("Debenture Trustee"). These NCD''s are redeemable at the end of 36th month from date of allotment. These NCDs are listed on Wholesale Debt Market (WDM) segment of National Stock Exchange of India Limited.

(ii) On May 30, 2013, the Company had issued and allotted 5,000 Secured Redeemable Non-Convertible Debentures ("NCDs") of face value of Rs. 1,000,000 each carrying interest rate of 9.75% payable on yearly basis, aggregating to Rs. 5,000,000,000 on private placement basis for part finance of various projects undertaken by Company and its Subsidiary Companies. These Non-Convertible Debentures are secured by mortgage on specified immoveable properties held and owned by the Company and its certain Subsidiary Companies by way of first charge created in favour of IDBI Trusteeship Services Limited ("Debenture Trustee"). These NCD''s are redeemable at the end of 36th month from date of allotment. These NCDs are listed on Wholesale Debt Market (WDM) segment of National Stock Exchange of India Limited.

(iii) On September 28, 2012, the Company had issued and allotted 3,000 Secured Redeemable Non-Convertible Debentures ("NCDs") of face value of Rs. 1,000,000 each carrying interest rate of 11.75% payable semi annually basis, aggregating to Rs. 3,000,000,000 on private placement basis for part finance of various projects undertaken by Company and its Subsidiary Companies. These Non-Convertible Debentures are secured by mortgage on specified immoveable properties held and owned by the Company and its certain Subsidiary Companies by way of pari-passu charge created in favour of IDBI Trusteeship Services Limited ("Debenture Trustee").Additionally aforesaid NCDs are to be secured by way of pari-passu charge on all revenues and receivables including the account in which the receivables will flow and are redeemable at the end of 36th month from date of allotment. These NCDs are listed on Wholesale Debt Market (WDM) segment of National Stock Exchange of India Limited.

(iv) On March 28, 2014, the Company had issued and allotted 2500 Secured Redeemable Non-Convertible Debentures ("NCDs") of face value of Rs. 1,000,000 each carrying interest rate of 11% payable on quarterly basis, aggregating to Rs.2,500,000,000 on private placement basis for part finance of various projects undertaken by Company and its Subsidiary Companies. These Non-Convertible Debentures are to be secured by mortgage on specified immoveable properties held and owned by the Company and its certain Subsidiary Companies by way of first charge to be created in favour of IDBI Trusteeship Services Limited ("Debenture Trustee"). These NCD''s are redeemable at the end of 18th month from date of allotment. These NCDs are listed on Wholesale Debt Market (WDM) segment of National Stock Exchange of India Limited.

(v) During the financial year ended March 31, 2014 the Company redeemed NCDs amounting to Rs. 6,748,600,000 as per the redemption schedule.

Term Loan include

During the financial year ended March 31, 2014, the Company has availed term loan of Rs. 350,000,000 from HDFC Bank Limited with prevailing interest rate of 11.55% (Bank PAR 10% and additional 1.55% over the PAR) payable monthly, secured by exclusive charge on immovable property s owned by one of its subsidiary company. The loan is repayable in 21 monthly equal instalments starting after 90 days of disbursement

Earnings per equity share:

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

Dilutive potential equity shares are deemed converted as of the beginning of the year, unless they have been issued at a later date. The number of equity shares and potential diluted equity shares are adjusted for stock split, bonus shares and the potential dilutive effect of Employee stock option plans/Schemes as appropriate.

Employees stock option schemes:

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

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

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

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

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

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

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

c) Indiabulls Real Estate Limited Employees Stock Options Plan 2010:

During the year ended March 31, 2011, the Board of Directors and Shareholders of the Company have given their consent to create, issue, offer and allot, to the eligible employees of the Company and its Subsidiary Companies, stock options not exceeding 30,000,000 in number, representing 30,000,000 Equity shares of face value of Rs. 2 each of the Company, accordingly the Employee Stock Option Plan- 2010 ("IBREL ESOP 2010") has been formed. As per the scheme Exercise Price will be the market price of the equity shares of the Company, being the latest available closing price, prior to the date of grant or as may be decided by the Board or Compensation Committee. However Compensation Committee of the Board has not yet granted any options under IBREL ESOP 2010 Scheme.

d) Indiabulls Real Estate Limited Employees Stock Options Plan 2011:

During the year ended March 31, 2012, the Board of Directors and shareholders of IBREL have given their consent to create, issue, offer and allot, to the eligible employees of IBREL and its subsidiary Companies, stock options not exceeding 15,000,000 in number, representing 15,000,000 equity shares of face value of Rs. 2 each of IBREL, and accordingly the Employee Stock Option Scheme- 2011 ("IBREL ESOS 2011") has been formed. As per the scheme exercise price will be the market price of the equity shares of IBREL, being the latest available closing price, prior to the date of grant or as may be decided by the Board or Compensation Committee. However Compensation Committee of the Board has not yet granted any options under IBREL ESOP 2011 Scheme.

Employee benefits:

Gratuity benefits

In accordance with "The Payment of Gratuity Act, 1972", the Company provides for gratuity a defined benefit retirement plan (the "Gratuity Plan") covering certain categories of employees. The Gratuity Plan provides a lump sum payment to vested employees at retirement or termination of employment. The amount of payment is based on the respective employee''s last drawn salary and the years of employment with the Company. Liabilities in respect of the Gratuity Plan are determined by an actuarial valuation and this plan is unfunded. The Company had charged of Rs. 134,137 (previous year charged of Rs. 64,708) during the year ended March 31, 2014 and the amount outstanding as at March 31, 2014 is Rs. 1,631,157 (previous year: Rs. 1,783,254 ).

Compensated leave of absence

Eligible employees are entitled to accumulate compensated absences up to prescribed limits in accordance with the Company''s policy and receive cash in lieu thereof. The Company measures the expected cost of accumulating compensated absences as the additional amount that the Company expects to pay as a result of the unused entitlement that has accumulated at the balance sheet date. Such measurement is based on actuarial valuation as at balance sheet date carried out by a qualified actuary. The Company had recognised charged of Rs. 689,163 (previous year credit of Rs. 987,624 ) during the year ended March 31, 2014 and the amount outstanding as at March 31, 2014 is Rs. 1,857,607 (previous year: 1,178,657 ).

Operating lease

The Company has taken various premises on operating leases and lease rent of Rs. 124,417,051 (Previous year Rs. 261,352,434 ) in respect of the same has been charged to statement of profit and loss for the year ended March 31, 2014. The underlying agreements are executed for a period generally ranging from three to five years, renewable at the option of the Company and the lessor and are cancelable in some cases, by either party by giving a notice generally of 30 to 90

Contingent liabilities and commitments:

a) Contingent liabilities, not acknowledged as debt, include:

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

Corporate guarantees in respect of bank guarantees/letter of credit/ credit facilities availed by subsidiaries/subsidiaries of associate/ erstwhile subsidiaries. 18,734,457,717 11,762,138,341

Income tax demand in respect of which appeals have been filed 52,119,534 30,814,534

As per the best estimate of the management, no provision is required to be made in respect of any present obligation as a result of a past event that could lead to a probable outflow of resources, which would be required to settle the obligation.

b) Commitments and other contingent liabilities:

i) The Company has given corporate guarantee towards cost overrun to financial institution/ banks for term loan facility sanctioned to Indiabulls Power Limited. (IPL) in the event of inability of IPL to arrange the required equity support for Amravati Power Project Phase I.

ii) The Company has given corporate guarantee towards cost overrun to financial institution/ banks for term loan facility sanctioned to Indiabulls Realtech Limited ("IRL") a subsidiary of Indiabulls Power Limited. ("IPL") in the event of inability of IPL to arrange the required equity support for Thermal Project having capacity of 1350 MW in Sinnar Village of Nasik District in Maharashtra, being developed by IRL.

iii) The Company has given Sponsors Support Undertaking ("SSU") to fund the required equity and any shortfall in means of finance by subscription to the shares of Indiabulls Power Limited. (IPL) for term loan facility sanctioned to IPL in the event of inability of IPL to arrange the required equity support for Amravati Power Project Phase II. Under the SSU, IBREL has also guaranteed to meet IPL''s debt obligations in respect of Amravati Power Project Phase II in the event coal linkage for the project is cancelled / deferred and IPL fails to make any alternate arrangement of required coal six months prior to the scheduled commercial operation date of unit I.

(iv) The Company has given Sponsors Support Undertaking ("SSU") to meet any shortfalls in the funding requirement of project and towards cost overrun to financial institution/banks for term loan sanctioned to Indiabulls Realtech Limited ("IRL") in the event of inability of IRL to arrange required equity support for Nasik Thermal Power Project Phase II.

(v) The Company has given Undertaking for Amravati Power Transmission Company Limited for timely infusion of equity as per Financing Plan and in the event of cost overrun / escalation or shortfall of the Project funding due to default of any lenders, the Project Cost/ such escalation or shortfall of the Project funding shall be met by the Promoters. Provided that if IPL fails to contribute the Equity and / or funds, Indiabulls Infrastructure & Power Limited ("IIPL") shall be responsible for fulfilling the same and in case IIPL fails to contribute the Equity and / or funds, IBREL shall be responsible for fulfilling the same.

(vi) The Company has given an undertaking to banks for various loans availed by subsidiary companies and subsidiaries of Associate to meet the shortfall requirement in case they are not able to service the said loans.

31 The Company''s primary business segment is reflected based on principal business activities carried on by the Company i.e. purchase, sale, dealing, construction and development of real estate projects and all other related activities. The Company operates in domestic market only. Considering the nature of Company''s business and operations and based on the information available with the management no further disclosures are required in respect of reportable segments, under Accounting Standard 17 (AS 17) -"Segment Reporting'''' as notified under the Companies (Accounting Standards) Rules , 2006, other than those already provided in the financial statements.

* The Company has not entered into any derivatives instruments during the year. Foreign currency exposures not hedged as at March 31, 2014 towards Investment of Rs. 10,919,106,792 [GBP 135,809,000 and Euro 1,000) (Previous year Rs. 10,919,106,792 (GBP 135,809,000 and Euro 1,000)].

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

* In the opinion of the Board of Directors, all current assets and long term loans & advances, appearing in the balance sheet as at March 31, 2014, have a value on realization, in the ordinary course of the Company''s business, at least equal to the amount at which they are stated in the financial statements. In the opinion of the board of directors, no provision is required to be made against the recoverability of these balances.

Mar 31, 2013

1 Company overview

Indiabulls Real Estate Limited (''the Company'', ''IBREL'') was incorporated on April 04, 2006 with the main objects of carrying on the business of project management, investment advisory, project marketing, maintenance of completed projects, engineering, industrial and technical consultancy, construction and development of real estate properties and other related and ancillary activities.

A Scheme of Arrangement (''IBFSL Scheme of Arrangement'') between Indiabulls Financial Services Limited (''Demerged Company'', ''IBFSL'') and the Company (''IBREL'', ''Resulting Company'') and their respective shareholders and creditors under Sections 391 Â 394 of the Companies Act, 1956, was sanctioned by the Hon''ble High Court of Delhi at New Delhi on November 24, 2006. Upon coming into effect of the Scheme of Arrangement on December 20, 2006 and with effect from the Appointed Date on May 01, 2006, the real estate undertaking of IBFSL (''real estate undertaking'') was demerged from IBFSL and transferred to and vested in IBREL on a going concern basis.

2 Basis of preparation of financial statements

i. Statement of compliance

The financial statements are prepared under the historical cost convention on an accrual basis, in accordance with the generally accepted accounting principles in India and in compliance with the applicable accounting standards as notified under the Companies (Accounting Standards) Rules, 2006, as amended and as per Revised Schedule VI of the Companies Act, 1956. All assets and liabilities have been classified as current or non-current as per the Company''s normal operating cycle and other criteria set out in the Revised Schedule VI of the Companies Act, 1956.

ii. Use of estimates

The presentation of financial statements is in conformity with the generally accepted accounting principles and require estimates and assumptions to be made that affect the reported amount of assets and liabilities and disclosure of contingent liabilities as on the date of the financial statements and the reported amount of revenues and expenses during the reporting year. Differences between the actual results and estimates are recognized in the year in which the results are known or materialized.

3 Corporate restructuring

a) A Scheme of Arrangement (Scheme-I) between Indiabulls Real Estate Limited (IBREL) (''Demerged Company'') and the Indiabulls Wholesale Services Limited (''IBWSL'', ''Resulting Company'') and their respective shareholders and creditors under Sections 391 Â 394 of the Companies Act, 1956, was sanctioned by the Hon''ble High Court of Delhi at New Delhi on March 03, 2011. Upon coming into effect of the Scheme of Arrangement on March 31, 2011 and with effect from the Appointed Date on April 01, 2010, the Wholesale trading business stand demerged from IBREL and transferred to and vested in IBWSL on a going concern basis.

b) A composite Scheme of Arrangement (Scheme-II) under Section 391 to 394 of the Companies Act, 1956, by and among Indiabulls Real Estate Limited (the Company), Indiabulls Infrastructure and Power Limited (IIPL), Indiabulls Builders Limited (IBL), Indiabulls Power Limited. (IPL) and Poena Power Supply Limited (PPSL) and their respective shareholders and creditors (Scheme), which had been approved by the Hon''ble High Court of Delhi vide its order dated October 17, 2011 and came into effect on November 25, 2011, with effect from April 1, 2011 i.e. the Appointed Date. Pursuant to and in terms of Scheme II, the power business undertaking of the Company which included the Company''s investment in the IPL, stood demerged from the Company and transferred to and vested in favour of Indiabulls Infrastructure and Power Limited (IIPL) on a going concern basis. Indiabulls Builders Limited (IBL) a wholly owned subsidiary of the Company was merged with the Company as a going concern under the ''pooling of interests method'' with the entire business, including all the assets and liabilities as recorded in the books of IBL as on the Appointed Date (there were no fixed assets), being transferred to the Company at their book values as on the said date.The investment in IBL was transferred by the Company to IBREL-IBL Scheme Trust and accounted for as ''Interest in IBREL-IBL Scheme Trust'' in the Company. In consideration for an aggregate of 42,500,000 Equity shares of face value of Rs. 2 each held in Indiabulls Builders Limited, an equivalent number of fully paid Equity shares of face value Rs. 2 each were issued in the Company to the IBREL - IBL Scheme Trust, the shareholder of IBL, as of the aforesaid effective date of the Scheme. The trust holds these shares for the sole benefits of Indiabulls Real Estate Limited.

c) A Scheme of Arrangement between Indiabulls Infrastructure Development Limited (''Amalgamating Company'') a subsidiary of the Company and Indiabulls Power Limited (''Amalgamated Company'') and their respective shareholders and creditors under Sections 391 Â 394 of the Companies Act, 1956, was approved by the Hon''ble High Court of Delhi at New Delhi vide its order dated May 24, 2012 and came into effect on April 1, 2012 i.e. the Appointed Date.

Pursuant to and in terms of Scheme, with effect from the appointed date:

(i) All the assets and liabilities of the Amalgamating Company became the assets and liabilities of the Amalgamated Company and were recorded at their book values as appearing in the books of the Amalgamating Company.

(ii) The Amalgamated Company issued and allotted to the shareholders of the Amalgamating Company whose names were recorded in the register of members on the Effective Date, in the ratio of 3.37 equity shares of the Amalgamated Company of face value of Rs. 10/- for every 1 equity shares of face value of Rs. 10/- each fully paid up held by such member in the Amalgamating Company on the Effective Date.

4 Earnings per equity share:

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

Dilutive potential equity shares are deemed converted as of the beginning of the year, unless they have been issued at a later date. The number of equity shares and potential diluted equity shares are adjusted for stock split, bonus shares and the potential dilutive effect of Employee stock option plans/Schemes as appropriate.

5 Employees stock option schemes:

a) Indiabulls Real Estate Limited Employees Stock Options Scheme Â 2006: During the period ended March 31, 2007, the Company established the Indiabulls Real Estate Limited Employees Stock Options Scheme (''IBREL ESOS-I'' or ''Plan-I''). Under the Plan- I, the Company issued 9,000,000 equity settled options to eligible employees and of its Subsidiary Companies which gave them a right to subscribe up to 9,000,000 stock options representing an equal number of equity shares of face value of Rs. 2 each of the Company at an exercise price of Rs. 60 per option, subject to the requirements of vesting. These options vest uniformly over a period of 10 years, commencing one year after from the date of grant. A Compensation Committee constituted by the Board of Directors of the Company administers the Plan- I.

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

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

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

The Company follows the Intrinsic Value method of accounting as prescribed in the Guidance Note on Accounting for Employees Share Based Payments (''Guidance Note''), issued by the Institute of Chartered Accountants of India. Since, on the date of grant, the intrinsic value of the options granted was equal to the exercise price, no deferred employee stock compensation cost has been recorded in the financial statements. The fair value of the options under Plan II using the Black-Scholes model, based on the following parameters, is Rs. 62.79 per option, as certified by an independent firm of chartered accountants.

The expected volatility was determined based on historical volatility data of the Company''s shares listed on the National Stock Exchange of India Limited.

The table below provides pro forma disclosures for the impact on the Company''s net profits after taxes and basic and diluted earnings per share, had the compensation cost for the stock options granted under Plan - II been determined using the fair value method as prescribed in the Guidance Note as prescribed by the ICAI.

6 Employee benefits:

Gratuity benefits

In accordance with ''The Payment of Gratuity Act, 1972'', the Company provides for gratuity a defined benefit retirement plan (the ''Gratuity Plan'') covering certain categories of employees. The Gratuity Plan provides a lump sum payment to vested employees at retirement or termination of employment. The amount of payment is based on the respective employee''s last drawn salary and the years of employment with the Company. Liabilities in respect of the Gratuity Plan are determined by an actuarial valuation and this plan is unfunded. The Company had charged of Rs. 64,708 (previous year credit of Rs. 1,417,849) during the year ended March 31, 2013 and the amount outstanding as at March 31, 2013 is Rs. 1,783,254 (previous year: Rs. 2,103,007 ).

Compensated leave of absence

Eligible employees are entitled to accumulate compensated absences up to prescribed limits in accordance with the Company''s policy and receive cash in lieu thereof. The Company measures the expected cost of accumulating compensated absences as the additional amount that the Company expects to pay as a result of the unused entitlement that has accumulated at the balance sheet date. Such measurement is based on actuarial valuation as at balance sheet date carried out by a qualified actuary. The Company had recognised credit of Rs. 987,624 (previous year credit of Rs. 739,738) during the year ended March 31, 2013 and the amount outstanding as at March 31, 2013 is Rs. 1,178,657 (previous year: 2,166,407).

The components of gratuity & compensated leave of absence cost recognized, in accordance with AS-15 (Revised) on ''Employee benefits'', for the years ended March 31, 2013 and March 31, 2012 are enumerated as below:

7 Operating lease

The Company has taken various premises on operating leases and lease rent of Rs. 261,352,434 (Previous year Rs. 250,536,444) in respect of the same has been charged to statement of profit and loss for the year ended March 31, 2013. The underlying agreements are executed for a period generally ranging from three to five years, renewable at the option of the Company and the lessor and are cancelable in some cases, by either party by giving a notice generally of 30 to 90 days. There are no restrictions imposed by such leases and there are no subleases. The minimum lease rentals payable in respect of such operating leases, are as under:

As per the best estimate of the management, no provision is required to be made in respect of any present obligation as a result of a past event that could lead to a probable outflow of resources, which would be required to settle the obligation.

b) Commitments and other contingent liabilities:

i) The Company has given corporate guarantee towards cost overrun to financial institution/ banks for term loan facility sanctioned to Indiabulls Power Limited. (IPL) in the event of inability of IPL to arrange the required equity support for Amravati Power Project Phase I.

ii) The Company has given undertaking to Meiya Power Company Limited (''MPCL'') to keep it fully indemnified in the event of MPCL is called upon to invest any amount as share capital of Indiabulls Power Generation Limited (IPGL) in Bhaiyathan Power Project in District Surguja, Chattisgarh. The Company has also given undertaking to Meiya Power Company Limited (''MPCL'') its affiliates, their Directors, officers and employees to keep them fully indemnified against any losses in the event MPCL, its affiliates, their Directors, officers or employees incurs any losses arising at or in connection with Bhaiyathan Power Project in District Surguja, Chhattisgarh.

iii) The Company has given corporate guarantee towards cost overrun to financial institution/ banks for term loan facility sanctioned to Indiabulls Realtech Limited (''IRL'') a subsidiary of Indiabulls Power Limited. (''IPL'') in the event of inability of IPL to arrange the required equity support for Thermal Project having capacity of 1350 MW in Sinnar Village of Nasik District in Maharashtra, being developed by IRL.

iv) The Company has given Sponsors Support Undertaking (''SSU'') to fund the required equity and any shortfall in means of finance by subscription to the shares of Indiabulls Power Limited. (IPL) for term loan facility sanctioned to IPL in the event of inability of IPL to arrange the required equity support for Amravati Power Project Phase II. Under the SSU, IBREL has also guaranteed to meet IPL''s debt obligations in respect of Amravati Power Project Phase II in the event coal linkage for the project is cancelled / deferred and IPL fails to make any alternate arrangement of required coal six months prior to the scheduled commercial operation date of unit I.

(v) The Company has given Sponsors Support Undertaking (''SSU'') to meet any shortfalls in the funding requirement of project and towards cost overrun to financial institution/banks for term loan sanctioned to Indiabulls Realtech Limited (''IRL'') in the event of inability of IRL to arrange required equity support for Nasik Thermal Power Project Phase II.

(vi) The Company has given an undertaking to banks for various loans availed by subsidiary companies and subsidiaries of Associate to meet the shortfall requirement in case they are not able to service the said loans.

8 The Company''s primary business segment is reflected based on principal business activities carried on by the Company i.e. purchase, sale, dealing, construction and development of real estate projects and all other related activities. The Company operates in domestic market only. Considering the nature of Company''s business and operations and based on the information available with the management no further disclosures are required in respect of reportable segments, under Accounting Standard 17 (AS 17) Â ''Segment Reporting'''' as notified under the Companies (Accounting Standards) Rules , 2006, other than those already provided in the financial statements.

9 The Company has not entered into any derivatives instruments during the year. Foreign currency exposures not hedged as at March 31, 2013 towards Investment of Rs. 10,919,106,792 [GBP 135,809,000 and Euro 1,000) (Previous year Rs. 10,919,106,792 (GBP 135,809,000 and Euro 1,000)].

10 The Company considers its investment in subsidiaries and other as strategic and long term in nature and accordingly, in the view of the management, any decline in value of such long-term investments in subsidiaries is considered as temporary in nature and hence no provision is considered necessary

11 In the opinion of the Board of Directors, all current assets and long term loans & advances, appearing in the balance sheet as at March 31, 2013, have a value on realization, in the ordinary course of the Company''s business, at least equal to the amount at which they are stated in the financial statements. In the opinion of the board of directors, no provision is required to be made against the recoverability of these balances.

12 Previous year figures have been regrouped and/or reclassified wherever necessary to conform to those of the current year grouping and/or classification.

Mar 31, 2012

COMPANY OVERVIEW

India bulls Real Estate Limited ("the Company", "IBREL") was incorporated on April 04, 2006 with the main objects of carrying on the business of project management, investment advisory, project marketing, maintenance of completed projects, engineering, industrial and technical consultancy, construction and development of real estate properties and other related and ancillary activities.

A Scheme of Arrangement ("IBFSL Scheme of Arrangement") between India bulls Financial Services Limited ("Demerged Company", "IBFSL") and the Company ("IBREL", "Resulting Company") and their respective shareholders and creditors under Sections 391 - 394 of the Companies Act, 1956, was sanctioned by the Humble High Court of Delhi at New Delhi on November 24, 2006. Upon coming into effect of the Scheme of Arrangement on December 20, 2006 and with effect from the Appointed Date on May 01,2006, the real estate undertaking of IBFSL ("real estate undertaking") was demerged from IBFSL and transferred to and vested in IBREL on a going concern basis.

i) Statement of compliance

The financial statements are prepared under the historical cost convention on an accrual basis, in accordance with the generally accepted accounting principles in India and in compliance with the applicable accounting standards as notified under the Companies (Accounting Standards) Rules, 2006, as amended and as per Revised Schedule VI of the Companies Act, 1956. All assets and liabilities have been classified as current or non-current as per the Company's normal operating cycle and other criteria set out in the Revised Schedule VI of the Companies Act, 1956.

ii) Use of estimates

The presentation of financial statements is in conformity with the generally accepted accounting principles and require estimates and assumptions to be made that affect the reported amount of assets and liabilities and disclosure of contingent liabilities as on the date of the financial statements and the reported amount of revenues and expenses during the reporting year. Differences between the actual results and estimates are recognized in the year in which the results are known or materialized.

CORPORATE RESTRUCTURING

a) A Scheme of Arrangement (Scheme-I) between India bulls Real Estate Limited (IBREL) ("Demerged Company") and the India bulls Wholesale Services Limited ("IBWSL", "Resulting Company") and their respective shareholders and creditors under Sections 391 - 394 of the Companies Act, 1956, was sanctioned by the Humble High Court of Delhi at New Delhi on March 03, 2011. Upon coming into effect of the Scheme of Arrangement on March 31, 2011 and with effect from the Appointed Date on April 01,2010, the Wholesale trading business stand demerged from IBREL and transferred to and vested in IBWSL on a going concern basis.

b) A composite Scheme of Arrangement (Scheme-ii) under Section 391 to 394 of the Companies Act, 1956, by and among India bulls Real Estate Limited (the Company), India bulls Infrastructure and Power Limited (IIPL), India bulls Builders Limited (IBL), India bulls Power Limited. (IPL) and Poena Power Supply Limited (PPSL) and their respective shareholders and creditors (Scheme), which had been approved by the Humble High Court of Delhi vide its order dated October 17, 2011 and came into effect on November 25,2011, with effect from April 1,2011 i.e. the Appointed Date.

Pursuant to and in terms of the Scheme II, with effect from the appointed date:

i) Demerger:

The Power business undertaking of the Company which included the company's investment in the IPL, stood demerged from the Company and transferred to and vested in favor of India bulls Infrastructure and Power Limited (IIPL).

a) All business activities of the demerged undertaking made by the Company in trust for IIPL, carried out on or after the Appointed Date are deemed to have been carried out by the Demerged Company on behalf of the Resulting Company on a going Concern basis;

b) Certain Assets comprising of Fixed Assets and Loans and Advances in the demerged undertaking aggregating to Rs.1,840,201 have been transferred to IIPL, at their book values;

c) The Company's investment in IPL. amounting to Rs. 5,925,000,000 stands transferred and investment in IIPL amounting to Rs. 500,000 stands cancelled;

d) The net adjustment for such transfer of assets and cancellation of investments amounting to Rs. 5,927,340,201 has been adjusted out of Securities Premium Account;

e) The shareholders of the Company as on December 08, 2011, i.e. the Record Date fixed for ascertaining the list of eligible shareholders of the Company, were allotted equity shares by IIPL in the ratio of 2.95 equity shares for every one share held by them in the Company

ii) Merger:

Indiabulls Builders Limited (IBL) a wholly owned subsidiary of the Company was merged with the Company as a going concern under the 'pooling of interests method' with the entire business, including all the assets and liabilities as recorded in the books of IBL as on the Appointed Date (there were no fixed assets), being transferred to the Company at their book values as on the said date. As on the appointed date, the net assets of IBL were Rs. 143,454,923.

a) All business activities of IBL carried out on or after the Appointed date are deemed to have been carried out by IBL on behalf of the Company on going concern basis and consequently, all the profits and related taxes paid, are deemed to be the profits and taxes of the Company.AII the income and expenses from the Appointed date relating to IBL have been incorporated in the accounts of the Company.

b) The investment in IBL was transferred by the Company to IBREL-IBL Scheme Trust and accounted for as Interest in IBREL-IBL Scheme Trust" in the Company. In consideration for an aggregate of 42,500,000 Equity shares of face value of Rs. 2 each held in India bulls Builders Limited, an equivalent number of fully paid Equity shares of face value Rs. 2 each were issued in the Company to the IBREL - IBL Scheme Trust, the shareholder of IBL, as of the aforesaid effective date of the Scheme. The trust holds these shares for the sole benefit of India bulls Real Estate Limited.

c) The surplus of in the Statement of Profit and Loss of IBL amounting to Rs. 58,454,923 as on appointed date have been transferred and credited to Statement of Profit and Losses of the Company.

(i) The holders of equity shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at meetings of the Company. In the event of liquidation of the Company, all preferential amounts, if any, shall be discharged by the Company. The remaining assets of the Company shall be distributed to the holders of equity shares in proportion to the number of shares held to the total equity shares outstanding as on that date. The holders of preference shares are entitled to receive dividends, but do not carry the right to vote. All shares rank equally with regard to the Company's residual assets, except that holders of preference shares participate only to the extent of the face value of the shares.

(ii) Of the above fully paid equity shares, 168,675,378 equity shares of face value Rs. 2 each were allotted to eligible Shareholders pursuant to and in terms of a Scheme of Arrangement with India bulls Financial Services Limited as approved by Humble High Court of Delhi at New Delhi on November 24,2006, without consideration being received in cash.

(iii) Of the above fully paid equity shares, 11,500,000 equity shares of face value Rs. 2 each were allotted to Oberon Limited on July 21,2007, pursuant to exercise of their option to convert 11,500,000 Convertible Preference Shares of Face Value Rs. 138 each into 11,500,000 equity shares of Face Value Rs. 2 each at a premium of Rs. 136 per share.

(iv) Of the above fully paid equity shares, 16,685,580 Equity Shares of face value Rs. 2 each (representing 16,685,580 Global Depository Receipts ("GDRs")) were allotted to Dev Property Development Limited's (formerly Dev Property Development Pic.) ("DPD") shareholders pursuant to and in terms of a Scheme of Arrangement approved by High Court of Justice of the Isle of Man on May 7, 2008, for the acquisition of 100% ordinary shares of DPD, without consideration being received in cash.

(v) Of the above fully paid equity shares, 42,500,000 Equity Shares of face value Rs. 2 each were allotted to IBREL-IBL scheme trust, the shareholder of IBL, for the sole benefit of India bulls Real Estate Limited pursuant to and in terms of a scheme of Arrangement approved by High Court of Delhi on October 17,2011. The trust holds these shares for the sole benefit of India bulls Real Estate Limited.

(vi) During the Financial year ended March 31, 2012, upon exercise of Stock options vested in terms of India bulls Real Estate Limited Employees Stock options Scheme 2006 by eligible employees and upon receipts of full consideration in cash, the Company has allotted an aggregate of 668,500 Equity Shares of face value Rs. 2 each at an exercise price of Rs. 60 each.

(vii) During the Financial year ended March 31, 2012, Pursuant to and in terms of the Court approved Scheme of Arrangement under Section 391 to 394 of the Companies Act, 1956, by and among India bulls Real Estate Limited (the Company), India bulls Infrastructure and Power Limited (IIPL), India bulls Builders Limited (IBL), India bulls Power Limited. (IPL) and Open Power Supply Limited (PPSL) and their respective shareholders and creditors (Scheme -II), which had been approved by the Humble High Court of Delhi, IBL a wholly owned subsidiary of the Company got merged with the Company as a going concern and in consideration of which, 42,500,000 fully paid Equity shares were allotted by the Company in favor of IBREL-IBL Scheme Trust, the shareholder of IBL as on the effective date of the Scheme II. The trust holds these shares for the sole benefit of India bulls Real Estate Limited. Further to the Scheme II, the warrants issued on August 26, 2010 and remaining outstanding as on the effective date of the Scheme, were converted into 28,700,000 partly paid equity shares of the Company. The Promoter group companies and directors of the Company, who were allotted partly paid shares had paid the final call money as specified in the scheme except for one of the warrant holder, to whom 100,000 partly paid up equity shares (Rs. 0.50 per share paid) were allotted had forfeited due to nonpayment of call money, accordingly 28,600,000 equity shares had become fully paid up shares."

During the year ended March 31,2011 the company had received the share application money representing the exercise of 38,500 employees stock option, at a exercise price of Rs. 60 per equity share of face value Rs. 2 each, vested under "India bulls Real Estate Limited-Employee stock option scheme-2006". The compensation committee of the Board of Directors of the company, at its meeting held on April 01, 2011, had approved the allotment of the aforesaid equity shares

Redeemable non convertible debentures include

(i) On February 22,2011, the Company had issued and allotted 1,000 Secured Redeemable Non Convertible Debentures ("NCDs") of face value of Rs. 1,000,000 each carrying interest rate of 12.25% payable quarterly basis, aggregating to Rs. 1,000,000,000 on private placement basis to part finance of various projects undertaken by Company and its Subsidiary Companies. These Non convertible debentures are secured by mortgage on specified immoveable properties held and owned by Company and its Subsidiary Company by way of first charge created in favor of IDBI Trusteeship Services Limited ("Debenture Trustee"). Additionally aforesaid NCDs are also secured by way of second charge on the rental receivables from properties held and owned by Subsidiaries of its associate and are redeemable at the end of 36th month from date of allotment. These NCDs are listed on Wholesale Debt Market (WDM) segment of National Stock Exchange of India Limited.

(ii) On December 13, 2010, the Company had issued and allotted 4,000 Secured Redeemable Non Convertible Debentures ("NCDs") of face value of Rs. 1,000,000 each carrying interest rate of 12% payable semi annually basis, aggregating to Rs. 4,000,000,000 on private placement basis for part finance of various projects undertaken by Company and its Subsidiary Companies. These Non Convertible Debentures are secured by mortgage on specified immoveable properties held and owned by the Company and its certain Subsidiary Companies by way of charge created in favour of IDBI Trusteeship Services Limited ("Debenture Trustee"). Additionally aforesaid NCDs are secured by way of exclusive charge on all revenues and receivables of the real estate projects under development of these Subsidiaries and are redeemable in three installments, 33% at the end of 24th month, 33% at the end of 30th month and 34% at the end of 36th month from date of allotment. These NCDs are listed on Wholesale Debt Market (WDM) segment of National Stock Exchange of India Limited. Out of these NCDs Rs 1,320,000,000 (previous year nil) is payable in next 12 months.

(iii) On December 10, 2010, the Company had issued and allotted 5,000 Secured Redeemable Non Convertible Debentures ("NCDs") of face value of Rs. 1,000,000 each carrying interest rate of 11.75% payable quarterly basis, aggregating to Rs. 5,000,000,000 on private placement basis for part finance of various projects undertaken by Company and its Subsidiary Companies. These Non Convertible Debentures are secured by mortgage on specified immoveable properties held and owned by the Company and its certain Subsidiary Companies by way of first charge created in favor of IDBI Trusteeship Services Limited ("Debenture Trustee"). Additionally aforesaid NCDs are also secured by way of second charge on the rental receivables from properties held and owned by Subsidiaries of its associate and are redeemable in three installments, 33% at the end of 24th month, 33% at the end of 30th month and 34% at the end of 36th month from date of allotment. These NCDs are listed on Wholesale Debt Market (WDM) segment of National Stock Exchange of India Limited. The Company has repurchased 420 Debentures at par on 10th April, 2012. The said repurchased Debentures are being extinguished and upon such extinguishment, an aggregate 4,580 Debentures shall remain outstanding. Out of these NCDs Rs 1,511,400,000 (previous year nil) is payable in next 12 months.

Term Loan from banks includes

During the year ended March 31, 2011 the Company had raised Short Term Loans of Rs. 3,200,000,000 from

Indusind Bank Limited and Rs. 1,500,000,000 from HDFC bank Limited respectively to part finance construction expenditure of various projects undertaken by its certain Subsidiaries Companies which are secured by way of pledge of Mutual Fund Fixed Maturity Plan Investments made by its certain Subsidiary Companies and by way of corporate guarantees from Subsidiary Companies. This term loan has been repaid during the current year.

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

EMPLOYEE BENEFITS:

Gratuity benefits

In accordance with "The Payment of Gratuity Act, 1972", the Company provides for gratuity a defined benefit retirement plan (the "Gratuity Plan") covering certain categories of employees. The Gratuity Plan provides a lump sum payment to vested employees at retirement or termination of employment. The amount of payment is based on the respective employee's last drawn salary and the years of employment with the Company. Liabilities in respect of the Gratuity Plan are determined by an actuarial valuation and this plan is unfunded. The Company had recognized credit of Rs. 1,417,849 (previous year charged of Rs.1,208,106) during the year ended March 31,2012 and the amount outstanding as at March 31,2012 is Rs. 2,103,007 (previous year: 3,549,643).

Compensated leave of absence

Eligible employees are entitled to accumulate compensated absences up to prescribed limits in accordance with the Company's policy and receive cash in lieu thereof. The Company measures the expected cost of accumulating compensated absences as the additional amount that the Company expects to pay as a result of the unused entitlement that has accumulated at the balance sheet date. Such measurement is based on actuarial valuation as at balance sheet date carried out by a qualified actuary. The Company had recognized credit of Rs. 739,738 (previous year charged of Rs. 1,095,607) during the year ended March 31, 2012 and the amount outstanding as at March 31, 2012 is Rs. 2166,407 (previous year: 3,496,696).

The components of gratuity & compensated leave of absence cost recognized, in accordance with AS-15 (Revised) on "Employee benefits", for the years ended March 31,2012 and March 31,2011 are enumerated as below:

Note 1

INCOME TAXES:

a) Current tax:

Current tax for the year includes earlier year taxes charged of Rs. 951,106 (previous year credit of Rs. 207,968).

b) Deferred tax:

In compliance with Accounting Standard 22 (AS 22)" Accounting for Taxes on Income", as notified under the Companies (Accounting Standards) Rules, 2006, as amended, the Company has recognized deferred tax credit of Rs. 4,428,208 (previous year credit of Rs. 2,874,976) in the statement of profit and loss during the year ended March 31, 2012.

Note 3

EARNINGS PER EQUITY SHARE:

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

Dilutive potential equity shares are deemed converted as of the beginning of the year, unless they have been issued at a later date. The number of equity shares and potential diluted equity shares are adjusted for stock split, bonus shares and the potential dilutive effect of Employee stock option plans/Scemes as appropriate.

EMPLOYEES STOCK OPTION SCHEMES:

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

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

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

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

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

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

The Company follows the Intrinsic Value method of accounting as prescribed in the Guidance Note on Accounting for Employees Share Based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. Since, on the date of grant, the intrinsic value of the options granted was equal to the exercise price, no deferred employee stock compensation cost has been recorded in the financial statements. The fair value of the options under Plan II using the Black-Sholes model, based on the following parameters, is Rs.62.79 per option, as certified by an independent firm of chartered accountants.

The expected volatility was determined based on historical volatility data of the Company's shares listed on the National Stock Exchange of India Limited.

The table below provides pro forma disclosures for the impact on the Company's net profits after taxes and basic and diluted earnings per share, had the compensation cost for the stock options granted under Plan - II been determined using the fair value method as prescribed in the Guidance Note as prescribed by the ICAI.

c) India bulls Real Estate Limited Employees Stock Options Plan 2010:

During the year ended March 31, 2011, the Board of Directors and Shareholders of the Company have given their consent to create, issue, offer and allot, to the eligible employees of the Company and its Subsidiary Companies, stock options not exceeding 30,000,000 in number, representing 30,000,000 Equity shares of face value of Rs. 2 each of the Company, accordingly the Employee Stock Option Plan- 2010 ("IBREL ESOP 2010") has been formed. As per the scheme Exercise Price will be the market price of the equity shares of the Company, being the latest available closing price, prior to the date of grant or as may be decided by the Board or Compensation Committee. However Compensation Committee of the Board has not yet granted any options under IBREL ESOP 2010 Scheme.

d) India bulls Real Estate Limited Employees Stock Options Plan 2011:

During the year ended March 31, 2012, the Board of Directors and shareholders of IBREL have given their consent to create, issue, offer and allot, to the eligible employees of IBREL and its subsidiary Companies, stock options not exceeding 15,000,000 in number, representing 15,000,000 equity shares of face value of Rs. 2 each of IBREL, and accordingly the Employee Stock Option Scheme- 2011 ("IBREL ESOS 2011") has been formed. As per the scheme exercise price will be the market price of the equity shares of IBREL, being the latest available closing price, prior to the date of grant or as may be decided by the Board or Compensation Committee. However Compensation Committee of the Board has not yet granted any options under IBREL ESOP 2011 Scheme.

The India bulls Employees' Welfare Trust" (Trust) has been formed on October 04,2010 with an initial corpus of Rs. 50,000, to administer and implement current un granted options under Employee Stock Option Schemes ("ESOP Schemes") and any future ESOP / Employee Stock Purchase Schemes to all their permanent employees, working in India, and their directors, whether whole-time or not, but shall not include their respective promoter directors or directors holding by themselves or through the relatives or anybody corporate of the India bulls Group listed Companies. IBREL, being one of the settler had contributed Rs. 10,000 as initial corpus towards establishment of the Trust. Trust is administered by independent trustees.

Note 4

OPERATING LEASE

The Company has taken various premises on operating leases and lease rent of Rs. 250,536,444 (Previous year Rs. 189,517,646) in respect of the same has been charged to statement of profit and loss for the year ended March 31,2012. The underlying agreements are executed for a period generally ranging from three to five years, renewable at the option of the Company and the lesser and are cancelable in some cases, by either party by giving a notice generally of 30 to 90 days. There are no restrictions imposed by such leases and there are no subleases. The minimum lease rentals payable in respect of such operating leases, are as under:

Note 5

CONTINGENT LIABILITIES AND COMMITMENTS:

a) Contingent liabilities, not acknowledged as debt, include:

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

Counter Guarantees in respect of guarantees issued by Bank on behalf of Company - 433,000,000

Corporate Guarantees in respect of Bank Guarantees / Letter of Credit / Credit Facilities availed by Subsidiaries / Subsidiaries of Associate 9,343,527,067 12,839,215,208

Income tax matters in respect of which appeals have been filed 43,030,578 -

As per the best estimate of the management, no provision is required to be made in respect of any present obliga- tion as a result of a past event that could lead to a probable outflow of resources, which would be required to settle the obligation.

b) Commitments & Other Contingent Liabilities:

i) The Board of Directors of the Company at its meeting held on December 15, 2011 approved the proposal of Buy-back of the Company's fully paid up equity shares of Rs. 2 each from the open market through stock ex- change in accordance with SEBI Buy Back Regulations. The Board of Directors of the Company has approved a maximum limit of Rs.4,500,000,000 at a price not exceeding Rs. 75 per equity shares. The Board has approved Buy -back up to maximum number of 60,000,000 equity shares and minimum of 150,00,000 equity shares of face value of Rs. 2 each. However, the actual number of equity shares to be bought back would depend on the average price paid for the equity shares bought back and the amount deployed in Buy- back.

ii) The Company has given corporate guarantee towards cost overrun to financial institution/ banks for term loan facility sanctioned to India bulls Power Limited. (IPL) in the event of inability of IPL to arrange the required equity support for Amravati Power Project Phase I.

iii) The Company has given undertaking to Meiya Power Company Limited ("MPCL") to keep it fully indemnified in the event of MPCL is called upon to invest any amount as share capital of India bulls Power Generation Limited (IPGL) in Bhaiyathan Power Project in District Surguja, Chhattisgarh. The Company has also given undertaking to Meiya Power Company Limited ("MPCL") its affiliates, their Directors, officers and employees to keep them fully indemnified against any losses in the event MPÃÂ£L, its affiliates, their Directors, officers or employees in- curs any losses arising at or in connection with Bhaiyathan Power Project in District Surguja, Chhattisgarh.

iv) The Company has given corporate guarantee towards cost overrun to financial institution/ banks for term loan facility sanctioned to India bulls Reattach Limited ("IRL") a subsidiary of India bulls Power Limited. ("IPL") in the event of inability of IPL to arrange the required equity support for Thermal Project having capacity of 1350 MW in Sinnar Village of Nasik District in Maharashtra, being developed by IRL.

v) The Company has given Sponsors Support Undertaking ("SSU") to fund the required equity and any shortfall in means of finance by subscription to the shares of India bulls Power Limited. (IPL) for term loan facility sanctioned to IPL in the event of inability of IPL to arrange the required equity support for Amravati Power Project Phase II. Under the SSU, IBREL has also guaranteed to meet IPL's debt obligations in respect of Amravati Power Project Phase II in the event coal linkage for the project is cancelled / deferred and IPL fails to make any alter- nate arrangement of required coal six months prior to the commercial operation date of the project.

Note 6

The Company's primary business segment is reflected based on principal business activities carried on by the Company i.e. purchase, sale, dealing, construction and development of real estate projects and all other related activities. The Company operates in domestic market only. Considering the nature of Company's business and operations and based on the information available with the management no further disclosures are required in respect of reportable segments, under Accounting Standard 17 (AS 17) -"Segment Reporting" as notified under the Companies (Accounting Standards) Rules, 2006, other than those already provided in the financial statements.

Note 7

The Company has not entered into any derivatives instruments during the year. Foreign currency exposures not hedged as at March 31,2012 towards Investment of Rs. 10,919,106,792 [GBP 135,809,000 and Euro 1,000) (Previous year Rs. 10,919,106,792 (GBP 135,809,000 and Euro 1,000)].

Note 8

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

Note 9

In the opinion of the Board of Directors, all current assets and long term loans & advances, appearing in the balance sheet as at March 31, 2012, have a value on realization, in the ordinary course of the Company's business, at least equal to the amount at which they are stated in the financial statements. In the opinion of the board of directors, no provision is required to be made against the recoverability of these balances.

Previous year figures have been regrouped and/or reclassified wherever necessary to conform to those of the current year grouping and/or classification.

Mar 31, 2010

1) Overview :

i) Indiabulls Real Estate Limited ("the Company", "IBREL") was incorporated on April 04, 2006 with the main objects of carrying on the business of Real Estate Projects Advisory, Construction and Develop- ment of Real Estate Projects. A Scheme of Arrangement ("Scheme of Arrange- ment") between Indiabulls Financial Services Limited ("Demerged Company", "IBFSL") and the Company ("IBREL", "Resulting Company") and their respective shareholders and creditors under Sections 391 - 394 of the Companies Act, 1956, was sanctioned by the Honble High Court of Delhi at New Delhi on November 24, 2006. Upon coming into effect of the Scheme of Arrangement on December 20, 2006 and with effect from the Appointed Date on May 01, 2006, the real estate undertaking of IBFSL ("real estate undertaking") was demerged from IBFSL and transferred to and vested in IBREL on a going concern basis.

ii). Share Capital

The Company was incorporated with an authorised capital of Rs. 5,000,000 divided into 500,000 equi- ty shares of Rs.10 each. The authorised capital was reorganised and increased to Rs. 5,140,000,000 di- vided into 500,000,000 Equity Shares of Rs. 2 each and 30,000,000 Preference Shares of Rs.138 each w.e.f. December 20, 2006 pursuant to the Scheme of Arrangement.

On August 02, 2006, IBFSL had issued and allotted 11,500,000 Cumulative, Redeemable, Fully Convert- ible Preference Shares of face value Rs. 300 per share to Oberon Limited. Pursuant to the Scheme of Arrangement, the face value of Rs. 300 per share had been allocated proportionately, in the ratio of the net worth (as on the Appointed Date i.e. May 01, 2006) of IBFSL to the net worth of the real estate undertaking such that the face value of Convertible Preference Share stood paid up to Rs. 138 per share of the Company. On July 21, 2007, Oberon Limited, sole holder of the Convertible Preference Shares exercised their option to convert 11,500,000 Convertible Preference Shares of face value Rs. 138 per share into 11,500,000 equity shares of face value Rs. 2 per share at the premium of Rs. 136 per share.

On August 02, 2006, IBFSL had issued and allotted 9,966,667 Cumulative, Redeemable, Non Convert- ible Preference Shares of face value Rs. 300 per share to Oberon Limited. Pursuant to the Scheme of Arrangement, the face value of Rs. 300 per share had been allocated proportionately, in the ratio of the net worth (as on the Appointed Date i.e. May 01, 2006) of IBFSL to the net worth of the real estate undertaking such that the face value of Non Convertible Preference Share stood paid up to Rs. 138 per share of the Company. These shares are redeemable in whole or in part at any time, subject to fulfllment of certain terms and conditions and on obtaining requisite approvals upon expiry of 60 months from the date of their issuance i.e. August 02, 2006. The dividend rate on these Preference Shares was increased with effect from February 02, 2008 from 5% per annum to 10% per annum on a quarterly basis as per the terms of issue of these Preference Shares by the Company. On September 30, 2009, the Company has exercised their option to redeem these Redeemable Preference shares and redeemed 9,966,667 Cumulative, Redeemable, Non Convertible Preference Shares of face value of Rs. 138 per share at par by utilisation of proceeds from the QIP issue made during the current year. On July 10, 2007, the Company issued 38,759,688 Global Depository Receipts ("GDRs") which were listed at the Luxembourg Stock Exchange, at an offer price of United State Dollars (USD) 10.32 per GDR equivalent to Rs. 416.76 per equity share (face value of Rs. 2 per equity share and securities premium of Rs. 414.76 per equity share) and raised proceeds of USD 400 Million (equivalent to Rs. 16,153,521,977). Each GDR represented One (1) equity share of face value Rs. 2 per share fully paid up of the Company.

During the Financial year 2008-09, pursuant to the Company having received the consent of its share- holders on March 29, 2008 and pursuant to the approval and sanction of the High Court of Justice of the Isle of Man on May 7, 2008, the Company is- sued 16,685,580 Global Depository Receipts ("GDR II") amounting to Rs. 10,919,043,552 (convertible into 16,685,580 equity shares of the Company of face value of Rs. 2 per share at a premium of Rs. 652.40 per share), for consideration other than in cash, in exchange and by way of acquisition of 138,000,000 ordinary shares of 1 pence each of Dev Property Development Limited (formerly Dev Property Development Plc.) ("DPD"), an Isle of Man registered Company which was listed on the London Stock Exchanges Alternative Investment Market. The GDR II was issued at an exchange ratio of 0.12091 GDR of the Company for each ordinary share of DPD, based on an independent valuation analysis.

On May 18, 2009, shareholders of the Company accorded their approval under Section 81(1A) of the Companies Act, 1956, to issue and allot equity shares of face value of Rs. 2 each in the Company ("Equity Shares") for an amount up to USD 600 million, to Qualifed Institutional Buyers under the Qualifed Institutions Placement in terms of Chapter XIII-A of Securities and Exchange Board of India (Disclosure and Investor Protection) Guide- lines, 2000, as amended. Accordingly, on May 22, 2009, a duly authorised committee of the Board of Directors of the Company, issued and allotted 143,594,593 fully paid-up equity shares, at a price of Rs. 185 per equity share (of face value of Rs. 2 per equity share and at a premium of Rs. 183 per equity share), aggregating to Rs. 26,564,999,705 (Rupees two thousand six hundred ffty six crore forty nine lacs ninety nine thousand seven hundred fve). Consequent to the issue and allotment of the equity shares as aforesaid, the paid-up equity share capital of the Company stands increased from the present Rs. 515,041,292 divided into 257,520,646 equity shares of face value of Rs. 2 each, to Rs. 802,230,478 divided into 401,115,239 equity shares of face value of Rs. 2 each.The issue proceeds have been utilised for stated object. During the Financial year ended March 31, 2010, upon exercise of Stock options vested in terms of Indiabulls Real Estate Limited Employees Stock options Scheme 2006, by eligible employees and upon receipts of full consideration in cash, the Company has allotted an aggregate of 424,000 Equity Shares of Rs. 2 each at an exercise price of Rs. 60 each. Consequent to the said allotment, the paid-up Equity share capital of the Company stands increased from Rs. 802,230,478 divided into 401,115,239 Equity shares of face value Rs. 2 each to Rs. 803,078,478 divided into 401,539,239 Equity shares of face value Rs. 2 each. During the year, the Board of Directors of the Company approved the proposal to restructure the wholesale trading business of the Company. This proposal shall be implemented in terms of a scheme of arrangement under the provisions of Sections 391-394 of the Companies Act, 1956 ("Scheme") which will provide for the transfer by way of a demerger of the wholesale trading business of the Company as a going concern to Indiabulls Wholesale Services Limited. ("IWSL"), cur- rently a wholly owned subsidiary of the Company, in consideration for which IWSL will issue equity shares to the shareholders holders of the Com- pany in accordance with the Scheme, based on a share entitlement ratio approved by the Boards of Directors of both the companies. The Board of Directors of the Company also approved the share entitlement ratio of 1(One) equity share in IWSL of face value Rs. 2 each credited as fully paid-up for every 8 (Eight) equity shares of Rs. 2 each held by such shareholder in the Company. Pursuant to the Scheme, the shares of IWSL are proposed to be listed on the BSE and the NSE.

iii). Share Warrants

On November 5, 2007, Promoters of the Company (Rajiv Rattan, Sameer Gehlaut and Saurabh Mittal) exercised their option in respect of the Companys share warrants ("Share Warrants II"), allotted to them pursuant to the Scheme of Arrangement, and the Company received a sum of Rs. 1,036,200,000 being the balance amount due thereon upon exercise. An amount equal to 10% of the exer- cise price of Share Warrants II, amounting to Rs. 115,100,000 was paid upfront at the time of allot- ment in the previous period, being the proportion- ate amount allocated to the Company under the Scheme of Arrangement. Consequently, the Board of Directors of the Company at their meeting held on November 5, 2007 allotted 10,000,000 equity shares of face value Rs. 2 each at a price of Rs. 115.13 per equity share to its Promoters upon conversion of the said Share Warrants II. On August 9, 2007, the Company had allotted 15,000,000 share warrants ("Share Warrants III") to its Promoters on a preferential basis. As per the terms of issue of these warrants, and upon pay- ment of exercise price of Rs. 300 per warrant, as reduced by 10% upfront money paid at the time of allotment of warrants, the warrant holders were entitled to apply for and obtain allotment of one equity share of face value Rs. 2 each fully paid-up of the Company, against each warrant held, within a period of eighteen months from the date of allot- ment of the said warrants. As per the terms of issue of Share Warrants III, the last date for exercise of the said warrants was February 8, 2009. The war- rant holders did not exercise their right to convert their warrants into equity shares of the Company by the said date and hence, the warrants allotted to them stood lapsed. On February 9, 2009, the Com- pany forfeited Rs. 450,000,000, being the upfront money paid by the warrant holders at the time of allotment of these warrants and credited the said amount to Capital Reserve. On November 5, 2007, the Company had allotted 43,000,000 share warrants ("Share Warrants IV") to its Promoters on a preferential basis. As per the terms of issue of these warrants, and upon pay- ment of exercise price of Rs. 540 per warrant, as reduced by 10% upfront money paid at the time of allotment of warrants, the warrant holders were entitled to apply for and obtain allotment of one equity share of face value Rs. 2 each fully paid-up of the Company, against each warrant held, within a period of eighteen months from the date of allotment of the said warrants. As per the terms of issue of Share Warrants IV, the last date for exercise of the said warrants was May 4, 2009. The warrant holders did not exercise their right to convert these warrants into equity shares of the Company by the said date and the warrants allotted to them stood lapsed. On May 5, 2009, the Company has forfeited Rs. 2,322,000,000, being the upfront money paid by the warrant holders at the time of allotment of these warrants and credited the said amount to Capital Reserve.

iv). Employees Stock Options Schemes:

I Stock Option Schemes of the Company:

a) Indiabulls Real Estate Limited Employees Stock Options Scheme Ã 2006: During the period ended March 31, 2007, the Company established the Indiabulls Real Estate Limited Employees Stock Options Scheme ("IBREL ESOS-I" or "Plan-I"). Under the Plan- I, the Company issued 9,000,000 equity settled options to eligible employees and of its subsidiary Companies which gave them a right to subscribe upto 9,000,000 stock options representing an equal number of equity shares of face value of Rs. 2 each of the Company at an exercise price of Rs. 60 per option, subject to the requirements of vesting. These options vest uniformly over a period of 10 years, commencing one year after from the date of grant. A Compensation Committee constituted by the Board of Direc- tors of the Company administers the Plan- I. The Company follows the Intrinsic Value method of accounting as prescribed under the Guidance Note on "Accounting for Em- ployees Share based Payments" issued by the Institute of Chartered Accountants of India. No Deferred Employee Stock Compensation Cost was initially recorded on the grant of options as the Intrinsic Value calculated by an independent valuer was lower than the exercise price. Had the Company followed the Fair value method, there would not had been any impact on the Proft After Tax of the Company and on the Basic and Diluted Earnings per Share of the Company as the fair value on the date of grant calculated by an independent valuer following binomial option pricing model was less than the exercise price.

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

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

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

The expected volatility was determined based on historical volatility data of the Companys shares listed on the National Stock Exchange of India Limited.

The table below provides proforma disclosures for the impact on the Companys net profts after taxes and basic and diluted earnings per share, had the compensation cost for the stock options granted under Plan - II been determined using the fair value method as prescribed in the Guidance Note.

II Stock Option Schemes of Subsidiary Companies:

a) Indiabulls Power Limited. (formerly Sophia Power Company Limited) :

i) On January 10, 2008 the erstwhile In- diabulls Power Services Limited ("IPSL"), a subsidiary of the Company had established the IPSL ESOS Plan, under which, IPSL was authorised to issue upto 20,000,000 equity settled options at an exercise price of Rs. 10 per option to eligible employees. Employees covered by the plan were granted an option to purchase equity shares of IPSL subject to the requirements of vesting. A Com- pensation Committee constituted by the Board of Directors of IPSL administered the plan. All these were outstanding as at April 01, 2008.

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

Under SPCL Ã IPSL ESOP 2008, Indi- abulls Power Limited (formerly Sophia Power Company Limited) has issued 16,200,000 and 3,800,000 options at an exercise price of Rs 10. and Rs. 26 per option on January 10, 2008 and September 15, 2008 respectively. These options vest uniformly over a pe- riod of 10 years, commencing one year after from the date of grant. IPL follows the Intrinsic Value method of account- ing as prescribed in the Guidance Note on Accounting for Employees Share based Payments ("Guidance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profts after taxes and the basic and diluted earnings per share of the Company, on account of SPCL Ã IPSL ESOP, 2008. ii) Indiabulls Power Limited. ("IPL"), the company had established the Indiabulls Power Limited. Employees Stock Option Scheme Ã 2009 ("IPL-ESOPÃ 2009") dur- ing the fnancial year ending March 31, 2010. IPL had issued 20,000,000 equity settled options at an exercise price of Rs. 14 per option under the IPL-ESOPÃ 2009 to eligible employees which gave them the right to subscribe stock options representing an equal number of equity shares of face value of Rs. 10 each of IPL. These options vest uniformly over a period of 10 years, commencing one year after from the date of grant. IPL follows the Intrinsic Value method of accounting as prescribed in the Guidance Note on Accounting for Employees Share based Payments ("Guid- ance Note"), issued by the Institute of Chartered Accountants of India. There is no impact on the profts after taxes and the basic and diluted earnings per share of the Company, on account of IPL-ESOPÃ 2009. The Fair values of the options under the plan SPCL Ã IPSL ESOP, 2008 and IPL ESOP 2009 using the binomial pricing model based on the following parameters, is Nil per option, as certifed by an independent frm of Chartered Accountants.

Had IPL followed the fair value method of accounting, there would have been no impact on the Proft after taxes and on the Basic and Diluted Earnings per share of the Company for the period, as the fair value of the options is Rs. Nil for Plan SPCL - IPSL ESOP, 2008 and IPL ESOP 2009.

b) Indiabulls Wholesale Services Limited

The Indiabulls Wholesale Services Limited Employee Stock Option Plan 2007 ("IWSL ESOP 2007") was cancelled and withdrawn pursuant to the approval of the Board of Directors of Indiabulls Wholesale Services Limited on May 27, 2009 and shareholders of Indiabulls Wholesale Services Limited on June 2, 2009, after the option holders surren- dered the unvested options under the IWSL ESOP 2007. 2) During the Financial year 2008-09, the Company had sponsored Indiabulls Properties Investment Trust ("IPIT") (a business trust formed and registered under the laws of Singapore), with the objective of acquisition of One Indiabulls Centre and Elphinstone Mills, in Mumbai, being developed and owned by Indiabulls Properties Private Limited and Indiabulls Real Estate Company Private Limited respectively. IPIT had raised Singapore Dollars (S$) 353.48 Millions by way of an initial public offering and private placement of its units in Singapore, at an offering price of S$ 1.00 per Common Unit and was listed on the Main Board of Singapore Exchange Securities Trading Limited in June 2008. Post listing, the Company, held 45% benefcial interest in IPIT, indirectly, through its subsidiaries. During the year ended, March 31, 2010, IPIT raised Singapore Dollar (S$) 200.1 Millions by way of right issue to eligible units holders on the basis of 53 right units for every 100 existing units at an issue price of (S$) 0.16 per right unit. Post right issue, the Company holds 45.2% benefcial interest in IPIT, indirectly, through its subsidiaries.

2) On June 4, 2009 Indiabulls Power Limited. ("IPL") (formerly Sophia Power Company Limited ("SPCL")), a subsidiary of the Company has issued a bonus issue of Equity Shares in the ratio of 1:1 .Pursuant to this bonus issue, number of Shares issued to the Company stand increased to 1,185,000,000 from 592,500,000.

In accordance with the provisions of Section 21 and other applicable provisions of the Compa- nies Act, 1956, the members of the IPL at their Extraordinary General Meeting held on July 4, 2009, accorded their approval to change the name of the Company. The Company has since received fresh certifcate of incorporation consequent upon change of name, from the Registrar of Companies, National Capital Territory of Delhi & Haryana, dated July 7, 2009 in respect of the said change. Accordingly, the name of SPCL was changed to ÃIndiabulls Power Limited.. During the year, IPL has raised Rs. 16,238,355,570 (Rupees one thousand six hundred twenty three crore eighty three lacs ffty fve thousand fve seventy) by issuing 360,852,346 equity shares for cash at a price of Rs. 45 per equity share (includ- ing securities premium of Rs. 35 per equity share) by way of an initial public offering (the "Issue"), including 21,052,346 equity shares for cash at a price of Rs. 45 per equity share (including securities premium of Rs. 35 per equity share) issued under the Green Shoe Option. Post Issue, the sharehold- ing of the Company in IPL has reduced to 58.67% from 71.43%. The equity shares of IPL are listed on the Bombay Stock Exchange Limited (BSE) and National Stock Exchange of India Limited (NSE). Out of the above Equity shares held by the Compa- ny, 808,518,619 Equity shares have been pledged by the Company in favour of Power Finance Corporation Limited for the term loan sanctioned to Indiabulls Power Limited. 4) Contingent Liabilities not provided for in respect of:

(i) Outstanding bank Guarantees of Rs. 300,000,000 (Previous Year Rs. Nil) against which Company has pledged Fixed deposit of Rs. 300,000,000 (Previous year Nil).

(ii) Outstanding corporate guarantees/ undertak- ings provided by the Company in respect of credit facilities availed by subsidiary compa- nies and others Rs. 6,257,064,898 (Previous Year Rs. 9,199,359,000).

(iii) The Company has given corporate guarantee towards cost overrun to fnancial institution/ banks for term loan facility sanctioned to Indiabulls Power Limited. (IPL) in the event of inability of IPL to arrange the required equity support for Amravati Power Project Phase I. IBREL has also given a corporate undertaking to meet IPLs debt obligations in respect of Amravati Power Project Phase I till the signing of a back-to-back Power Purchase Agreement with off-takers acceptable to the Lenders with respect to their credit-worthiness, for minimum 75% of the project capacity or such higher capacity so as to achieve minimum Debt Service Coverage Ratio of 1.15.

(iv) The Company has given undertaking to Meiya Power Company Limited ("MPCL") to keep it fully indemnifed in the event of MPCL is called upon to invest any amount as share of Indiabulls Power Generation Limited (IPGL) in

Bhaiyathan Power Project in District Surguja, Chattisgarh.The Company has also given un- dertaking to Meiya Power Company Limited ("MPCL") its affliates, their Directors, offcers and employees fully indemnifed against any losses in the event MPCL, its affliates, their Di- rectors, offcers or employees incurs any losses arising at or in connection with Bhaiyathan Power Project in District Surguja, Chattisgarh. 5) Disclosures in respect of Employee Benefts in accordance with Accounting Standard 15 (AS 15) - Employee Benefts as notifed under the Companies (Accounting Standards) Rules, 2006, as amended:

Contributions are made to Government Provident Fund and Family Pension Fund, ESIC and other statutory funds which cover all regular employees eligible under applicable Acts. Both the employees and the Company make predetermined contribu- tions to the Provident Fund and ESIC. The contribu- tions are normally based on a certain proportion of the employees Salary. The Company has recogn- ised an amount of Rs. 11,37,027 (Previous year Rs. 11,32,228) towards employer contribution for the above mentioned funds.

Provisions for unfunded gratuity and compensated absences for all eligible employees are based upon actuarial valuation conducted semi-annually by an independent actuary. Major drivers in actuarial assumptions, typically, are years of service and em- ployee compensation. After the issuance of the Ac- counting Standard (AS) 15 (Revised) on ÃEmployee Benefts, commitments are actuarially determined using the ÃProjected Unit Credit Method. Gains and losses on changes in actuarial assumptions during the year ended March 31, 2010, have been accounted for in the Proft and Loss Account.

3) Provision for tax includes provision for wealth tax as at March 31, 2010 of Rs. 380,400 (Previous year Rs. 263,144)

4) Disclosures in respect of Accounting Standard Ã 18 (AS 18) Related Party Disclosures as notifed under the Companies (Accounting Standards) Rules, 2006, as amended:

Nature of relationship with Related Parties

(i) Related parties where control exists:

Subsidiary Companies:

Name of Subsidiary Companies

Indiabulls Estate Limited

Indiabulls Infrastructure Limited

Nilgiri Land Development Limited

Indiabulls Commercial Estate Limited

Indiabulls Infrastructure Projects Limited

Nilgiri Lands Limited

Bridget Builders and Developers Limited

Kenneth Builders & Developers Limited

Nilgiri Buildwell Limited

Nilgiri Commercial Estate Limited

Nilgiri Infraestate Limited

Indiabulls Buildcon Limited

Indiabulls Land Development Limited

Indiabulls Water Supply And Waste Management Services

Limited (formelry Indiabulls Developers Limited)

Indiabulls Builders and Developers Limited

Indiabulls Hotel Properties Limited

Indiabulls CSEB Bhaiyathan Power Limited (formerly Indiabulls

Bhaiyathan Power Limited)

Hermes Builders and Developers Limited

Selene Builders and Developers Limited

Zeus Builders and Developers Limited

Fama Properties Limited

Athena Builders and Developers Limited

Juventus Builders and Developers Limited

Aurora Builders and Developers Limited

Indiabulls Land Holdings Limited

Ariston Investments Limited

Indiabulls Engineering Limited

Indiabulls Resources Limited

Nilgiri Land Holdings Limited

Catherine Builders & Developers Limited

Nilgiri Infrastructure Limited

Nilgiri Infrastructure Development Limited

Indiabulls Natural Resources Limited

Nilgiri Resources Limited

Indiabulls Builders Limited

Indiabulls Lands Limited

Nilgiri Infrastructure Projects Limited

Indiabulls Infrastructure Development Limited

Indiabulls Constructions Limited

Indiabulls Greenfeld Realities Limited (formerly Indiabulls

Greenfeld Realities Private Limited )

Lucina Builders and Developers Limited

Triton Builders and Developers Limited

Sylvanus Builders and Developers Limited

Sylvanus Properties Limited

Hermes Properties Limited

Selene Properties Limited

Triton Properties Limited

Juventus Properties Limited

Vindhyachal Developers Limited

Karakoram Developers Limited

Fama Estate Limited

Triton Estate Limited

Ceres Land Development Limited

Fama Construction Limited

Selene Estate Limited

Vindhyachal Buildwell Limited

Athena Land Development Limited

Ceres Properties Limited

Fama Buildwell Limited*

Juventus Buildwell Limited

Lucina Constructions Limited

Selene Buildwell Limited

Selene Land Development Limited

Aravali Properties Limited

Dev Property Development Limited (formerly Dev Property

Development Plc.)

Juventus Estate Limited

Juventus Land Development Limited

Lucina Land Development Limited

Vindhyachal Infrastructure Limited

Hecate Power and Land Development Limited (formerly Zeus

Land Development Limited)

Zeus Buildwell Limited

Ceres Constructions Limited

Flora Land Development Limited

Vindhyachal Land Development Limited

Kailash Buildwell Limited

Triton Infrastructure Limited

Indiabulls Industrial Infrastructure Limited

Ariston Investments Sub C Limited

Indiabulls Road And Infrastructure Services Limited (formerly

Indiabulls Buildwell Limited)

Indiabulls Infratech Limited

Indiabulls Realtech Limited

Indiabulls Software Parks Limited (formerly Indiabulls Infracon

Limited)

Indiabulls Home Developers Limited

Nav Vahan Autotech Limited

Fama Builders and Developers Limited

Lucina Properties Limited

Zeus Properties Limited

Shivalik Properties Limited

Karakoram Properties Limited

Aurora Land Development Limited

Diana Infrastructure Limited

Lucina Estate Limited

Triton Buildwell Limited

Athena Buildwell Limited

Ceres Infrastructure Limited

Diana Buildwell Limited

Fama Infrastructure Limited

Juventus Constructions Limited

Lucina Infrastructure Limited

Selene Constructions Limited

Triton Land Development Limited

Selene Infrastructure Limited

Diana Power Limited (formerly Indiabulls Power Limited)

Juventus Infrastructure Limited

Lucina Buildwell Limited

Athena Infrastructure Limited

Indiabulls Realcon Limited

Zeus Estate Limited

Ceres Estate Limited

Karakoram Buildwell Limited

Fama Land Development Limited

Karakoram Real Estate Company Limited

Karakoram Land Development Limited

Foundvest Limited

Diana Land Development Limited

Indiabulls Commercial Properties Limited

Lucina Power and Infrastructure Limited (formerly Aravali Land

Development Limited)

Indiabulls Realtors Limited

Indiabulls Infraestate Limited

Indiabulls Power Infrastructure Limited (formerly Indiabulls

Thermal Power and Infrastructure Limited)

Alexander Transport Solutions Limited

Milky Way Buildcon Limited

Maximus Entertainments Limited

Airmid Properties Limited

Angina Real Estate Limited

Apesh Properties Limited

Sentia Real Estate Limited

Sophia Constructions Limited

Varali Constructions Limited

Citra Properties Limited

Sepset Properties Limited

Varali Real Estate Limited

Angina Properties Limited

Albasta Properties Limited

Airmid Aviation Services Private Limited

Chloris Constructions Limited

Chloris Real Estate Limited

Elena Constructions Limited

Elena Real Estate Limited

Fornax Properties Limited

Indiabulls Multiplex Services Limited

Indiabulls Power Generation Limited

Indiabulls Power Trading Limited

Indiabulls Energy Limited

Indiabulls Hydro Energy Limited

Indiabulls Hydro Power Projects Limited

Indiabulls Thermal Power Limited

Diana Energy Limited

Airmid Developers Limited

Citra Developers Limited

Fama Power Company Limited

Sentia Constructions Limited

Sentia Properties Limited

Sepset Thermal Power and Infrastructure Limited

Indiabulls Housing Developers Limited

Indiabulls Projects Limited

Lenus Constructions Limited

Lenus Real Estate Limited

Citra Infrastructure Limited

Indiabulls Property Developers Limited

Indiabulls Town Developers Limited

Sepset Developers Limited

Varali Developers Limited

Mariana Constructions Limited

Albina Real Estate Limited

Apesh Constructions Limited

Citra Real Estate Limited

Sepset Real Estate Limited

Sophia Real Estate Limited

Apesh Real Estate Limited

Sepset Constructions Limited

Varali Properties Limited

Airmid Real Estate Limited

Devona Properties Limited

Albina Properties Limited

Indiabulls Wholesale Services Limited

Chloris Properties Limited

Corus Real Estate Limited

Elena Properties Limited

Fornax Constructions Limited

Fornax Real Estate Limited

Indiabulls Power Distribution Limited

Indiabulls Estate Developers Limited

Indiabulls Electricity Company Limited

Indiabulls Hydro Electric Power Limited

Indiabulls Hydro Power Limited

Indiabulls Power Projects Limited

Indiabulls Thermal Energy Limited

Devona Thermal Power and Infrastructure Limited

Citra Thermal Power and Infrastructure Limited

Airmid Infrastructure Limited

Devona Developers Limited

Selene Power Company Limited

Sentia Developers Limited

Sentia Thermal Power and Infrastructure Limited

Triton Energy Limited

Indiabulls Infradevelopers Limited

Indiabulls Realty Company Limited

Lenus Properties Limited

Albina Infrastructure Limited

Devona Infrastructure Limited

Angles Constructions Limited

Sentia Infrastructure Limited

Sepset Infrastructure Limited

Varali Infrastructure Limited

Mariana Developers Limited

Name of Subsidiary Companies

Albasta Constructions Limited

Albasta Infrastructure Limited

Indiabulls Property Management Trustee Pte Limited

Poena Power Solutions Limited

Mariana Infrastructure Limited

Mariana Real Estate Limited

Grapene Limited (formerly Mixtel Co. Ltd)

Pachi Hydropower Projects Limited

Sepla Hydropower Projects Limited

Indiabulls Developers and Infrastructure Limited

Zeus Energy Limited

Ashkit Constructions Limited

Ashkit Properties Limited

Mabon Constructions Limited

Mabon Properties Limited

Serida Infrastructure Limited

Serida Real Estate Limited

Mabon Real Estate Limited

Indiabulls Malls Limited

Mabon Power Limited

Serida Power Limited

Angina Power Limited

Chloris Power Limited

Elena Power and Infrastructure Limited (formerly

Elena Power Limited)

Mariana Power Limited

Apesh Power Limited

Serida Developers Limited

Hecate Energy Limited

Poena Hydro Power Projects Limited

Poena Power Services Limited

Poena Thermal Power Limited

Poena Power Generation Limited

Indiabulls Power Solutions Limited

Indiabulls Power Transmission Limited

Indiabulls Powergen Limited

Indiabulls Power Development Limited

Indiabulls Power Projects Development Limited

Name of Subsidiary Companies

Albasta Developers Limited

Albasta Real Estate Limited

Indiabulls Communication Infrastructure Limited (formerly

Indiabulls Commercial Developers Limited)

Lenus Infrastructure Limited

Mariana Properties Limited

Shoxell Holdings Limited

Kaya Hydropower Projects Limited

Papu Hydropower Projects Limited

Tharang Warang Hydropower Projects Limited

Lenus Developers Limited

Indiabulls Property Builders Limited

Fornax Power Limited

Ashkit Real Estate Limited

Mabon Infrastructure Limited

Serida Constructions Limited

Serida Properties Limited

Ashkit Developers Limited

Mabon Developers Limited

Airmid Power Limited

Albina Power Limited

Lenus Power Limited

Ashkit Power Limited

Corus Power Limited

Ashkit Power and Infrastructure Limited (formerly Ashkit

Infrastructure Limited)

Albasta Power Limited

Varali Power Limited

Hecate Energy Trading Limited

Hecate Power Projects Limited

Poena Power Distributors Limited

Poena Power Trading Limited

Poena Power Company Limited

Indiabulls Power Generation Company Limited

Indiabulls Power Supply Limited

Indiabulls Power Utility Limited

Poena Power Projects Limited

Indiabulls Power Management Limited

Indiabulls Power Systems Limited

Hecate Electric Limited

Hecate Power Management Limited

Indiabulls Electric Limited

Poena Power Development Limited

Hecate Power Systems Limited

Hecate Powergen Limited

Brenformexa Limited**

Poena Power Transmission Limited

Poena Power Supply Limited

Hecate Power Solutions Limited

Indiabulls Electric Energy Limited

Indiabulls Electricity Generation Limited

Indiabulls Thermal Power Projects Limited

Bracond Limited

Renemark Limited

Genoformus Limited

Hecate Power Company Limited

Hecate Power Generation Limited

Hecate Power Services Limited

Poena Power Limited

Store One Retail India Limited (formerly Indiabulls Retail

Services Limited )

Galactic Ventures Limited

Hecate Power Development Limited

Hecate Power Transmission Limited

Poana Power Systems Limited

Hecate Power Supply Limited

Hecate Power Utility Limited

Noble Realtors Limited

Indiabulls Housing and Land Development Limited

Poena Power Utility Limited

Poena Power Management Limited

Indiabulls Electric Company Limited

Indiabulls Electric Power Limited

Indiabulls Thermal Power Management Limited

Indiabulls Thermal Projects Limited

Echo Facility Services Limited

Arianca Limited

Hecate Power and Energy Resources Limited

Hecate Power Distributors Limited

Hecate Power Limited

Hecate Thermal Power and Infrastructure Limited

Hecate Hydro Electric Power Limited

Indiabulls Power Limited. (formerly Sophia Power

Company Limited)

* Subsidiary till October 30, 2009

** Subsidiary since July 8, 2009

(ii) Related parties where signifcant infuence exists*:

Indiabulls Properties Private Limited

Subsidiaries of Associate:

Indiabulls Real Estate Company Private Limited

(iii) Other Related Parties

Key Management Personnel: Mr. Sameer Gehlaut (Director and Chairman)

Mr. Rajiv Rattan (Director and Vice Chairman)

Mr. Saurabh K Mittal (Director)

Mr. Narendra Gehlaut (Joint Managing Director)

Mr. Vipul D Bansal (Joint Managing Director)

Enterprises over which Key Management

Personnel have signifcant Infuence: Indiabulls Infrastructure Company Limited

* With whom transactions done during the year/ previous year

5) Deferred Tax Liabilities (net): In compliance with Accounting Standard 22 (AS 22) - Accounting for Taxes on Income, as notified under the Companies (Accounting Standards) Rules, 2006, as amended, the Company has recognised deferred tax credit (net) of Rs. 190,428 in the Profit and Loss Account during the year ended March 31, 2010.

6) Statement of Acquisition and Sale of long term, trade investments during the year:

7) Quantitative information in respect of dealing in Non Trade/unquoted Investments

8) Earnings per Share:

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

Dilutive potential equity shares are deemed converted as of the beginning of the year, unless they have been issued at a later date. The number of equity shares and potential diluted equity shares are adjusted for stock split, bonus shares and the potential dilutive effect of Employee Stock Option Plans as appropriate.

Amount in Rupees

9) The Company has taken various premises on operating leases and lease rent of Rs. 78,218,692 (Previous year Rs. 57,921,131) in respect of the same has been charged to Proft and Loss Account for the year ended March 31, 2010. The underlying agreements are executed for a period generally ranging from one year to fve years, renewable at the option of the Company and the lessor and are cancelable in some cases, by either party by giving a notice generally of 30 to 90 days. There are no restrictions imposed by such leases and there are no subleases. The minimum lease rentals payable in respect of such operating leases, are as under:

10) Disclosures pursuant to Part II to Schedule VI of the Companies Act, 1956:

*Due to inadequate profts during the year ended March 31, 2010, managerial remuneration has been restricted within the ceil- ings prescribed under Schedule XIII to the Companies Act 1956, as applicable to the Company. The excess amount paid to a Joint Managing Director has been recovered by the Company.

As no commission is payable to Directors, the computation of Net Profts in accordance with Section 309 (5) read with Section 349 of the Companies Act, 1956 has not been furnished.

(iii) Remittance in foreign currency on account of dividend and redemption of Preference share during the year ended March 31, 2010: Number of Non Resident Shareholders: One (1) [Previous year one (1)] Preference Shares held till September 29, 2009 on which dividend and redemption amount remitted

1) 9,966,667 (Previous year 9,966,667) Non Convertible, Cumulative, Redeemable Preference Shares

Amount Remitted:

1) Rs. 102,495,566 (Previous year Rs. 131,810,459) in respect Dividend of Non Convertible, Cumula- tive, Redeemable Preference Shares

2) Rs. 1,375,400,046 (Previous year Nil) in respect of repayment of preference share capital on re- demption of shares.

11) The Companys primary business segment is refected based on principal business activities carried on by the Company i.e. .purchase, sale, dealing, construction and development of real estate projects and all other related activities.

The Company operates in domestic market only. Considering the nature of Companys business and operations and based on the information available with the management no further disclosures are required in respect of reportable segments, under Accounting Standard 17 (AS 17) ÃÃSegment Reporting as notifed under the Companies (Accounting Standards ) Rules ,2006., other than those already provided in the fnancial statements.

12) The Company has not entered into any derivatives instruments during the year. Foreign currency exposures towards Investment not hedged as at March 31, 2010, of Rs. 10,919,106,792 (GBP 135,809,000 and Euro 1,000) (Previous year Rs. 10,919,106,792 (GBP 135,809,000 and Euro 1,000)).

13) In the opinion of the Board of Directors, no provision is required towards diminution in value of Long Term Investments, where the decline in value is temporary in nature.

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

15) In the opinion of the Board of Directors, all current assets, loans and advances appearing in the balance sheet as at March 31, 2010 have a value on realisation in the ordinary course of the Companys business at least equal to the amount at which they are stated in the balance sheet and no provision is required to be made against the recoverability of these balances.

16) In respect of amounts mentioned under Section 205 C of the Companies Act, 1956, there were no dues required to be credited to the Investor Education and Protection Fund as on March 31, 2010. As at March 31, 2010, Other liabilities include Rs. 1,642,423 (Previous year: Rs. 1,760,198) being the unpaid dividend on equity shares relating to fnancial year ended March 31, 2008, which has been deposited in a designated bank account in accordance with the requirements of the Companies Act, 1956.

17) Disclosures under the Micro, Small and Medium Enterprises Development Act, 2006 :

(i) There is no payment due to suppliers as at the end of the accounting year on account of Principal and Interest.

(ii) No interest was paid during the year in terms of Section 16 of the Micro, Small and Medium Enterprises Develop- ment Act, 2006 and no amount was paid to the supplier beyond the appointed date.

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

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

The above information and that given in Schedule 11 - "Current Liabilities and Provisions" regarding Micro, Small and

Medium Enterprises has been determined to the extent such parties have been identifed on the basis of information available with the Company. This has been relied upon by the auditors.

18) No borrowing cost has been capitalised during the year.

19) There are no other particulars to be disclosed in accordance with Part II to Schedule VI of the Companies Act, 1956.

20) Previous years fgures have been regrouped/ reclassifed and / or re-arranged wherever necessary to confrm to current years groupings and classifcations.

Mar 31, 2009

A) Overview:

i) Indiabulls Real Estate Limited ("the Company", "IBREL") was incor porated on April 04, 2006 with the main objects of carrying on the business of Real Estate Projects Advisory Construction and Development of Real Estate Projects.

A Scheme of Arrangement ("Scheme of Arrangement") between Indiabulls Financial Services Limited ("Demerged Company", "IBFSL") and the Company ("IBREL", "Resulting Company") and their respective shareholders and creditors under Sections 391 - 394 of the Companies Act, 1956, was sanctioned by the Honble High Court of Delhi at New Delhi on November 24, 2006. Upon coming into effect of the Scheme of Arrangement December20,2006 and with effect from the Appointed Date on May 01,2006, the-real estate undertaking of IBFSL("real estate undertaking") was demerged from IBFSL and transferred to and vested in lBREL on a going concern basis.

ii).Share Capital

The Company was incorporated with an authorized capital of Rs. 5,000,000 divided into 500,000 equity shares of Rs.10 each. The authorized capital was reorganized and increased to Rs. 5,140,000,000 divided into 500,000,000 Equity Shares of Rs. 2 each and 30,000,000 Preference Shares of Rs.138each w.e.f.December20,2006 pursuant to the Scheme of Arrangement.

On August 02,2006, IBFSL had issued and allotted 11,500,000 Cumulative, Redeemable, Fully Convertible Preference Shares efface value Rs. 300 per share to Oberon Limited. Pursuant to the Scheme of Arrangement, the face value of Rs.300 per share had been allocated proportionately, in the ratio of the net worth (as on the Appointed Date i.e. May 01,2006) of IBFSL to the net worth of the real estate undertaking such that the face value of Convertible Preference Share stood paid up to Rs. 138 per share of the Company. On July 21, 2007, Oberon Limited, sole holder of the Convertible Preference Shares exercised their option to convert 11,500,000 Convertible Preference Shares office value Rs.138 each in to 11,500,000 equity shares off ace value Rs.2 each at the premium of Rs.136 per share.

On August 02,2006,IBFSL had issued and allotted 9,966,667 Cumulative, Redeemable, Non Convertible Preference Shares efface value Rs. 300 per share to Oberon Limited. Pursuant to the Scheme of Arrangement, the face value of Rs 300 per share had been allocated proportionately, in the ratio of the net worth (as on the Appointed Date i.e. May 01, 2006) of IBFSL to the net worth of the real estate undertaking such that the face value of Non Convertible Preference Share stood paid up to Rs. 138 per share of the Company. These shares are redeemable in whole or in part at any time, subject to fulfillment of certain terms and conditions and on obtaining requisite approvals upon expiry of 60 months from the date of their issuance i.e. August 02,2006.The dividend rate on these Preference Shares was increased where effect from February 02,2008 from 5% per annum to 10% per annum on a quarterly basis as per the terms of issue of these Preference Shares by the Company.

On July 10, 2007, the Company issued 38,759,688 Global Depository Receipts ("GDRs") which were listed at the Luxembourg Stock Exchange,at an offer price of United State Dollars(USD) 10.32 per GDR equivalent to Rs.416.76 per equity share (face value of equity share and securities premium of Rs. 414.76 per equity share) and raised proceeds of USD 400 Million (equivalent to Rs. 16,153,521,977). Each GDR represented One (1) equity share of face value Rs.2 per share fully paid up of the Company.

iii). Share Warrants

On November5,2007,Promoters of the Company (RajivRattan,Sameer Gehlaut and SaurabhK Mittal) exercised their option in respect of the Companys share warrants ("Share Warrants II"), allotted to them pursuant to the Scheme of Arrangement, and the Company received a sum of Rs. 1,036,200,000 being the balance amount due thereon upon exercise. An amount equal to 10% of the exercise price ofShare Warrants in,amounting to Rs.115100,000 was paid up front at the time of allotment in the previous period, being the proportionate amount allocated to the Company under the Scheme of Arrangement. Consequently, the Board of Directors of the Company at their meeting held on Novembers, 2007 allotted 10,000,000 equity shares efface value Rs 2 each at a price of Rs.115.13per equityshare to its Promoters upon conversion of the said Share Warrants II.

On August 9,2007,the Company had allotted 15,000,000 share warrants ("Share Warrants III") to its Promoters on a preferential basis. As per the terms of issue of these warrants, and upon payment of exercise price of Rs. 300 perwarrant, as reduced by 10% upfront money aid at the time of allotment of warrants,the worth shareholders were entitled apply for and obtain allotment of one equity share of face value Rs. 2 each fully paid-up of the Company, against each warrant held, within a period of eighteen months from the date of allotment of the said warrants. As per the terms of issue of Share Warrants III, the last date for exercise of the said warrants was February 8,2009. The warrant holders did not exercise their right to convert their warrants into equity shares of the Company by the said date and hence, the warrants allotted to them stood lapsed. On February 9,2009, the Company for feited Rs.450,000,00 Cbe in the upfront money paid by the warrant holders at the time of allotment of these warrants and credited the said amount to Capital Reserve.

On November 5, 2007, the Company had allotted 43,000,000 share warrants ("Share Warrants IV") to its Promoters on a preferential basis. As per the terms of issue Jthese warrants, and upon paymentof exerciseJ price of Rs. 540 perwarrant, as reduced by 10% upfront money paid at the time of allotment of warrants, the warrant hokiers were entitled to apply for and obtain allotment of one equity share of face value Rs. 2 each fully paid- up of the Company, against each warrant held, withina period of eighteen months from the date of allotment of the said warrants

iv). Restructuring of subsidiary companies:

(ISPCL"), Indiabulls Power Services Limited ("IPSL"), its subsidiary companies, Promoters of the Company and Investors namely FIM Limited ("FIM") and LNM India Internet Ventures Limited ("LNM") and a Share Subscription Agreement with SPCL, IPSL and Investors namely FIM and LNM. Both the seagreements were subsequently amended on February 14,2008.

Pursuant to the Agreement, SPCL had issued equity shares at Rs. 66.67 per share to FIM Limited and LNM India Internet Ventures Limited for a consideration of Rs15,800,00,000,aggregating to 37.50% of the posted.

-The Honble High Court of Delhi at New Delhi, vide its order dated September 01,2008, received on November 04,2008, sanctioned the Scheme of Amalgamation ("Scheme of Amalgamation") of IPSL with SPCL. A Certified Copy of the Court Order approving the Scheme of Amalgamation was duly filed on December 03,2008 ("the Effective Date"), with the office of the Registrar of Companies, National Capital Territory of Delhi and Haryana, thereby bringing the Scheme of Amalgamation into effect. As a result, IPSL was wound up and SPCL issued and allotted 197,500,000 equity shares of face value of Rs. 10 each amounting to Rs.1,975,000,000 to the Company and its nominee shareholders in the erstwhile IPSL, in the exchange ratio of one fully paid Equity Share of SPCL of Rs 10 each for every one fully paid Equity share of IPSL of Rs 10 each. Post such allotment, IBREL holds 71 43%, FIM holds 17.86% and LNM India Internet Ventures Limited holds 10.71 % of the outstanding paid up equity share capital of SPCL as at March 31,2009.

Terms of Amalgamation of Indiabulls PowerServices Limited with Sophia Power Company Limited

As per the Scheme of Amalgamation, with effect from appointed date on April 01,2008("Appointed Date"):

- All business activities of lPSL carried out on or after the Appointed Date were deemed to have been carried out by lPSL on behalf of the SPCL on a going concern basis and consequently, all profits and losses of IPSL and related taxes paid, were deemed to be the profits, losses and Faxes of the SPCL.The Scheme had accordingly been given effect from the Appointed Date.

- The authorized share capital of the SPCL was increased to Rs.11,980,000, 000 divided into 1,198,000,000 equity shares of face value of Rs.10 pershare.

- SPCL issued and allotted 197,500,000 shares efface value of Rs. 10 each amounting to Rs. 1,975,000,000 to the Company and its nominee shareholders in the erstwhile IPSL, in the exchange ratio of one fully paid Equity Shareof SPCL of RslOeach for every one fully paid Equity share of PSL of Rs10/- each.

v). Employees Stock Options Schemes:

I Stock Option Schemes of the Companv:

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

During the period ended March 31,2007, the Company established the Indiabulls Real Estate Limited Employees Stock Options Scheme fIBRELESOS-I" or"Plan-I"). Underthe Plan-1 the Company issued 9,000,000 equity settled options to eligible employees which gave the maright to subscribe upto 9.000.000 stock options representing an equa number of equity shares off ace value of Rs. 2 each,of the Company at an exercise price of Rs. 60 per option, subject to the requirements ofvesting. These options vest uniformly over a period of years, commencing one year after from the date of grant. A Compensation Committee constituted by the Board of Directors of the Company administers the Plan-l.

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

2). Indiabulls RealEstate Limited Emplovees Stock Options Scheme-2008:

During the year, the Company established the Indiabulls Real Estate Limited Employees Stock Options Scheme - 2008 ("IBREL ESOS 2008"). Under IBRELESOS2008, the Company issued equity settled options to its eligible employees and of its subsidiary companies to subscribe upto 1,500,000 stock options representing an equal numberof equity shaies of facevalue of Rs. 2 each in the Company, at an exercise price of Rs.495.70 per option,being the closing market price on the Stock Exchange of India Limited,as at April 2nd

The stock options so granted,were to vest in the eligible employees in equais labs of 10% per year,over a period of 10 years beginning from April 23,2009, the first vesting date. The options granted under each of the slabs, were to be exercised by the grantees within a period of ninety days from the relevant vesting date.

During the yearended March 31,2009, all eligible employees voluntarily surrendered the options granted to them under IBREL ESOS 2008 and the Compensation Committee decided not to re-grant these options. Pursuant to the shareholders approval by way of Postal Ballot on December 12,2008,the Company cancel ledand withdrew BRELESOS 2008.

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

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

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

II Stock Option Schemes of Subsidareis Company

1). Sophia Power Company Limited

On January 10,2008 the erstwhile Indiabulls Power Services Limited, a subsidiary of the Company had established the IPSL ESOS Plan, under which, IPSL was authorised to issue upto 20,000,000 equity settled options at an exercise price of Rs. 10 per option to eligible employees. Employees covered by the plan were granted an option to purchase equity shares of IPSL subject to the requirements of vesting A Compensation Committee constituted by the Board of Directors of IPSL administered the plan. All these wereoutstandingasatApril01,2008.

Pursuantto the Schemeof Amalgamation underSections 391 to394 of the Companies Act, 1956, duly approved by the Honble High Court of Delhi at New Delhi vide its older dated September 1,2008 Indiabulls PowerServices Limited was amalgamated with Sophia Power Company Limited ("SPCL"). With effect from theAppointed Date the IPSL ESOS Plan was terminated and in lieu, in terms of Clause 14 (c) of the Scheme of Amalgamation SPCL - IPSL Employees Stock Option Plan 2008 ("SPCL - IPSL ESOP, 2008") was established in SPCL for the outstanding,unvested options,for the benefit of the erstwhile IPSL option holders,on terms and conditions not less favorable than those provided in the erstwhile IPSL ESOS Plan and taking into account the share exchange ratio i.e. one equity share of SPCL of face value Rs. 10 each for every one equity share of IPSL of face value Rs. 10 each. All the option holders under the IPSL ESOS Plan on the Effective date were granted options under the SPCL - IPSL ESOP, 2008 in lieu of their cancelled options under IPSL ESOS Plan. The SPCL - IPSL ESOP, 2008 was treated as continuation of IPSL ESOS Plan and all such options were treated outstanding from their respective date of grant under IPSL ESOS Plan, accordingly, no compensation expense was recognised. No adjustment is required in respect of the numberand exercise price of options as the share exchanger at equity share of face value Rs.10 each of SPCL forevery one equity share of face value Rs.10 each of IPSL.

The exercise price of options under the SPCL-IPSL ESOP, 2008 is higherthan the intrinsic value and the fairvalue of theoptions on the respective dates of grant. SPCL follows the intrinsic value method of accounting as prescribed in the Guidance Note. Had SPCL followed the fair value method of accounting, on the date of grant there would have been no impacton the profit after taxes and on the Basicand Diluted Earnings per share of IPSL for the year as the fair value of the options is lower than the exercise price. The values on the date of grant under the intrinsic value and fair value method have been calculated by an independent valuer.

2) Indiabulls Wholesale ServicesLimited (Also Refer NoteB(c)(iii)of Schedule 18)

Indiabulls WholesaleServices Limited riWSL"),awholly owned subsidiary Company of IBREL, announced the Indiabulls Wholesale Services Limited Employee Stock Option Plan 2007 ("IWSL ESOP 2007 for its employees and its subsidiary companies, existing then or in future, and employees of its holding company ("IBREL"). The eligible employees covered under IWSL ESOP 2007 were granted an option to purchase equity shares of IWSL subject to the requirements of vesting.These options vest uniformly over a period oMOyears, with effect from November 01,2008, whereby 10% of the options vest on each vesting date. ACompensation Committee constituted by the Board of Directors of IWSL administered the IWSLESOP2007.

b) During the year the Company sponsor laws of Singapore), with the objective of acquisition of One Indiabulls Centre and Elphinstone Mills, in Mumbai, being developed and owned by Indiabulls Properties Private Limited and Indiabulls Real Estate Company Private Limited respectively. IPIT raised Singapore Dollars (S$)353.48 Millions by way of an initial public offering and private placement* itsunits inSingapore, at an offering priceof S$ 1.00 per Common Unit and was listed on the Main Board of Singapore Exchange Securities Trading Limited in June 2008 Post listing, the Company, holds45% beneficial interest in IPIT, indirectly, through its subsidiaries.

c). Significant Events after the Balance Sheet date:

i). As per the terms of issue of Share Warrants,the last date for exercise of the said warrants was May 4,2009.The warrant holders did not exercise their right to convert these warrants into equity shares of the Company by the said date and accordingly, the warrants allotted to themstand lapsed. Subsequent to March 31,2009, the Company has forfeited Rs.2,322,000,000, being the upfront money paid by the warrant holders at the time of allotment of these warrants and credited the said amount to Capital Reserve.

ii). Subsequentto March 31,2009, on May 18,2009, shareholders of the Company accorded their approval underSection 81(1A) of the Companies Act,1956,to issue and allot equity shares of face value of Rs.2 each in the Company Equity Shares)for an amount up to USD 600 million, to Qualified Institutional Buyers under the Qualified Institutions Placement in terms of Chapter Xlll-Aof Securities and Exchange Board of India (Disclosure and Investor Protection) Guidelines, 2000, as amended. Accordingly, on May 22,2009, a duly authorized committeeof the Board of Directors of the Company, issued and allotted 143,594,593 fully paid-up equity shares, at a price of Rs.185 per equity share (off ace value of Rs.2 per equity share and at a premium of Rs.183 per equity share),aggregating to Rs.26,564,999,705 (Rupees twenty six billion five hundred sixty four million nine hundred ninety nine thousand seven hundred five). Consequent to the issue and allotment of the equity shares as aforesaid, the paid-up equity share capital of the Company stands increased from the present Rs. 515,041,292 divided into 257,520,646 equity shares of face value of Rs 2 each, to Rs.802,230,478 divided into 401,115239 equity shares off ace value of Rs.2each.

iii). Subsequent to March 31,2009, the IWSL ESOP 2007 was cancelled and withdrawn pursuant to the approval of the Board of Directors of IWSL on May 27,2009 and shareholders of IWSL on June2,2009,after the option holders surrendered the unvested the IWSLESOP 2007.

d). Contingent Liabilities not provided for in respect of:

i. Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs. Nil (Previous YearRs.3,397,270).

ii. Outstanding corporate guarantees provided by the Company in respect of credit facilities availed by subsisiary companies and other parties Rs.9,199359,000(Previous YearRs.5,250,000,000).

iii. Fixed deposits include Rs Nil (Previous Year Rs. 500,000,000) pledged against bank guarantees for business requirements of subsidiars companyand Rs Nil (PreviousYearRs. 300,000,000) pledge against credit facilities available to the Company.

e). Disclosures in respect of Employee Benefits in accordance with Accounting Standard 15 (AS 15) - Employee Benefits as notified underthe Companies(AccountingStandards)Rules,2006,asamended:

Provisions for unfunded gratuity and compensated absences for all eligible employees are based upon actuarial valuation conducted semi-annually by an independent actuary. Major drivers in actuarial assumptions, typically, are years of service and employee compensation. Gains and losses on changes in actuarial assumptions during the Jear ended March 31,2009, have been accounted for in the Proband LossAccount.

g). Disclosures in respect of Accounting Standard -18 (AS 18) Related Party Disclosures as notified under the Companies (Accounting Standards)Rules,2006,asamended

Nature of relationship with Related Parties

i. Related parties where control exists

Subsidiary Companies:

Name of Subsidiary Companies Name of Subsidiary Companies

Indiabulls Estate Limited Aurora Builders and Developers Limited

Indiabulls Infrastructure Limited Indiabulls Land Holdings Limited

Nilgiri Land Development Limited Ariston Investments Limited

Indiabulls Commercial Estate Limited Indiabulls Engineering Limited

Indiabulls Infrastructure Projects Limited Indiabulls Resources Limited

Nilgiri Lands Limited Nilgiri Land Holdings Limited

Bridget Builders and Developers Limited Catherine Builders & Developers Limited

Kenneth Builders & Developers Limited Nilgiri Infrastructure Limited

Nilgiri Buildwell Limited Nilgiri Infrastructure Development Limited

Nilgiri Commercial Estate Limited Indiabulls Natural Resources Limited

Nilgiri Infraestate Limited Resources Limited

Indiabulls Buildcon Limited Indiabulls Builders Limited

Indiabulls Land Development Limited Indiabulls Lands Limited

Indiabulls Developers Limited Nilgiri Infrastructure Projects Limited

Indiabulls Builders and Developers Limited Indiabulls Infrastructure Development Limited

Indiabulls Hotel Properties Limited Indiabulls Constructions Limited

Indiabulls CSEB Bhaiyathan Power Limited Indiabulls Greenfield Realities Limited (formerly Indiabulls Bhaiyathan Power Limited) (formerly Indiabulls Construction Company Private Limited)

Hermes Builders and Developers Limited Lucina Builders and Developers Limited

Selene Builders and Developers Limited Triton Builders and Developers Limited

Zeus Builders and Developers Limited Sylvanus Builders and Developers Limited

Fama Properties Limited Sylvanus Properties Limited

Athena Builders and Developers Limited Hermes Properties Limited

Juventus Builders and Developers Limited Selene Properties Limited

Triton Properties Limited Fama Builders and Developers Limited

Juventus Properties Limited Lucina Properties Limited

Vindhyachal Developers Limited Zeus Properties Limited

Karakoram Developers Limited Shivalik Properties Limited

Fama Estate Limited Kanakoram Properties Limited

Triton Estate Limited Aurora Land Development Limited

Ceres Land Development Limited Diana Infrastructure Limited

Fama Construction Limited Lucina Estate Limited- Selene Estate Limited Triton Buildwell Limited

Vindhyachal Buildwell Limited Athena Buildwell Limited

Athena Land Development Limited Ceres Infrastructure Limited

Ceres Properties Limited- Diana Buildwell Limited"

Fama Buildwell Limited Fama Infrastructure Limited

Juventus Buildwell Limited Juventus Constructions Limited

Lucina Constructions Limited Lucina Infrastructure Limited

Selene Buildwell Limited Selene Constructions Limited

Selene Land Development Limited Triton Land Development Limited

Subsidiary Companies:

Name of Subsidiary Companies Name of Subsidiary Companies

Aravali Properties Limited Selene Infrastructure Limited

Dev Property Development Limited Diana Power Limited (formerly Dev Property Development Pic.) (formerly Indiabulls Power Limited)

Juventus Estate Limited Juventus Infrastructure Limited

Juventus Land Development Limited Lucina Buildwell United"

Lucina Land Development Limited Shivalik Land Development Limited*

Vindhyachal Infrastructure Limited Athena Infrastructure Limited

Hecate Power and Land Development Limited Lucina Power and Infrastructure Limited (formerly Zeus Land Development Limited) (formerly Aravali Land Development Limited)

Zeus Buildwell Limited Zeus Estate Limbed

Ceres Constructions Limited Ceres Estate Limited

Flora Land Development Limited Karakoram Buildwell Limited

Vindhyachal Land Development Limited Fama Land Development Limited

Kailash Buildwell Limited Karakoram Real Estate Company Limited

Triton Infrastructure Limited Karakoram Land Development Limited

Indiabulls Industrial Infrastructure Limited Toundvest Limited

Ariston Investments Sub C Limited Diana Land Development Limited

Indiabulls Buildwell Limited" Indiabulls Commercial Properties Limited

Indiabulls Infratech Limited Indiabulls Realcon Limited

Indiabulls Realtech Limited Indiabulls Realtors Limited

Indiabulls Software Parks Limited Indiabulls Power Infrastructure Limited (formerly Indiabulls Infracon Limited) (formerly Indiabulls Thermal Power and Infrastructure Limited)

Indiabulls Home Developers Limited Indiabulls Infra estate Limited

Navahan Auto tech Limited Auto Transport Solutions Limited

Maximus Entertainments Limited Milky Way Buildcon Limited"

Airmid Properties Limited" Albina Real Estate Limited

Angina Real Estate Limited Apesh Constructions Limited

Apesh Properties Limited Citra Real Estate Limited

Sentia Real Estate Limited" Sepset Real Estate Limited

Sophia Constructions Limited Sophia Real Estate Limited

Varali Constructions Limited Apesh Real Estate Limited

Citra Properties Limited Sepset Constructions Limited

Sepset Properties Limited Varali Properties Limited

Varali Real Estate Limited Airmid Real Estate Limited

Angina Properties Limited Devona Properties Limited

Albasta Properties Limited Albina Properties Limited

Airmid Aviation Services Private Limited Indiabulls Wholesale Services Limited

Chloris Constructions Limbed Chloris Properties Limited

Chloris Real Estate Limited Corns Real Estate Limited

Elena Constructions Limited Elena Properties Limited

Elena Real Estate Limited" Fornax Constructions Limited

Fornax Properties Limited Fornax Real Estate Limited

Indiabulls Multiplex Services Limited Indiabulls Power Distribution Limited

Indiabulls Power Generation Limited Indiabulls Estate Developers Limited

Indiabulls Power Trading Limited Indiabulls Electricity Company Limited

Indiabulls Energy Limited Indiabulls Hydro Electric Power Limited

Subsidiary Companies:

Name of Subsidiary Companies Name of Subsidiary Companies

Indiabulls Hydro Energy Limited Indiabulls Hydro Power Limited

Indiabulls Hydro Power Projects Limited Indiabulls Power ProjectsLimited

Indiabulls Power Services Limited --------- Indiabulls Thermal Energy Limited

Indiabulls Thermal Power Limited Devona Thermal Power and Infrastructure Limited

Diana Energy Limited Thermal Power and Infrastructure Limited

Airmid Developers Limited Airmid Infrastructure Limbed"

Citra Developers Limited Devona Developers Limited

Fama Power Company Limited Selene Power Company Limited

Sentia Constructions Limited Sentia Developers Limited

Sentia Properties Limited Sentia Thermal Power and Infrastructure Limited

Sepset Thermal Power and Infrastructure Limited Triton Energy Limited

Indiabulls Housing Developers Limited Indiabulls Infradevelopers Limited

Indiabulls Projects Limited Indiabulls Realty Company Limited

Lenus Constructions Limited Lenus Properties Limited-

Lenus Real Estate Limited Albina Infrastructure Limited

Citra Infrastructure Limited Devona Infrastructure Limited

Indiabulls Property Developers Limited Indiabulls Property Management Trustee Pte Limited

Indiabulls Town Developers Limited Sentia Infrastructure Limited

Sepset Developers Limited Sepset Infrastructure Limited

Varali Developers Limited Varali Infrastructure Limited

Mariana Constructions Limited Mariana Developers Limited

Albasta Constructions Limited Albasta Developers Limited

Albasta Infrastructure Limite Albasta Real Estate Limited

Angles Constructions Limited Indiabulls Commercial Developers Limited

Poena Power Solutions Limited Lenus Infrastructure Limited

Mariana Infrastructure Limited Mariana Properties Limited

Mariana Real Estate Limited Shoxell Holdings Limited

Grapene Limited (formerly Mixtel Co. Ltd) Kaya Hydropower Projects Limited

Pachi Hydropower Projects Limited Papu Hydropower Projects Limited

Sepia Hydropower Projects Limited Tharang Warang Hydropower Projects Limited

Indiabulls Developers and Infrastructure Limited Lenus Developers Limited"

Zeus Energy Limited Indiabulls Property Builders Limited

Ashkit Constructions Limited Fornax Power Limited

Ashkit Properties Limited Ashkit Real Estate Limited

Mabon Constructions Limited Mabon Infrastructure Limited

Mabon Properties Limited Serida Constructions Limited

Serida Infrastructure Limited Serida Properties Limited

Serida Real Estate Limited Ashkit Developers Limited

Mabon Real Estate Limited Mabon Developers Limited

Indiabulls Malls Limited Airmid Power Limited

Mabon Power Limited Albina Power Limited"

Serida Power Limited Lenus Power Limited

Angina Power Limited Ashkit Power Limited

Chloris Power Limited Corns Power Limited

Elena Power and Infrastructure Limited Ashkit Power and Infrastructure Limited

(formerly Elena Power Limited) (formerly Ashkit Infrastructure Limited)

Subsidiary Companies:

Name of Subsidiary Companies Name of Subsidiary Companies

Mariana Power Limited Albasta Power Limited

Apesh Power Limited Varali Power Limited

Serida Developers Limited Hecate Energy Trading Limited

Hecate Energy Limited Hecate Power Projects Limited

Poena Hydro Power Projects Limited Poena Power Distributors Limited

Poena Power Services Limited Poena Power Trading Limited

Poena Thermal Power Limited Poena Power Company Limited

Poena Power Generation Limited Indiabulls Power Generation Company Limited

Indiabulls Power Solutions Limited Indiabulls Power Supply Limited

Indiabulls Power Transmission Limited Indiabulls Power Utility Limited

Indiabulls Powergen Limited Poena Power Projects Limited

Indiabulls Power Development Limited Indiabulls Power Management Limited

Indiabulls Power Projects Development Limited Indiabulls Power Systems Limited

Hecate Electric Limited Hecate Power Development Limited

Hecate Power Management Limited Hecate Power Transmission Limited

Indiabulls Electric Limited Power Systems Limited

Poena Power Development Limited Hecate Power Supply Limited

Hecate Power Systems Limited Hecate Power Utility Limited

Indiabulls Retail Services Limited Noble Realtors Limited

(formerly Piramyd Retail Limited) Indiabulls Housing and Land Development Limited

Poena Power Transmission Limited Poena Power Utility Limited

Poena Power Supply Limited Poena Power Management Limited

Hecate Power Solutions Limited Indiabulls Electric Company Limited

Indiabulls Electric Energy Limited Indiabulls Electric Power Limited

Indiabulls Electricity Generation Limited Indiabulls Thermal Power Management Limited

Indiabulls Thermal Power Projects Limited Indiabulls Thermal Projects Limited

Bracond Limited Echo Facility Services Limited

Renemark Limited Arianca Limited

Genoformus Limited Hecate Power and Energy Resources Limited

Hecate Power Company Limited Hecate Power Distributors Limited

Hecate Power Generation Limited Hecate Power Limited

Hecate Power Services Limited Hecate Thermal Power and Infrastructure Limited

Poena Power Limited Hecate Hydro Electric Powered

Galactic Ventures Limited Sophia Power Company Limited

Hecate Powergen Limited

*Subsidiary till December 3,2008

(ii.) Related parties where significant influence exists:

Associate Companies: Indiabulls Properties Private Limited*

Indiabulls Real Estate Company Private Limited* *Upto December 31,2007

(iii.) Other Related Parties

Key Management Personnel:

Mr. Sameer Gehlaut(Director and Chairman)

Mr.Rajiv Rattan(Director and Vice Chairman)

Mr.Saurabh K Mittal(Director)

Mr.Naiendia Gehlaut(Joint Managing Director)

Mr.Vipul D Bansal(Joint Managing Director)

I. Earnings per Share:

The Basic Earnings Per share is computed by dividing the net profit attributable to equity shareholders for the year by the weighted average number of equity shares outstanding during the year. Diluted EarningsperShare are computed using the weighted average number of equity shares and also the weighted average number of equity shares that could have been issued on the conversion of all dilutive potential equity shares. The dilutive potential equity shares are adjusted for the proceeds receivable had the shares been actually issue date of air value.

m. The Company has taken various premises on operating leases and lease rent of Rs. 55,760,196 (Previous year Rs.79,353,172) in respect of the same has been charged to Profit and Loss Account for the year ended March 31,2009. The underlying agreements are executed for a periodgenerallyrangingfromoneyearto five years, renewable ai the option ofthe Company and the lessorand are cancellable in some cases, by either party by giving a notice generally of 30 to 90 days. There are no restrictions imposed by such leases and there are no subleases. The minimumleaserentalspayableinrespectofsuchoperatingleases,areasunder:

iii. Remittance in foreign currency on account of preference dividend during the yearended March 31,2009:

Number of Non Resident Shareholders : One(1) (Previous year one(1)) Preference Shares held on which dividend has been remitted:

1. 9,966,667(Previous year9,966,667)Non Convertible,Cumulative,Redeemable Preference Shares

2. Nil(Previous year 11,500,000)Convertible,Cumulative,Redeemable Preference Shares

Amount Remitted:

1. Rs.131,810,459(Previous year Rs.68,628,437)in respect of Non Convertible,Cumulative,Redeemable Preference Shares

2. Rs.Nil(Previous year Rs.39,294,851)in respect of Convertible,Cumulative,Redeemable Preference Shares

Note: The Company does not have informationas to the extent to which Remittances, if any equity share capital have been made to non-resident shareholders.

o. The Companys activities during the year involved Real Estate Projects Advisory, Construction and Development of Real Estate Projects in lndia considering then assure of Companys business and operations and based on the information available with the management,there is/are no reportable segments (business and/or geographical) in accordance with the requirements of Accounting Standard 17 (AS 17) - Segment Reporting. Hence, no further disclosures are required in respect of reportable segments, underAS 17, other than those already provided in the financial statements.

p. The Company has not entered into any derivatives instruments during the year. Foreign currency exposures not hedged as at March 31,2009, of Rs10,919,106792(GBP135,809 and EURO1,000)(previousyearRs.63,240(EURO1,000)).

q. In the opinion of the Board of Directors, no provision is required towards diminution in value of Long Term Investments, where the decline in value is temporary in nature.

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

s. In the opinion of the Board of Directors, all current assets, loans and advances appearing in the balance sheet as at March 31,2009 have a valueonrealization in the ordinary course of the Companys business at least equal to the amount at which they are stated in the balance sheet and no provision is required to be made against the recoverability of these balances.

t. ln respect of amounts mentioned under Section 205C of the Companies Act,1956,there were no dues required to be credited to the Investor Education and Protection Fund as on March 31,2009. As at March 31,2009, Other liabilities include Rs. 1,760,198 (Previous year: Rs. Nil) being the unpaid dividend on equity shares relating to financial year ended March 31,2008, which has been deposited in a designated bank account in accordance with the requirements of the Companies Act, 1956.

u. Disclosures under the Micro,Small and Medium Enterprises Development Act,2006:

i. There is no payment due to suppliers as at the end of the accounting year on account of Principal and Interest.

ii. No interest was paid during the year in terms of Section 16 of the Micro, Small and Medium Enterprises Development Act, 2006 and no amount was paid to the supplier beyond the appointed date.

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

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

The above information and that given has been determined to the extent such parties have been identified on the basis of information available with the Company. This has been relied upon by the auditors.

v. No borrowing cost has been capitalized during the year.

w. There are no other particulars to be disclosed in accordance with Part II to Schedule VI of the Companies Act, 1956.

x. Previous years figures have been regrouped and / or re-arranged wherever necessary to confirm to current years groupings and classifications.

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