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Notes to Accounts of PNC Infratech Ltd.

Mar 31, 2023

Rights and restrictions attached to equity shares

The Company has only one class of equity shares having a par value of '' 2 per share. Each shareholder is eligible for one vote per share held. In case any dividend is proposed by the Board of Directors the same is subject to the approval of the shareholders in the ensuing annual general meeting, except in the case of Interim dividend. There are no restrictions attached to equity shares after the issue of 1,29,21,708 shares, prior to the IPO, the equity shares were subject to restriction as per investment agreement dated January 11,2011 and subsequent amendment thereto.

Description of nature and purposes of each reserve Securities Premium

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

General Reserve

This represents appropriation of profit by the Company Retained Earnings

Retained earning represents undistributed profit of the Company which can be distributed to its equity shareholder in accordance with the requirement of the Companies Act, 2013.

Other Comprehensive Income

Other Comprehensive Income represents the balance in equity for the items to be accounted in other comprehensive income.

Other Comprehensive Income is classified into, (i) Items that will not be reclassified to profit or loss (ii) Items that will be reclassified to profit or loss

\| 40 \| CONTINGENT LiABiLiTIES & ASSETS		('' in Lakhs)
Particulars	As at March 31, 2023	As at march 31, 2022
Contingent Liabilities
Claims against the Company not acknowledged as debts*
Disputed demand of Income Tax for A.Y. 2010-11. (During the Previous Year Disputed demand of Income Tax (includes, net of prepaid taxes under verification, adjusted from demand of '' 3,351.00 lakhs arised in assessment of search proceedings up to AY 2012-13) for which company has won the appeal, but Department has filed appeal with Hon. High Court)	645.81	645.81
Disputed demand of Sales Tax/VAT/GST for which company preferred appeal	209.76	1,883.61
Disputed demand of Service Tax for which company preferred appeal	214.07	206.97
Disputed demand of Entry Tax for which company preferred appeal	20.08	38.00
Others (including motor accident, labour & civil matters)	101.60	84.93
(I nterest and penalties if any, on above cases will be provided at the time of settlement)
Court Case by NHAI against claim award of NH-24 Project	-	14,527.00
Other
- Letter of Credit outstanding	27,120.42	10,624.00
* In respect of certain proposed disallowances and additions made by the Income Tax Authorities, appeal are pending before the appellate authorities and adjustment, if any, will be made after the same are finally settled.

Contingent AssetsThe status of various project claims in arbitrations is as under :

(a) The Company had initiated arbitral proceedings against the Uttar Pradesh Public Works Department (UP PWD) for compensation for '' 851.31 lakhs (including interest) towards extra cost incurred on procurement of different material, distant source in relation to the project "rehabilitation Road (Gomat) under Uttar Pradesh State Road Project. The arbitral Tribunal has pronounced its unanimous award dt. March 07, 2014 for '' 702.31 lakhs (including interest) in favors of the Company. The respondent UP PWD has preferred objection against the aforesaid award before the Distt. Judge Mathura and the case was transferred to The Ld. Judge Commercial Court Agra and the Ld. Judge Commercial Court Agra had rejected the petition of UP PWD on January 30, 2020 and the petition has been filed by UP PWD in Honâble Allahabad High Court against Commercial Court order and Honâble court has dismissed the case by its order dated January 12, 2023 for none present of appellant (UP PWD) evenrevised call, UPPWD again filed application for recall of this order. Treatment of the same will be done on final settlement.

(b) The Company had initiated arbitral proceedings against the HSRDC for compensation for '' 3,091.00 lakhs (including interest). The arbitral Tribunal has pronounced its unanimous award dt. February 02, 2019 for '' 3,091.00 lakhs in favour of the Company. The respondent HSRDC has challenged this award. HSRDC has filed an application u/s 36(2) in District Judge Chandigarh for stay of operation of impugned Award. Now next hearing is on May 26, 2023 for depositing the 100%/ awarded amount in the form of FDR in the name of court. Treatment of the same will be done on final settlement.

(c) Further, the Company has filed four arbitration claims including claims for delay damages and interest which are pending at arbitration stage. The same will be accounted for on final settlement.

| 43 | DISCLOSURE PURSUANT TO INDIAN ACCOUNTING STANDARD-115 â REVENUE FORM CONTRACTS WITH CUSTOMERS

(a) Contracts with customers

The Compnay has recognised '' 7,05,985.79 lakhs (P.Y. '' 6,29,816.61 lakhs) as revenue from contracts with customers during the year.

(b) Disaggregation of Revenue

Segments have been identified in accordance with Ind AS-108 on operating segments considering the risk or return profile of the business, As required under Ind AS 108, The Chairman and Managing Director of the Company have been identified as The Chief Operating Decision Maker (CODM). The Chief Operating Decision Maker also monitors the operating results as two segment for the purpose of making decisions about resource allocation and performance assessment and hence, there are no additional disclosures to be provided other than those already provided in the financial statements.

The Companyâs operations predominantly consist of infrastructure development and construction/project activities, hence there are no reportable segments under Ind AS-108 ''Segment Reportingâ.

Revenue for construction contract is recognised in profit or loss in proportion to the stage of completion of the contract. The stage of completion is assessed by reference to surveys of work performed. Revenue in excess of billing is recognised as unbilled revenue and is classified as Financial Assets for these cases as right to consideration is unconditional upon passage of time. Unbilled revenue has been reclassified to trade receivables upon billing to customers.

| 44 | FINANCIAL RISK MANAGEMENT

The Companyâs principal financial liabilities comprise borrowings, trade and other payables. The main purpose of these financial liabilities is to manage finances for the Companyâs operations. The Company principal financial asset includes loan , trade and other receivables, and cash and short-term deposits that arise directly from its operations.

The Companyâs activities are exposed to market risk, credit risk and liquidity risk.

I. Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices comprise three types of risk: currency rate risk, interest rate risk and other price risks, such as equity price risk and commodity price risk. Financial instruments affected by market risk include loans and borrowings, deposits, investments, and derivative financial instruments.

The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks.

(a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. In order to optimise the Companyâs position with regard to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of the fixed rate and floating rate financial instruments in its total portfolio.

(b) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company does not operates internationally and as the Company has not obtained any foreign currency loans but import certain machineries and have foreign currency trade payables outstanding and is therefore, exchange to foreign exchange risk The Company does not hedges its exposure of foreign currency risk.

The Company exposure to equity securities price risk arises from the investments held by company and classified in the balance sheet at fair value through profit and loss. The Company does not have any investments whose value will be based on the market observable input at the current year end and previous year which are held for trading. Therefore no sensitivity is provided.

II. Credit risk

Credit risk arises from the possibility that the counterparty will default on its contractual obligations resulting in financial loss to the Company. To manage this, the Company periodically assesses the financial reliability of customers, taking into account the financial conditions, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. The Company considers the probability of default upon initial recognition of assets and whether there has been a significant increase in credit risk on an on going basis through each reporting period. To assess whether there is significant increase in credit risk, it considers reasonable and supportive forward looking information such as:

(i) Actual or expected significant adverse changes in business.

(ii) Actual or expected significant changes in the operating results of the counterparty.

(iii) Financial or economic conditions that are expected to cause a significant change to the counterparty''s ability to meet its obligation

(iv) Significant increase in credit risk an other financial instruments of the same counterparty

(v) significant changes in the value of collateral supporting the obligation or in the quality of third party guarantees or credit enhancements

The Company major exposure is from trade receivables, which are unsecured and derived from external customers. Credit risk on cash and cash equivalents is limited as we generally invest in deposits with banks and financial institutions with high credit ratings assigned by international and domestic credit rating agencies. Investments primarily include investment in deposit with Bank for specified time period

The history of Trade Receivable shows a negligible allowance for bad & doubtful debts.

The Company uses a provision matrix to determine impairment loss on portfolio of its trade receivable. The provision matrix is based on its historically observed default data over the expected life of the trade receivable and is adjusted for forwardlooking estimates. At every reporting date, the historical observed default rates are updated and changes in forward-looking estimates are analysed. In case of probability of non collection, default rate is 100%

IN. Liquidity Risk

Liquidity risk refers to the risk of financial distress or extraordinary high financing costs arising due to shortage of liquid funds in a situation where business conditions unexpectedly deteriorate and requiring financing. The Company requires funds both for short term operational needs as well as for long term capital expenditure growth project. The Company generates sufficient cash flow for operations, which together with the available cash and cash equivalents and short term investments provide liquidity in the short-term and long-term. The Company has established an appropriate liquidity risk management framework for the management of the Companyâs short, medium and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows and by matching the matching the maturity profiles of financial assets and liabilities.

The table below provides details regarding the remaining contractual maturities of financial liabilities at the reporting date based on contractual undiscounted payments:

| 45 | CAPITAL MANAGEMENT (a) Risk Management

The primary objective of the Companyâs capital management is to maximise the shareholder value and also maintain an optimal capital structure to reduce cost of capital. The principle source of funding of the Company has been and is expected to continue to be, cash generated from its operation supplemented by funding from bank borrowing and the capital market. The Company is not subject to any externally imposed capital requirements

The Company regularly considers other financing opportunities to diversify its debt profile, reduce Interest cost The Company monitors capital on the basis of following gearing ratio, which is net debt divided by total capital

(i) Debt is defined as long-term and short-term borrowings including current maturities (excluding derivatives) as described in notes

(ii) Total equity (as shown in balance sheet) includes issued capital and all other equity reserves.

(b) Loan Covenants

In order to achieve this overall objective, the Company capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to call loans and borrowings or charge some penal interest. There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the current period. No changes were made in the objectives, policies or processes for managing capital during the current years and previous years.

(i) Fair Value Hierarchy

This section explains the judgments and estimates made in determining the fair values of the financial instruments that are (A) recognised and measured at fair value and (B) measured at amortised cost and for which fair values are disclosed in financial statements. To provide an indication about the reliability of inputs used in determining fair values, the group has classified its financial instruments into three levels prescribed under the accounting standards.

The following table provides the fair value measurement hierarchy of companyâs asset and liabilities, grouped into Level 1 to Level 3 as described below :-

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

Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.

(ii) Valuation techniques used to determine Fair value

The Company maintains policies and procedures to value financial assets or financial liabilities using the best and most relevant data available. The fair values of the financial assets and liabilities are included at the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Specific valuation technique used to value financial instrument includes:

> the use of quoted market prices or dealer quotes for similar financial instruments.

> the fair value of financial assets and liabilities at amortised cost is determined using discounted cash flow analysis The following method and assumptions are used to estimate fair values:

The carrying amounts of trade receivables, trade payables, capital creditors, cash and cash equivalents, short term deposits etc. are considered to be their fair value , due to their short term nature

Long-term fixed-rate and variable-rate receivables / borrowings are evaluated by the Company based on parameters such as interest rates, specific country risk factors, credit risk and other risk characteristics. For borrowing fair value is determined by using the discounted cash flow (DCF) method using discount rate that reflects the issuerâs borrowings rate. Risk of non-performance for the Company is considered to be insignificant in valuation.

In case of Investment in equity shares of company other then subsidiary, associates & joint ventures is measured at cost on the basis of assessment by management and the cost represent the best estimate of fair value within that range. Financial assets and liabilities measured at fair value and the carrying amount is the fair value.

| 47 | OPERATING SEGMENT INFORMATION

Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision

Maker (CODM), who regularly monitors and reviews the operating result for following operating segments of the Company:

i "Construction & Contract related activity", includes engineering, procurement and construction activity of the infra projects;

ii "Water EPC", includes supply of water under water agreement

| 48 | DETAIL OF EMPLOYEE BENEFIT EXPENSES

The disclosures required by Ind- AS-19 "Employee Benefits" are as under:

(a) Defined Contribution Plan

(i) The contribution to providend fund is charged to accounts on accrual basis. The contribution made by the Company during the year is '' 225.31 lakhs (previous year '' 319.65 lakhs)

(ii) In respect of short term employee benefits, the Company has at present only the scheme of cumulative benefit of leave encashment payable at the time of retirement/ cessation and the same have been provided for on accrual basis as per actuarial valuation.

(b) Defined Benefit Plan

(i) Liability for retiring gratuity as on March 31,2023 is '' 1,672.05 lakhs (Previous year '' 1,497.78 lakhs). The liability for Gratuity is actuarially determined and provided for in the books.

(ii) Details of the Companyâs post-retirement gratuity plans and leave encashment for its employees including whole-time directors are given below, which is certified by the actuary and relied upon by the auditors

I 55 | The Company and S P Singla Construction Private Limited has formed a Joint Venture ( JV) namely "PNC-SPSCPL JV" (Jointly controlled operation) specifying their ratios. Two projects were awarded to JV by National Highway Authority of India ( NHAI).

The JV has further awarded the contract to Joint Venturers in their respective ratio as specified in the contract with NHAI. The billing to NHAI is being done by JV after consolidating of bills submitted by the Joint Venturers.

None of the Joint Venturers has employed any capital to this JV.

| 56 | The Company and SPML Infra Limited has formed a Joint Venture (JV) namely "PNC-SPSCPL JV" (Jointly controlled operation) specifying their division of execution. Various rural water supply projects were awarded to JV by Executive Director, State Water and Sanitation Mission(SWSM).

The JV has further awarded the contract to Joint Venturers in their division of execution as specified in the contract with Executive Director, State Water and Sanitation Mission(SWSM).

The billing to Executive Director, State Water and Sanitation Mission(SWSM) is being done by JV after consolidating of bills submitted by the Joint Venturers.

None of the Joint Venturers has employed any capital to this JV | 57 | OTHER STATUTORY INFORMATION

(i) The Company do not have any benami property, and no proceeding has been initiated against the Company for holding any benami property

(ii) The Company do not have any transactions with companies struck off

(iii) The Company do not have any charges or satisfaction which is yet to be registered with MCA beyond the statutory period

(iv) The Company have not traded or invested in crypto currency or virtual currency during the financial year.

(v) The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (ultimate beneficiaries) or

b) provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

(vi) The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Group shall:

a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding party (ultimate beneficiaries) or

b) provide any guarantee, security or the like on behalf of the ultimate beneficiaries

(vii) The Company have not any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961

(viii) The Company have not declared willful defaulter by any banks, any other financial institution or other lender at any time during the financial year

(ix) All immovable properties are held in the name of the Company

| 58 | EVENTS OCCURRING AFTER THE BALANCE SHEET DATE

The Company recommended a dividend @ 25 % i.e. '' 0.50 (Fifty Paise) per equity share of '' 2 each for the financial year 2022-23 subject to approval of members in the ensuring annual general meeting

| 59 | Previous year figures have been reclassified / regrouped, wherever necessary to confirm this yearâs classfication.

| 60 | RATIOS

The following are analytical ratios for the year ended March 31,2023 and March 31,2022

Mar 31, 2022

Rights and restrictions attached to equity shares

There are no Bonus shares/ shares issued for consideration other then cash and shares bought back during the period of five years.

\| CONTINGENT LIABILITIES & ASSETS
		('' in Lakhs)
Particulars	Year Ended March 31, 2022	Year Ended March 31, 2021
Contingent Liabilities
Claims against the Company not acknowledged as debts*
Disputed demand of Income Tax for A.Y. 2010-11. (During the Previous Year Disputed demand of Income Tax (includes, net of prepaid taxes under verification, adjusted from demand of '' 3351.00 lakhs arised in assessment of search proceedings up to AY 2012-13) for which Company has won the appeal, but Department has filed appeal with Hon. High Court)	645.81	645.81
Disputed demand of Sales Tax/VAT/GST for which Company preferred appeal	1,883.61	3,330.85

('' in Lakhs)
Particulars	Year Ended March 31, 2022	Year Ended March 31, 2021
Disputed demand of Service Tax for which Company preferred appeal	206.97	199.86
Disputed demand of Entry Tax for which Company preferred appeal	38.00	35.75
Others (including motor accident, labour & civil matters)	84.93	60.08
(Interest and penalties if any, on above cases will be provided at the time of settlement)
Court Case by NHAI against claim award of NH-24 Project	14,527.00	14,527.00
Other
- Letter of Credit outstanding	10,624.00	2,011.26

* In respect of certain proposed disallowances and additions made by the Income Tax Authorities, appeal are pending before the

appellate authorities and adjustment, if any, will be made after the same are finally settled.

Contingent Assets

The status of various project claims in arbitrations is as under :

(a) The Company had initiated arbitral proceedings against the Uttar Pradesh Public Works Department (UP PWD) for compensation for '' 851.31 lakhs (Previous year '' 851.31 lakhs) (including interest) towards extra cost incurred on procurement of different material, distant source in relation to the project "rehabilitation Road (Gomat) under Uttar Pradesh State Road Project. The arbitral Tribunal has pronounced its unanimous award dt. March 07, 2014 for '' 702.31 lakhs (including interest) in favors of the Company. The respondent UP PWD has preferred objection against the aforesaid award before the Distt. Judge Mathura and the case was transferred to The Ld. Judge Commercial Court Agra and the Ld. Judge Commercial Court Agra had rejected the petition of UP PWD on 30.01.2020 and the petition has been filed by UP PWD in Honâble Allahabad High Court against Commercial Court order.Hearing in Allahabad High Court are yet to start. Treatment of the same will be done on final settlement.

(b) The Company had initiated arbitral proceedings against the HSRDC for compensation for '' 3091.00 lakhs (Previous year '' 3091.00 lakhs) (including interest). The arbitral Tribunal has pronounced its unanimous award dt. February 3, 2019 for '' 3091.00 lakhs in favors of the Company. The respondent HSRDC has challenged this award with Distt. Judge , Chandigarh and the case is still pending with Distt. Judge Chandigarh. Treatment of the same will be done on final settlement.

E9 FINANCIAL RISK MANAGEMENT

The Companyâs activities are exposed to market risk, credit risk and liquidity risk.

I. Market risk

The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks.

(a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. In order to optimize the Companyâs position with regard to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of the fixed rate and floating rate financial instruments in its total portfolio .

(i) The exposure of Company borrowings to interest rate changes at the end of reporting period are as follows:

(b) Foreign currency risk

The Company exposure to equity securities price risk arises from the investments held by Company and classified in the balance sheet at fair value through profit and loss. The Company does not have any investments whose value will be based on the market observable input at the current year end and previous year which are held for trading. Therefore no sensitivity is provided.

II. Credit risk

The Company considers the probability of default upon initial recognition of assets and whether there has been a significant increase in credit risk on an on going basis through each reporting period. To assess whether there is significant increase in credit risk, it considers reasonable and supportive forward looking information such as:

(i) Actual or expected significant adverse changes in business.

(ii) Actual or expected significant changes in the operating results of the counterparty.

(iii) Financial or economic conditions that are expected to cause a significant change to the counterparty''s ability to meet its obligation

(iv) Significant increase in credit risk an other financial instruments of the same counterparty

(v) significant changes in the value of collateral supporting the obligation or in the quality of third party guarantees or credit enhancements

The history of Trade Receivable shows a negligible allowance for bad & doubtful debts.

The Company uses a provision matrix to determine impairment loss on portfolio of its trade receivable. The provision matrix is based on its historically observed default data over the expected life of the trade receivable and is adjusted for forward- looking estimates. At every reporting date, the historical observed default rates are updated and changes in forward-looking estimates are analyzed. In case of probability of non collection, default rate is 100%

III. Liquidity Risk

The table below provides details regarding the remaining contractual maturities of financial liabilities at the reporting date based on contractual undiscounted payments:

W4M CAPITAL MANAGEMENT (a) Risk Management

The primary objective of the Companyâs capital management is to maximize the shareholder value and also maintain an optimal capital structure to reduce cost of capital. The principle source of funding of the Company has been and is expected to continue to be, cash generated from its operation supplemented by funding from bank borrowing and the capital market. The Company is not subject to any externally imposed capital requirements.

The Company regularly considers other financing opportunities to diversify its debt profile, reduce Interest cost.

The Company monitors capital on the basis of following gearing ratio, which is net debt divided by total capital.

(i) Debt is defined as long-term and short-term borrowings including current maturities (excluding derivatives) as described in notes

(ii) Total equity (as shown in balance sheet) includes issued capital and all other equity reserves.

(b) Loan Covenants

(i) Fair Value Hierarchy

This section explains the judgments and estimates made in determining the fair values of the financial instruments that are (A) recognized and measured at fair value and (B) measured at amortized cost and for which fair values are disclosed in financial statements. To provide an indication about the reliability of inputs used in determining fair values, the group has classified its financial instruments into three levels prescribed under the accounting standards.

The following table provides the fair value measurement hierarchy of Companyâs asset and liabilities, grouped into Level 1 to Level 3 as described below

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

Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.

Level 3: Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

(ii) Valuation techniques used to determine Fair value

> the use of quoted market prices or dealer quotes for similar financial instruments.

> the fair value of financial assets and liabilities at amortized cost is determined using discounted cash flow analysis The following method and assumptions are used to estimate fair values:

The Carrying amounts of trade receivables, trade payables, capital creditors, cash and cash equivalents, short term deposits etc. are considered to be their fair value , due to their short term nature

In case of Investment in Equity Shares of Company other then Subsidiary, Associates & Joint Ventures is measured at cost

on the basis of assessment by management and the cost represent the best estimate of fair value within that range.

Financial assets and liabilities measured at fair value and the carrying amount is the fair value.

E9 OPERATING SEGMENT INFORMATION

The Companyâs operations predominantly consist of infrastructure development and construction/project activities, hence

there are no reportable segments under Ind AS-108 ''Segment Reportingâ.

The Chairman and Managing directors of the Company have been identified as The Chief Operating Decision Maker (CODM).

The Chief Operating Decision Maker also monitors the operating results as one single segment for the purpose of making

decisions about resource allocation and performance assessment and hence, there are no additional disclosures to be provided

other than those already provided in the financial statements.

EQ DETAIL OF EMPLOYEE BENEFIT EXPENSES

The disclosures required by Ind- AS-19 "Employee Benefits" are as under:

(a) Defined Contribution Plan

(i) The contribution to providend fund is charged to accounts on accrual basis. The contribution made by the Company during the year is '' 319.65 lakhs (previous year '' 118.98 lakhs)

(b) Defined Benefit Plan

(i) Liability for retiring gratuity as on March 31,2022 is '' 1497.78 lakhs (Previous year '' 990.25 lakhs). The liability for Gratuity is actuarially determined and provided for in the books.

(ii) Details of the Companyâs post-retirement gratuity plans and leave encashment for its employees including wholetime directors are given below, which is certified by the actuary and relied upon by the auditors

D Terms and Conditions

The transactions with the related parties are made on term equivalent to those that prevail in armâs length transactions. The assessment is under taken each financial year through examining the financial position of the related party and in the market in which the related party operates. Outstanding balances are unsecured and will be settled in cash.

B5W CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company planned towards Corporate Social Responsibility (CSR) activities at least two % of the average net profits of the Company made during the three immediately preceding financial years. The areas for CSR activities are promoting education, healthcare, social welfare, art & culture, empowering women, COVID-19 relief.

5^ The Company and S P Singla Construction Private Limited has formed a Joint Venture ( JV) namely "PNC-SPSCPL JV" (Jointly controlled operation) specifying their ratios. Two projects were awarded to JV by National Highway Authority of India ( NHAI).

55| The Company and SPML Infra Limited has formed a Joint Venture ( JV) namely "PNC-SPSCPL JV" (Jointly controlled operation) specifying their division of execution. Various rural water supply projects were awarded to JV by Executive Director, State Water and Sanitation Mission(SWSM).

The JV has further awarded the contract to Joint Venturers in their division of execution as specified in the contract with Executive Director, State Water and Sanitation Mission(SWSM).

The billing to Executive Director, State Water and Sanitation Mission(SWSM) is being done by JV after consolidating of bills submitted by the Joint Venturers.

None of the Joint Venturers has employed any capital to this JV.

B5H OTHER STATUTORY INFORMATION

(i) The Company do not have any benami property, and no proceeding has been initiated against the Company for holding any benami property

(ii) The Company do not have any transactions with companies struck off

(iii) The Company do not have any charges or satisfaction which is yet to be registered with MCA beyond the statutory period

(iv) The Company have not traded or invested in crypto currency or virtual currency during the financial year

(v) The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (ultimate beneficiaries) or

b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding party (ultimate beneficiaries) or

b) provide any guarantee, security or the like on behalf of the ultimate beneficiaries

(viii) The Company have not declared willful defaulter by any banks, any other financial institution or other lender at any time during the financial year

(ix) All immovable properties are held in the name of the Company Â£3 EVENTS occurring after the balance SHEET DATE :

(i) The Company, along with its wholly owned subsidiary, PNC Infra Holdings Limited and other partners/promoters, on April 1, 2021, has entered into a ''Share Purchase Agreementâ and other related transaction documents inter alia for sale its entire stake of 35% (which includes 19.88% stake held by PNC Infra Holdings Limited, a wholly owned subsidiary of Company) in Ghaziabad Aligarh Expressway Private Limited, an "Associate" of the Company to Cube Highways and Infrastructure Pte Limited ("Cube Highways"). This transaction was subject to receipt of applicable regulatory and complying with the conditions precedent, more specifically laid down in the share purchase agreement. During the year, the Company had provided impairment of '' 12,972.12 lakhs in other expenses. Now the deal is finally concluded on May 26, 2022 and total consideration has been received.

(ii) The Company recommended a dividend @ 25 % i.e. '' 0.50/- (Fifty Paise) per equity share of '' 2/- each for the financial year 2021-22 subject to approval of members in the ensuring annual general meeting

Except (i) & (ii) There are no event occurring after the Balance sheet date for the financial year 2021-22

58 Previous year figures have been reclassified / regrouped, wherever necessary.

Mar 31, 2021

D Terms and Conditions

The transactions with the related parties are made on term equivalent to those that prevail in armâs length transactions.

The assessment is under taken each financial year through examining the financial position of the related party and in the

market in which the related party operates. Outstanding balances are unsecured and will be settled in cash.

44| DETAIL OF EMPLOYEE BENEFIT EXPENSES

The disclosures required by Ind- AS-19 "Employee Benefits" are as under:

(a) Defined Contribution Plan

(i) The contribution to providend fund is charged to accounts on accrual basis. The contribution made by the Company during the year is '' 118.98 lakhs (previous year '' 120.03 lakhs)

(b) Defined Benefit Plan

(i) Liability for retiring gratuity as on March 31, 2021 is '' 990.25 lakhs (Previous year '' 810.61 lakhs). The liability for Gratuity is actuarially determined and provided for in the books.

(i) Fair Value Hierarchy

The following table provides the fair value measurement hierarchy of Companyâs asset and liabilities, grouped into Level 1 to Level 3 as described below :-

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

Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.

Level 3: Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

(ii) Valuation techniques used to determine Fair value

Specific valuation technique used to value financial instrument includes:

> the use of quoted market prices or dealer quotes for similar financial instruments.

> the fair value of financial assets and liabilities at amortised cost is determined using discounted cash flow analysis. The following method and assumptions are used to estimate fair values:

In case of Investment in Equity Shares of Company other then Subsidiary, Associates & Joint Ventures is measured at cost on the basis of assessment by management and the cost represent the best estimate of fair value within that range. Financial assets and liabilities measured at fair value and the carrying amount is the the fair value.

46*| FiNANOiAL RiSK MANAGEMENT

The Companyâs activities are exposed to market risk, credit risk and liquidity risk.

i. Market risk

The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks.

(a) interest rate risk

(b) Foreign currency risk

The Company does not hedges its exposure of foreign currency risk.

ii. Credit risk

(i) Actual or expected significant adverse changes in business.

(ii) Actual or expected significant changes in the operating results of the counterparty.

(iii) Financial or economic conditions that are expected to cause a significant change to the counterparty''s ability to meet its obligation.

(iv) Significant increase in credit risk an other financial instruments of the same counterparty.

(v) significant changes in the value of collateral supporting the obligation or in the quality of third party guarantees or credit enhancements.

The history of Trade Receivable shows a negligible allowance for bad & doubtful debts.

iii. Liquidity Risk

(a) Risk Management

The primary objective of the Companyâs Capital Management is to maximize the shareholder value and also maintain an optimal capital structure to reduce cost of capital. The principle source of funding of the Company has been and is expected to continue to be, cash generated from its operation supplemented by funding from bank borrowing and the capital market. The Company is not subject to any externally imposed capital requirements.

The Company regularly considers other financing opportunities to diversify its debt profile, reduce Interest cost.

(i) Debt is defined as long-term and short-term borrowings including current maturities (excluding derivatives) as described in notes.

(ii) Total equity (as shown in balance sheet) includes issued capital and all other equity reserves.

(b) Loan Covenants

48*| OPERATING SEGMENT INFORMATION

The Companyâs operations predominantly consist of infrastructure development and construction/project activities, hence there are no reportable segments under Ind AS-108 ''Segment Reportingâ.

The Chairman and Managing directors of the Company have been identified as The Chief Operating Decision Maker (CODM). The Chief Operating Decision Maker also monitors the operating results as one single segment for the purpose of making decisions about resource allocation and performance assessment and hence, there are no additional disclosures to be provided other than those already provided in the financial statements.

50.| The Company was subject to search U/s 132 of the Income tax Act, 1961 in the month of August 2011. The assessment for returns filed in response of search proceedings has been completed by the Department wherein certain additions were made and partial allowance of claims U/s 80IA which were claimed in the return filed and subsequently allowed by the CIT (A) in favour of the Company. The Department has filled the appeal with Honorable High Court of Allahabad only in one issue of Share Capital and allowed claims of Section 80-IA of which the Company has adjusted it financial in previous year.

5l| COVID 19 IMPACT

The outbreak of pandemic COVID 19 and wide-ranging restrictions imposed by the government authorities to contain it, impacted the Companyâs operational performance in FY 21 to certain extent. Nonetheless, realisation of payments from project proponents/authorities has been normal during the year including lockdown period, enabled the Company to meet its liabilities, including employee payables in timely manner and there has been no significant impact on business development activities of the Company in FY 21. The situation started becoming normal towards the second half and revival gained momentum in the Q4 of FY 21. The Company through the lockdown period and even subsequently has been able to maintain adequate control on its assets due to its robust control mechanism developed over the years.

Going forward, given the reality of uncertainty, the Company will continue to monitor any material development that may unfold and could affect the socio-economic landscape in general and infrastructure sector in particular, to protect itsâ interest.

The Company currently has a robust order book of over '' 160 Billion including for which Appointed Dates are awaited as on April 01,2021, expounding to a clear visibility of revenues over the next 2-3 years. The strong liquidity position as on ''March 31, 2021 and practically non-utilization of sanctioned fund based credit facilities will act as buffer liquidity to meet the exigencies, if any. The Company also have adequate non-fund based sanctioned limits to cater for and pursue worthy project opportunities, unrestrictedly.

52.| The Company and S P Singla Construction Private Limited has formed a Joint Venture ( JV) namely "PNC-SPSCPL JV" (Jointly controlled operation) specifying their ratios. Two projects were awarded to JV by National Highway Authority of India ( NHAI). The JV has further awarded the contract to Joint Venturers in their respective ratio as specified in the contract with NHAI. The billing to NHAI is being done by JV after consolidating of bills submitted by the Joint Venturers.

None of the Joint Venturers has employed any capital to this JV

53*| EVENTS OCCURRING AFTER THE BALANCE SHEET DATE :

There are no event occurring after the Balance Sheet date for the financial year 2020-21 except Final Dividend propsed by the Company as per Note No - 47.

54*| PREVIOUS YEAR FIGURES HAVE BEEN RECLASSIFIED / REGROUPED, WHEREVER NECESSARY.

Mar 31, 2018

1. Company Overview:

The Company is engaged in Indiaâs infrastructure development through the construction of highways including BOT (built, operate and transfer projects), HAM (Hybrid Annuity Model), Airport Runways, Bridges, Flyovers and Power Transmission projects, among others.

In case of BOT and HAM, the company bid as a sponsor either alone or in the joint venture with other venturer and once the project is awarded then it is executed by incorporating a company (special purpose vehicle).

The Companyâs registered office is located in New Delhi, corporate office in Agra and operations are spread across Karnataka, Madhya Pradesh, Rajasthan, Uttar Pradesh, Uttarakhand and Bihar among others.

The Company is ISO 9001:2008-certified, awarded âSSâ (Super Special) class from the Military Engineering Services as well as appreciation from NHAI and the Military Engineer Services, Ministry of Defence.

The standalone financial statements were authorised for issue in accordance with the resolution of the directors on 23Th May 2018.

2. Critical accounting estimates and Judgements

i. Estimated useful life of intangible asset and property, plant and equipment

The Company assess the remaining useful lives of Intangible assets and property, plant and equipment on the basis of internal technical estimates. Management believes that assigned useful lives are reasonable.

Before transition to IND AS, the company has revisited the useful life of the assets during financial year 2013- 14 in accordance with Schedule II of Companies Act, 2013 and the impact of change in life is considered in opening carrying values of that year.

ii. Income taxes:

Deferred tax assets are recognised for the unused tax credit to the extent that it is probable that taxable profits will be available against which the losses will be utilized. Significant management judgment is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits.

Defined benefit plans and Other Long Term Benefits:

The cost of the defined benefit plan and other long term benefit and their present value are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date. The most sensitive is discount rate. Future salary increases and gratuity increases are based on expected future inflation rates.

iii. Contingent liabilities:

Management judgment is required for estimating the possible outflow of resources, in respect of contingencies/claim/litigations against the Company as it is not possible to predict the outcome of pending matters with accuracy. The management believes the estimates are reasonable and prudent.

* For details refer Note 13

# The share warrants are convertible into equity shares or unsecured Debentures as per the following condition:

1. Warrants entitle the Warrant-holder to subscribe to one equity share of Rs.10/- (Face Value of Rs 10 per share) in the Company (GAEPL) for each warrant held by the Warrant-Holder, subject to a re-characterisation event not having taken place on the maturity of the Warrants, that is, at the end of the Tenure (60 months). If the Warrant-holder opts not to subscribe to equity shares in the Company (GAEPL), the amount paid on the Warrants will be fully forfeited, and thereupon, the Warrant will be deemed to have expired.

2. In case of re-characterisation event taking place as per terms of the issue, the warrant shall be deemed to have been converted into unsecured debenture.

On occurrence of any of the following events, the Warrants shall, on and from the notification Date (provided for below), be deemed to have been converted into Debt Obligations, with features provided for herein:

- Change of control over the Company (GAEPL).

- The Company (GAEPL) not achieving Final COD for its project within 2.5 years from the date of the issuance of the Warrants.

- The Company (GAEPL) not achieving revenue and/or Cash accrual as per the Projected cash flow with a ( /-) 20% variation.

The tenure of debenture shall be 17 years from the date of issue. The debenture shall carry interest @ 14% p.a. payable only when the company (GAEPL) has distributable cash profits.

* The Company has given unseured loan to its Subsidiaries and Associates for financial assistance, out of which Rs.6857.34 Lakhs is non interest bearing.

* The Interest rate in case of Interest bearing loan of Rs.10381.67 is 12%

A Rights and restrictions attached to equity shares

The Company has only one class of equity shares having a par value of Rs.2 per share. Each shareholder is eligible for one vote per share held. In case any dividend is proposed by the Board of Directors the same is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in the case of Interim Dividend. There are no restrictions attached to Equity Shares after the issue of 1,29,21,708 shares, prior to the IPO, the equity shares were subject to restriction as per investment agreement dated 11th January 2011 and subsequent amendment thereto.

B There are no bonus shares/shares issued for consideration other than cash and no Shares have been brought back during the period of five years immediately preceeding five years.Refer note no.48

Nature and purpose of Reserves Securities Premium Reserves

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

General Reserve

This represents appropriation of profit by the company.

Retained Earnings

This comprise companyâs undistributed profit after taxes.

(i) The above loans are secured by way of hypothecation of asset financed out of said loans.

(ii) The above loans are repayable in equitable monthly installment over the period of loan.

(iii) Figures in brackets represents previous year figures.

Note : 3.1

Based on available information, there are no outstanding to parties to the extent of information received by Company under the Micro, Small & Medium Enterprises Development Act 2006

* Being all material repair jobs are done in-house, the expenses of repair to plant and machinery are not significant, and also because numerous repair jobs are done and it is difficult to segregate the repair expenses from consumption of store & spares.

** Includes Sales/Works contract tax and GST (net) of Rs.6515.79 lacs (Previous year Rs.7259.27 lacs)

*** Auditor Remuneration includes:

# CORPORATE SOCIAL RESPONSIBILITY

The Company planned towards CSR activities at least two per cent of the average net profits of the company made during the three immediately preceding financial years. Accordingly Company was required to spend Rs.357.00 Lacs (P.Y. 301.66 lacs) for the Financial Year 2017-18. However, Company has spent Rs.362.04 (P.Y. 199.15 )Lacs.

Note : 4 Earning Per Share

In accordance with Ind-AS 33 on âEarning Per Shareâ, the following table reconciles the numerator and denominator used to calculate Basic and Diluted earning per Share:

Note 5.1 The status of various project claims in arbitrations is as under :

(a) The company had initiated arbitral proceedings against the Uttar Pradesh Public Works Department (UP PWD) for compensation for Rs.851.31 lacs (including interest) towards extra cost incurred on procurement of different material, distant source in relation to the project âârehabilitation Road (Gomat) under Uttar Pradesh State Road Projectââ. The arbitral Tribunal has pronounced its unanimous award dt. March 07, 2014 for Rs.702.31 lacs (including interest) in favors of the Company. The respondent UP PWD has preferred objection against the aforesaid award before the Distt. Judge Mathura and the case is still pending with Hon. Distt. Judge Mathura. Treatment of the same will be done on final settlement.

(b) Further, the Company has filed four arbitration claims including claims for delay damages and interest which are pending at arbitration stage. The same will be accounted for on final settlement.

Note : 6 Leases

Disclosure as required under AS - 17 ââLeasesâ as prescribed under Companies (Accounting Standards) Rules, 2006 for the Company is given below:

(a) The Company has entered into cancellable/non-cancellable leasing agreement for office, residential and warehouse premises renewable by mutual consent on mutually agreeable terms.

(b) Future minimum lease payments under non-cancellable operating lease are as under:

Other than disclosed above, the company has various operating lease for premises, the lease are renewable on periodic basis and cancelable in nature, amounting to Rs.459.83 Lacs ( PY Rs.365.17 Lacs).

The lease rentals have been included under the head ââRentâ under Note No.34

Note : 7 Related Party Disclosures

The names of related parties where control exist and/or with whom transactions have taken place during the year and description of relationship as identified and certified by the management are:

A. List of Related Parties and Relationships Subsidiaries (The Ownership Directly or Indirectly through subsidiaries)

1 MP Highways Private Limited

2 PNC Kanpur Highways Limited

3 PNC Delhi Industrialinfra Private Limited.

4 Hospet Bellary Highways Private Limited.

5 PNC Infra Holdings Limited

6 Ferrovia Transrail Solutions Private Limited

7 PNC Kanpur Ayodhya Tollways Private Limited

8 PNC Raebareli Highways Private Limited

9 PNC Bareilly Nainital Highways Private Limited.

10 PNC Rajasthan Highways Pvt Ltd

11 PNC Bundelkhand Highways Pvt Ltd

12 PNC khajurao Highways Pvt Ltd

13 PNC Chitradurga Highways Pvt Ltd

14 PNC Triveni Sangam Highways Pvt Ltd

15 PNC Power Private Limited (up to 31.03.2017)

Joint Ventures

1 PNC BEL Joint Venture

2 PNC TRG Joint Venture

3 PNC-SPSCPL JV

Associates

1 Pradeep Kumar Jain HUF

2 Naveen Kumar Jain HUF

3 Yogesh Kumar Jain HUF

4 Ghaziabad Aligarh Expressway Private Limited

Key Managerial Personal (KMP)

1 Pradeep Kumar Jain (Chairman and Managing Director)

2 Naveen Kumar Jain (Whole Time Director up to 02.12.2017)

3 Chakresh Kumar Jain (Managing Director & Chief Financial Officer from 11.08.2017)

4 Yogesh Kumar Jain (Managing Director)

5 Anil Kumar Rao (Whole Time Director)

6 D K Agarwal (Chief Financial Officer up to 15.07.2017)

7 Tapan Jain (Company Secretary) (From 20.01.2017)

Relatives of KMP

1 Meena Jain (W/o Pradeep Kumar Jain)

2 Renu Jain (up to 02.12.2017) (W/o Naveen Kumar Jain)

3 Madhvi Jain (W/o Chakresh Kumar Jain)

4 Ashita Jain (W/o Yogesh Kumar Jain)

5 Ashish Jain (Brother In Law of promotor directors)

6 Ishu Jain (Daughter in Law of Pradeep Kumar Jain)

7 Bijali Rao (W/o Anil Rao)

8 Harshvardhan Jain (S/o Chakresh Kumar Jain)

9 Naveen Kumar Jain (Brother of Chairman and Managing Directors)

Entities controlled/ influenced by KMP and their relatives with whom Transections have taken place during the period

1 MA Buildtech Private Limited

2 Taj Infra Builders Private Limited

3 Ideal Buildtech Private Limited

4 Subhash International Private Limited

5 Exotica Buildtech Private Limited

D. Terms and Conditions

8 Detail of Employee Benefit Expenses

The disclosures required by Ind- AS-19 ââEmployee Benefitsâ are as under:

(a) Defined Contribution Plan

(i) The contribution to providend fund is charged to accounts on accrual basis. The contribution made by the company during the year is Rs.41.69 Lacs (previous year Rs.218.29 lacs)

(ii) In respect of short term employee benefits, the company has at present only the scheme of cumulative benefit of leave encashment payable at the time of retirement/ cessation and the same have been provided for on accrual basis as per actuarial valuation.

(b) Defined Benefit Plan

(i) Liability for retiring gratuity as on March 31, 2018 is Rs.568.67 Lacs (Previous year Rs.398.08 Lacs). The liability for Gratuity is actuarially determined and provided for in the books.

(ii) Details of the companyâs post-retirement gratuity plans and leave encashment for its employees including whole-time directors are given below, which is certified by the actuary and relied upon by the auditors

Sensitivities due to mortality & withdrawals are not material & hence impact of change not calculated.

Sensitivities as to rate of inflation, rate of increase of pensions in payment, rate of increase of pensions before retirement & life expectancy are not applicable being a lump sum benefit on retirement.

(iii) Sensitivity Analysis Method

Sensitivity analysis is determined based on the expected movement in liability if the assumptions were not proved to be true on different count.

(i) Fair Value Hierarchy

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (A) recognised and measured at fair value and (B) measured at amortised cost and for which fair values are disclosed in financial statements. To provide an indication about the reliability of inputs used in determining fair values, the group has classified its financial instruments into three levels prescribed under the accounting standards.

The following table provides the fair value measurement hierarchy of Companyâs asset and liabilities, grouped into Level 1 to Level 3 as described below :-

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

Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.

Level 3: Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

(ii) Valuation techniques used to determine Fair value

Specific valuation technique used to value financial instrument includes:

- the use of quoted market prices or dealer quotes for similar financial instruments.

- the fair value of financial assets and liabilities at amortised cost is determined using discounted cash flow analysis

The following method and assumptions are used to estimate fair values:

Long-term fixed-rate and variable-rate receivables / borrowings are evaluated by the Company based on parameters such as interest rates, specific country risk factors, credit risk and other risk characteristics. For borrowing fair value is determined by using the discounted cash flow (DCF) method using discount rate that reflects the issuerâs borrowings rate. Risk of non-performance for the company is considered to be insignificant in valuation.

In case of Investment in Equity Shares of company other then Subsidiary, Associates & Joint Ventures is measured at cost on the basis of assessement by management and the cost represent the best estimate of fair value within that range.

Financial assets and liabilities measured at fair value and the carrying amount is the the fair value.

Note : 9 FINANCIAL RISK MANAGEMENT

The Companyâs activities are exposed to market risk, credit risk and liquidity risk.

I. Market risk

The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks.

(a) Interest rate risk

(b) Foreign currency risk

The company does not hedges its exposure of foreign currency risk.

The carrying amounts of the Companyâs foreign currency denominated monetary liabilities at the end of the reporting period as follows:

(c) Price Risk

The company exposure to equity securities price risk arises from the investments held by company and classified in the balance sheet at fair value through profit and loss. The company does not have any investments whose value will be based on the market observable input at the current year end and previous year which are held for trading. Therefore no sensitivity is provided.

II. Credit risk

Credit risk arises from the possibility that the counterparty will default on its contractual obligations resulting in financial loss to the company. To manage this, the Company periodically assesses the financial reliability of customers, taking into account the financial conditions, current economic trends, and analysis of historical bad debts and ageing of accounts receivable.

(i) Actual or expected significant adverse changes in business.

(ii) Actual or expected significant changes in the operating results of the counterparty.

(iii) Financial or economic conditions that are expected to cause a significant change to the counterpartyâs ability to meet its obligation

(iv) Significant increase in credit risk an other financial instruments of the same counterparty

(v) significant changes in the value of collateral supporting the obligation or in the quality of third party guarantees or credit enhancements

The company major exposure is from trade receivables, which are unsecured and derived from external customers. Credit risk on cash and cash equivalents is limited as we generally invest in deposits with banks and financial institutions with high credit ratings assigned by international and domestic credit rating agencies. Investments primarily include investment in deposit with Bank for specified time period

The history of Trade Receivable shows a negligible allowance for bad & doubtful debts.

Expected credit loss for trade receivable on simplified approach :

The ageing analysis of the trade receivables (gross of provision) has been considered from the date the invoice falls due:

The Company uses a provision matrix to determine impairment loss on portfolio of its trade receivable. The provision matrix is based on its historically observed default data over the expected life of the trade receivable and is adjusted for forward- looking estimates. At every reporting date, the historical observed default rates are updated and changes in forward-looking estimates are analysed. In case of probability of non collection, default rate is 100%

III. Liquidity Risk

Liquidity risk refers to the risk of financial distress or extraordinary high financing costs arising due to shortage of liquid funds in a situation where business conditions unexpectedly deteriorate and requring financing.The Company requires funds both for short term operational needs as well as for long term capital expenditure growth project. The Company generates sufficient cash flow for operations, which together with the availabe cash and cash equivalents and short term investments provide liquidity in the shortterm and long-term. The Company has established an appropriate liquidity risk management framework for the management of the Companyâs short, medium and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves, banking faclities and reserve borrowing facilities, by continuosly monitoring forecast and actual cash flows and by matching the maturity profiles of financial assets and liabilities.

The table below provides details regarding the remaining contractual maturities of financial liabilities at the reporting date based on contractual undiscounted payments:

Note : 10 Capital Management (a) Risk Management

The primary objective of the Companyâs Capital Management is to maximize the shareholder value and also maintain an optimal capital structure to reduce cost of capital. The principle source of funding of the company has been and is expected to continue to be, cash generated from its operation supplemented by funding from bank borrowing and the capital market. The Company is not subject to any externally imposed capital requirements.

The Company regularly considers other financing opportunites to diversify its debt profile, reduce Interest cost.

The Company monitors capital on the basis of following gearing ratio, which is net debt divided by total capital.

Notes-

(i) Debt is defined as long-term and short-term borrowings including current maturities (excluding derivatives) as described in notes

(ii) Total equity (as shown in balance sheet) includes issued capital and all other equity reserves.

(b) Loan Covenants

In order to achieve this overall objective, the Groupâs capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to call loans and borrowings or charge some penal interest. There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the current period.

* The proposed dividend is subject to the approval of shareholders in the ensuing general meeting

Note : 11 Operating Segment Information

The Companyâs operations predominantly consist of infrastructure development and construction/project activities, hence there are no reportable segments under Ind AS-108 âSegment Reportingâ.

The Chairman and Managing directors of the company have been identified as The Chief Operating Decision Maker (CODM). The Chief Operating Decision Maker also monitors the operating results as one single segment for the purpose of making decisions about resource allocation and performance assessment and hence, there are no additional disclosures to be provided other than those already provided in the financial statements.

Note : 12 The Company was subject to search U/s 132 of the Income tax Act, 1961 in the month of August 2011. The assessment for returns filed in response of search proceedings has been completed by the Department wherein certain additions were made and partial allowance of claims U/s 80IA which were claimed in the return filed and subsequently allowed by the CIT (A) in favour of the Company. However the adjustments will be accounted for on expiry of limitation of period for further appeal.

Note : 13 Recent Accounting Pronouncements

Appendix B to Ind AS 21, Foreign currency transactions and advance consideration: On March 28, 2018, Ministry of Corporate Affairs (âMCAâ) has notified the Companies (Indian Accounting Standards) Amendment Rules, 2018 containing Appendix B to Ind AS 21, Foreign currency transactions and advance consideration which clarifies the date of the transaction for the purpose of determining the exchange rate to use on initial recognition of the related asset, expense or income, when an entity has received or paid advance consideration in a foreign currency. The amendment will come into force from April 1, 2018. The Company is evaluating the effect of this on the financial statements.

Ind AS 115- Revenue from Contract with Customers: On March 28, 2018, Ministry of Corporate Affairs (âMCAâ) has notified the Ind AS 115, Revenue from Contract with Customer The core principle of the new standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Further the new standard requires enhanced disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entityâs contracts with customer

The standard permits two possible methods of transition:

- Retrospective approach - Under this approach the standard will be applied retrospectively to each prior reporting period presented in accordance with Ind AS 8- Accounting Policies, Changes in Accounting Estimates and Errors

- Retrospectively with cumulative effect of initially applying the standard recognized at the date of initial application (Cumulative catch - up approach)

The effective date for adoption of Ind AS 115 is financial periods beginning on or after April 1, 2018.

The Company will adopt the standard on April 1, 2018 by using the cumulative catch-up transition method and accordingly comparatives for the year ending or ended March 31, 2018 will not be retrospectively adjusted. The company is evaluating the effect on adoption of Ind AS 115.

Note : 14 Previous year figures have been regrouped/ rearranged, wherever considered necessary to conform to current yearâs classification.

Mar 31, 2017

Note - 1: Company Overview:

PNC Infratech Limited was incorporated on 9th August 1999 as PNC Construction Company Private Limited. The Company was converted into a limited company in 2001 and was renamed PNC Infratech limited in 2007. The Company has raised the equity capital by issue & allotment of equity share through Initial Public Offer [IPO] during the current year in May 2015 and listed with National Stock Exchange and Bombay Stock Exchange.

The Company is engaged in Indiaâs infrastructure development through the construction of highways including BOT (built, operate and transfer projects], airport runways, bridges, flyovers and power transmission projects, among others.

In case of BOT, The Company bid as a sponsor either alone or in the joint venture with other venturer and once the project is awarded then it is executed by incorporating a company [special purpose vehicle).

The Companyâs registered office is located in New Delhi, corporate office in Agra and operations are spread across Haryana, Karnataka, Madhya Pradesh, Maharashtra, Punjab, Rajasthan, Tamil Nadu, Uttar Pradesh, Uttarakhand, Assam, West Bengal and Bihar among others.

The Company is ISO 9001:2008-certified, awarded âSSâ [Super Special) class from the Military Engineering Services as well as appreciation from NHAI and the Military Engineer Services, Ministry of Defence.

The standalone financial statements were authorised for issue in accordance with the resolution of the directors on 24^Th May 2017.

Note - 2: Critical accounting estimates and Judgements

(I) Estimated useful life of intangible asset and property, plant and equipment

Before transition to IND AS, The Company has revisited the useful life of the assets during financial year 2014-15 in accordance with Schedule II of Companies Act, 2013 and the impact of change in life is considered in opening carrying values of that year.

(ii) Income taxes:

(iii) Defined benefit plans and Other Long Term Benefits:

(iv) Contingent liabilities:

Management judgment is required for estimating the possible outflow of resources, in respect of contingencies/claim/litigations against The Company as it is not possible to predict the outcome of pending matters with accuracy. The management believes the estimates are reasonable and prudent.

# The share warrants are convertible into equity shares or unsecured Debentures as per the following condition:

1. Warrants entitle the Warrant-holder to subscribe to one equity share of Rs.10/- CFace Value of Rs.10 per share) in The Company (GAEPL) for each warrant held by the Warrant-Holder, subject to a re-characterisation event not having taken place on the maturity of the Warrants, that is, at the end of the Tenure C60 months]. If the Warrant-holder opts not to subscribe to equity shares in The Company CGAEPL], the amount paid on the Warrants will be fully forfeited, and thereupon, the Warrant will be deemed to have expired.

2. In case of re-characterisation event taking place as per terms of the issue, the warrant shall be deemed to have been converted into unsecured debenture.

On occurrence of any of the following events, the Warrants shall, on and from the notification Date Cprovided for below], be deemed to have been converted into Debt Obligations, with features provided for herein::

- Change of control over The Company CGAEPL].

- The Company CGAEPL] not achieving Final COD for its project within 2.5 years from the date of the issuance of the Warrants.

- The Company CGAEPL] not achieving revenue and/or Cash accrual as per the Projected cash flow with a C /-] 20% variation.

The tenure of debenture shall be 17 years from the date of issue. The debenture shall carry interest @ 14% p.a. payable only when The Company CGAEPL] has distributable cash profits.

Rights and restrictions attached to equity shares

The Company has split the face value of its Equity shares to Rs.2 per shares as approved by the shareholderof The Company through postal ballot on 19th July 2016, as per IND AS 33 âEarning per Shareâ per share calculation for the corresponding period presented above are based on increased number of Equity Share.

There are no bonus shares/shares issued for consideration other than cash and shares brought back during the period of five years immediately preceeding five years.

Based on available information, there are no outstanding to parties to the extent of information received by Company under the Micro, Small & Medium Enterprises Development Act 2006

** Includes sales/works contract tax (net) of Rs.7259.27 lacs (Previous year Rs.6973.96 lacs)

*** Auditor Remuneration includes:

# corporate social responsibility

The Company planned towards CSR activities at least two per cent of the average net profits of The Company made during the three immediately preceding financial years. Accordingly Company was required to spend Rs.301.66 Lacs (P.Y. 247.06 lacs) for the Financial Year 2016-17. However, Company was able to spend Rs.199.15 (P.Y. 255.16 )Lacs only. Reason being that The Company was looking for genuine and socially useful opportunity, where the money can be fruitfully used.

Note - 3: Earning Per Share

In accordance with Ind-AS 33 on âEarning Per Shareâ, the following table reconciles the numerator and denominator used to calculate Basic and Diluted earnings per Share:

Note - 3.1: The status of various project claims in arbitrations is as under :

(a) The Company had initiated arbitral proceedings against the Uttar Pradesh Public Works Department (UP PWD) for compensation for Rs.851.31 lacs [including interest) towards extra cost incurred on procurement of different material, distant source in relation to the project ârehabilitation Road [Gomat) under Uttar Pradesh State Road Project. The arbitral Tribunal has pronounced its unanimous award dt. March 07, 2014 for Rs.702.31 lacs [including interest) in favors of the Company. The respondent UP PWD has preferred objection against the aforesaid award before the Distt. Judge Mathura and the case is still pending with Hon. Distt. Judge Mathura. Treatment of the same will be done on final settlement.

(b) Further, The Company has filed four arbitration claims including claims for delay damages and interest which are pending at arbitration stage. The same will be accounted for on final settlement.

Note - 4: Leases

Disclosure as required under Ind As - 17 âLeasesâ as prescribed under Companies (Accounting Standards) Rules, 2006 for The Company is given below:

(a) The Company has entered into cancellable/non-cancellable leasing agreement for office, residential and warehouse premises renewable by mutual consent on mutually agreeable terms.

(b) Future minimum lease payments under non-cancellable operating lease are as under:

Other than disclosed above, The Company has various operating lease for premises, the lease are renewable on periodic basis and cancelable in nature, amounting to Rs.365.17 Lacs (PY Rs.368.44 Lacs).

The lease rentals have been included under the head âRentâ under Note No.35

Note - 5: Related Party Disclosures

The names of related parties where control exist and/or with whom transactions have taken place during the year and description of relationship as identified and certified by the management are:

A. List of Related parties and Relationships

Subsidiaries (The Ownership Directly or Indirectly through subsidiaries)

1. MP Highways Private Limited

2. PNC Kanpur Highways Limited

3. PNC Delhi Industrialinfra Private Limited.

4. PNC Power Private Limited. CUp to 10.03.2017]

5. Hospet Bellary Highways Private Limited.

6. PNC Infra Holdings Limited

7. Ferrovia Transrail Solutions Private Limited

8. PNC Kanpur Ayodhya Tollways Private Limited

9. PNC Raebareli Highways Private Limited

10. PNC Bareilly Nainital Highways Private Limited.

11. PNC Rajasthan Highways Private Limited

Joint Ventures

1. PNC BEL Joint Venture

2. PNC TRG Joint Venture

3. PNC-SPSCPL JV (Koilwar to Bhojpur)

4. PNC-SPSCPL JV (Bhojpur to Baxur)

Associates

1. Pradeep Kumar Jain HUF

2. Naveen Kumar Jain HUF

3. Yogesh Kumar Jain HUF

4. Ghaziabad Aligarh Expressway Private Limited

5. Smt. Premwati Devi Smriti Nyas

Key Managerial personal (KMp)

1. Pradeep Kumar Jain (Chairman and Managing Director)

2. Naveen Kumar Jain (Whole Time Director)

3. Chakresh Kumar Jain (Managing Director)

4. Yogesh Kumar Jain (Managing Director)

5. Anil Kumar Rao (Whole Time Director)

6. D K Agarwal (Chief Financial Officer)

7. B K Dash (Company Secretary) (Up to 23.07.2016)

8. Tapan Jain (Company Secretary) (From 20.01.2017)

Relatives of KMp

1. Abhinandan Jain (Son of Pradeep Kumar Jain)

2. Meena Jain (W/o Pradeep Kumar Jain)

3. Renu Jain (W/o Naveen Kumar Jain)

4. Madhvi Jain (W/o Chakresh Kumar Jain)

5. Ashita Jain (W/o Yogesh Kumar Jain)

6. Ashish Jain (Brother In Law of promotor directors)

7. Ishu Jain (Daughter in Law of Pradeep Kumar Jain)

Entities controlled/ influenced by KMP and their relatives with whom Transections have taken place during the period

1. MA Buildtech Private Limited

2. Taj Infra Builders Private Limited

3. Ideal Buildtech Private Limited

4. Subhash International Private Limited

5. Exotica Buildtech Private Limited

(D) Terms and Conditions

Outstanding balances are unsecured and will be settled in cash.

Note - 6.1: Detail of Employee Benefit Expenses

The disclosures required by Ind- AS-19 âEmployee Benefitsâ are as under:

(a) Defined Contribution Plan

i] The contribution to provided fund is charged to accounts on accrual basis. The contribution made by The Company during the year is Rs.218.29 Lacs [previous year Rs.92.97 lacs]

ii] In respect of short term employee benefits, The Company has at present only the scheme of cumulative benefit of leave encashment payable at the time of retirement/ cessation and the same have been provided for on accrual basis as per actuarial valuation.

(b) Defined Benefit Plan

i) Liability for retiring gratuity as on March 31, 2017 is Rs.398.08 Lacs [Previous year Rs.318.69 Lacs]. The Liability for Gratuity is actuarially determined and provided for in the books.

ii] Details of the companyâs post-retirement gratuity plans and leave encashment for its employees including whole-time directors are given below, which is certified by the actuary and relied upon by the auditors Sensitivities due to mortality & withdrawals are not material & hence impact of change not calculated.

(ii) Sensitivity Analysis Method

Sensitivity analysis is determined based on the expected movement in liability if the assumptions were not proved to be true on different count.

(i) Fair Value Hierarchy

The following table provides the fair value measurement hierarchy of Companyâs asset and liabilities, grouped into Level 1 to Level 3 as described below :-

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

Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.

Level 3: Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

(ii) Valuation techniques used to determine Fair value

Specific valuation technique used to value financial instrument includes:

- the use of quoted market prices or dealer quotes for similar financial instruments.

- the fair value of financial assets and liabilities at amortised cost is determined using discounted cash flow analysis The following method and assumptions are used to estimate fair values:

Long-term fixed-rate and variable-rate receivables / borrowings are evaluated by The Company based on parameters such as interest rates, specific country risk factors, credit risk and other risk characteristics. For borrowing fair value is determined by using the discounted cash flow [DCF) method using discount rate that reflects the issuerâs borrowings rate. Risk of non-performance for The Company is considered to be insignificant in valuation.

Financial assets and liabilities measured at fair value and the carrying amount is the the fair value.

Note - 7: Financial Risk Management

The Companyâs activities are exposed to market risk, credit risk and liquidity risk.

I. Market risk

The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks.

(a) Interest rate risk

[i] The exposure of group borrowings to interest rate changes at the end of reporting period are as follows:

[ii] As at the end of reporting period, The Company had the following variable rate borrowings and interest rate swap contracts outstanding:

(iii) Sensitivity

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

(b) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company does not operates internationally and as The Company has not obtained any foreign currency loans but import certain machineries and have foreign currency trade payables outstanding and is therefore, exchange to foreign exchange risk

The Company does not hedges its exposure of foreign currency risk.

II. Credit risk

Credit risk arises from the possibility that the counterparty will default on its contractual obligations resulting in financial loss to the company.

To manage this, The Company periodically assesses the financial reliability of customers, taking into account the financial conditions, current economic trends, and analysis of historical bad debts and ageing of accounts receivable.

(i) Actual or expected significant adverse changes in business.

(ii) Actual or expected significant changes in the operating results of the counterparty.

(iii) Financial or economic conditions that are expected to cause a significant change to the counterpartyâs ability to meet its obligation

(iv) Significant increase in credit risk an other financial instruments of the same counterparty

(v) significant changes in the value of collateral supporting the obligation or in the quality of third party guarantees or credit enhancements

The history of Trade Receivable shows a negligible allowance for bad & doubtful debts.

The Company uses a provision matrix to determine impairment loss on portfolio of its trade receivable. The provision matrix is based on its historically observed default data over the expected life of the trade receivable and is adjusted for forward- looking estimates. At every reporting date, the historical observed default rates are updated and changes in forward-looking estimates are analysed. In case of probability of non collection, default rate is 100%

III. Liquidity Risk

Liquidity risk refers to the risk of financial distress or estraordinary high financing costs arising due to shortage of liquid funds in a situation where business conditions unexpectedly deteriorate and requring financing.The Company requires funds both for short term operational needs as well as for long term capital expenditure growth project. The Company generates sufficient cash flow for operations, which together with the availabe cash and cash equivalents and short term investments provide liquidity in the short-term and long-term. The Company has established an appropreate liquidity risk management framework for the management of the Companyâs short, medium and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves, banking faclities and reserve borrowing facilities, by continuosly monitoring forecast and actual cash flows and by matching the matching the maturity profiles of financial assets and liabilities.

Note - 8: Capital Management

(a) Risk Management

The primary objective of the Companyâs Capital Management is to maximize the shareholder value and also maintain an optimal capital structure to reduce cost of capital. The principle source of fudning of The Company has been and is expected to continue to be, cash generated from its operation supplemented by funding from bank borrowing and the capital market. The Company is not subject to any externally imposed capital requirements.

The Company regularly considers other financing opportunities to diversify its debt profile, reduse Interest cost.

The Company monitors capital on the basis of following gearing ratio, which is net debt divided by total capital.

Notes-

(i) Debt is defined as long-term and short-term borrowings including current maturities (excluding derivatives) as described in notes (ii) Total equity as shown in balance sheet] includes issued capital and all other equity reserves.

(b) Loan Covenants

Note 9(A) : Exemptions and exceptions opted by the company on the date of transition :-

Ind AS 101 allows first-time adopters certain exemptions and exceptions from the retrospective application of certain requirements under Ind AS. The Group has applied the following exemptions and exceptions:

a) Exemptions from retrospective application

Deemed Cost

Ind As 101 permits first time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognised in financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition .This exemption can also be used for intangible assets covered by Ind AS 38 intangible Assets. Accordingly, the group has elected to measure all of its property, plant and equipment, intangible assets at their previous GAAP carrying value.

Leases

Appendix C to Ind AS 17 requires an entity to assess whether a contract or arrangement contains a lease. In accordance with Ind As 17,this assessment should be carried out at the inception of the contract or arrangement. Ind As 101 provides an option to make this assessment on the basis of facts and circumstances existing at the date of transition to Ind As, except where the effect is expected to be not material.

The company has elected to apply this exemption for such contracts/arrangements.

Investments in Subsidiaries, joint ventures and associates

The company has elected to apply previous GAAP carrying amount of its equity investment in subsidiaries, associates and joint ventures at deemed cost as on the date of transition to Ind AS.

b) Exceptions from retrospective application

i) Classification and measurement of financial assets :-

The Company has classified the financial assets in accordance with Ind AS 109 on the basis of facts and circumstances that exists at the date of transition to Ind AS.

ii) 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 the 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 at 1 April 2015 are consistent with the estimates as at the same date made in conformity with previous GAAP.

Cash flow Statement

There were no significant reconciliation items between cash flows prepared under IGAAP and those prepared under Ind AS.

Notes to the first time of adoption to Ind AS

1) Fair Value of Investments

Under Indian GAAP current investments are measured at the lower of cost or market price and non-current investments are measured at cost less any permanent diminution in value of investment.

Under IND AS investments are designated as Fair Value through Other Comprehensive Income CFVOCI], Fair Value through Profit and Loss CFVTPL] and carried at amortised cost. For investment designated as FVOCI, difference between the fair value and carrying value is recognised in OCI. For investment designated as FVTPL, difference between the fair value and carrying value is recognised in profit and loss. For investment designated at amortised cost, accrual of interest is recognised in profit and loss with which value of investment will be equal to maturity date contractual cash flows which includes solely payments of interest and principal.

2) Defined benefit liabilities

Under previous GAAP, actuarial gains and losses were recognised in the statement of profit and loss. Under Ind AS, the actuarial gains and losses form part of remeasurement of the net defined benefit liability/ asset which is recognised in other comprehensive income. Consequently, the tax effect of the same has also been recognised in other comprehensive income under Ind AS instead of the statement of profit and loss.

3) Deferred tax

Indian GAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period. Ind AS 12 requires entities to account for deferred taxes using the balance sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base. The application of Ind AS 12 approach has resulted in recognition of deferred tax on new temporary differences which was not required under Indian GAAP.

In addition, the various transitional adjustments lead to temporary differences. According to the accounting policies, The Company has to account for such differences. Deferred tax adjustments are recognised in correlation to the underlying transaction either in retained earnings or a separate component of equity.

4) Dividend

Under Indian GAAP, proposed dividends including DDT are recognised as a liability in the period to which they relate, irrespective of when they are declared. Under Ind AS, a proposed dividend is recognised as a liability in the period in which it is declared by The Company Cusually when approved by shareholders in a general meeting] or paid.

In the case of the Company, the declaration of dividend occurs after period end. Therefore, the liability for the year ended on 31 March 2015 recorded for dividend has been derecognised against retained earnings on 1 April 2015. The proposed dividend for the year ended on 31 March 2016 recognized under Indian GAAP was reduced with a corresponding impact in the retained earnings.

5) Retentions

Under the previous GAAP, long term retentions are recognised at their transaction value. Under Ind As, long term retentions are measured at fair value at initial recognition and subsequently at amortised cost. Difference between the transaction price and fair value has been deffered and amortised over term of retention on straight line basis.

Note - 10: Operating Segment Information

The Companyâs operations predominantly consisit of infrastructure development and construction/project activities, hence there are no reportable segments under Ind AS-108 âSegment Reportingâ.

The Chairman and Managing directors of The Company have been identified as The Chief Operating Decision Maker CCODM]. The Chief Operating Decision Maker also monitors the operating results as one single segment for the purpose of making decisions about resource allocation and performance assessment and hence, there are no additional disclosures to be provided other than those already provided in the financial statements.

During the year, The Company has sold Investment in equity shares of PNC Power (P) Ltd. for a consideration of Rs.15.10 Lacs and during the financial year ended March 31, 2016, The Company had sold its investment in equity shares of Joara Nayagaon Toll Road Co. Pvt. Ltd for a consideration of Rs.3419.32 lakhs

In financial year ending March 31, 2016, The Company has changed the accounting policy with respect to revenue recognition. As against accounting for revenue on the basis of stage of completion linked to certified completion, it is now based on physical completion of work as acknowledged by the client. The impact of change in accounting policy, while not ascertainable, is expected to be negligible.

The Company was subject to search U/s 132 of the Income tax Act, 1961 in the month of August 2011. The assessment for returns filed in response of search proceedings has been completed by the Department wherein certain additions were made and partial allowance of claims U/s 80IA which were claimed in the return filed and subsequently allowed by the CIT (A) in favour of the Company. However the adjustments will be accounted for on expiry of limitation of period for further appeal.

During the year income tax assessment of FY 2013-14 was made by assessing officer allowing the benefit of section 80 IA (4) (i) and tax liability arise as per MAT provision, accordingly, company has reversed Rs.1128.83 Lacs. Further, the MAT liability of Rs.2184.83 lacs for the said year is eligible for MAT credit, and has been recognized accordingly. The adjustment for FY 2014-15 will be made upon completion of assessments.

During the Current year claim of UEDI has been settled out of Court for Rs.1500.00 Lacs against enchasement of performance guarantee of Rs.1841.11 Lacs which had been forfeited in year 2012-13 for likely additional liability to be incurred on the balance work.

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

Ind AS 115 Revenue from Contracts with Customers Ind AS 115 was issued in February 2015 and establishes a five step model to account for revenue arising from contracts with customers. Under Ind AS 115 revenue is recognised at an amount that reflects the consideration to which an entity expects to be entitled in exchange for transferring goods or services to a customer. The new revenue standard will supersede all current revenue recognition requirements under Ind AS. This standard will come into force from accounting period commencing on or after 1st April 2018. The Company will adopt the new standard on the required effective date. During the current year, The Company performed a preliminary assessment of Ind AS 115, which is subject to changes arising from a more detailed ongoing analysis.

Amendment to Ind AS 7: In March 2017, the Ministry of Corporate Affairs issued the Companies [Indian Accounting Standards)[Amendments) Rules, 2017, notifying amendment to Ind AS 7, âStatement of Cash Flowsâ. This amendment is in accordance with the recent amendment made by International Accounting Standards Board [IASB) to IAS 7. The amendments are applicable for the reporting period beginning on or after April 1, 2017 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 flow items, 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 the effect on the financial statements is being evaluated.

11. Previous year figures have been regrouped/ rearranged, wherever considered necessary to conform to current yearâs classification

Mar 31, 2016

When it is not probable and amount cannot be estimated reliably than it is disclosed as contingent liabilities unless the probability of outflow of reasons embodying economic benefits is remote Possible obligations whose existence will only be confirmed by the occurrence or non-occurrence of one or more uncertain future events are also disclosed as contingent liabilities unless the probability of outflow of resource embodying economic benefit is remote.

Contingent assets are neither recognized nor disclosed in the financial statements.

* the % shares reduced below 5% during the year.

C Rights and restrictions attached to equity shares

The Company has only one class of equity shares having a par value of H10 per share. Each shareholder is eligible for one vote per share held. In case any dividend is proposed by the Board of Directors the same is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in the case of Interim Dividend. There are no restrictions attached to Equity Shares except the restriction in pursuant to listing of equity shares dated 26.05.2015.

D There are no Bonus Shares/ Shares issued for consideration other than cash and Shares brought back during the period of five years immediately preceding five years.

(i) The above loans are secured by way of hypothecation of asset financed out of said loans.

(ii) The above loans are repayable in equitable monthly installment over the period of loan.

(iii) Figures in brackets represents previous year figures.

The requisite particulars in respect of secured borrowings are as under:

Particulars Particulars of security/guarantee

Loan repayable on demand from banks-

Working Capital Loans Cash credit facilities and working capital demand loans from consortium of banks are secured by:

(i) Hypothecation against first charge of Stocks viz raw material, stocks in process, finished goods, stores and spares and book debts of the company.

(ii) Further secured by hypothecation of plant & machinery (excepting to hypothecated to Banks and NBFCs)

(iii) Equitable mortgage of 6 properties (Land & Building) as per joint deed of Hypothecation belonging to the Directors and group company.

(iv) Corporate Guarantee of Taj Infrabuilders Private Limited.

(v) Personal guarantee of promoters.

a Out of the Investments of the Company following investments are pledged with the Financial Institutions /Banks for security against the financial assistance extended to the companies under the same management and others:

* These deposits are treated as noncurrent due to the reason that they are not expected to get matured within 12 months from the reporting date.

B * Being all material repair jobs are done in-house, this includes expenses of repair & maintenance to plant & machinery and it is difficult to segregate the repair expenses from consumption of store & spares.

C ** Includes sales/works contract tax (net) of RS,6973.96 lacs (Previous year RS,4281.08 lacs)

D *** Auditor Remuneration includes:

The status of various project claims in arbitrations is as under :

a. The company had initiated arbitral proceedings against the Uttar Pradesh Public Works Department (UP PWD) for compensation for RS,851.31 lacs (including interest) towards extra cost incurred on procurement of different material, distant source in relation to the project "rehabilitation Road (Gomat) under Uttar Pradesh State Road Project. The arbitral Tribunal has pronounced its unanimous award dt. March 07, 2014 for RS,702.31 lacs (including interest) in favour of the Company. The respondent UP PWD has preferred objection against the aforesaid award before the Distt. Judge Mathura and the case is still pending with Ld. Distt. Judge Mathura. Treatment of the same will be done on final settlement.

b Further, the Company has filed for arbitration claims including claims for delay damages and interest which are pending at arbitration stage. The same will be accounted for on final settlement.

NOTEl 36

During the financial year 2012-13, the company has invoked two bank guarantees amounting to RS,3682.22 Lac, due to part execution & under performance under contract by a contractor. Out of the two guarantee, one of RS,1841.11 Lac, received against mobilization advance, has been adjusted with mobilization advance given. The second, which was performance guarantee, has been accounted as liability for likely expenditure to be incurred as the balance work is carried out through other agencies. During the Financial year 2013-14 the contractor has approach the mediation centre of Hon''ble High court Delhi for mediation. The mediation centre directed the company for participation in mediation and the same was refuted by the company on April 05, 2014 and required for out of court mediation and has also raised a counter claim of RS,18601.09 Lacs on April 09, 2014 on the party. Since the matter is under dispute and the treatment of same will be done on final settlement.

The names of related parties where control exist and/or with whom transactions have taken place during the year and description of relationship as identified and certified by the management are:

A. List of Related Parties and Relationships

Subsidiaries (The Ownership Directly or Indirectly through subsidiaries)

1 MP Highways Private Limited

2 PNC Kanpur Highways Limited

3 PNC Delhi Industrialinfra Private Limited.

4 PNC Power Private Limited.

5 Hospet Bellary Highways Private Limited.

6 PNC Infra Holdings Limited

7 Ferrovia Transrail Solutions Private Limited

8 PNC Kanpur Ayodhya Tollways Private Limited

9 PNC Raebareli Highways Private Limited

10 PNC Bareilly Nainital Highways Private Limited.

Joint Ventures

1 PNC BEL Joint Venture

2 PNC TRG Joint Venture

3 PNC-SPSCPL JV (Koilwar to Bhojpur)

4 PNC-SPSCPL JV (Bhojpur to Baxur)

Associates

1 Pradeep Kumar Jain HUF

2 Naveen Kumar Jain HUF

3 Yogesh Kumar Jain HUF

4 Ghaziabad Aligarh Expressway Private Limited

5 Smt. Premwati Devi Smriti Nyas

Key Managerial Personal (KMP)

1 Pradeep Kumar Jain (Chairman and Managing Director)

2 Naveen Kumar Jain (Whole Time Director)

3 Chakresh Kumar Jain (Managing Director)

4 Yogesh Kumar Jain (Managing Director)

5 Anil Kumar Rao (Whole Time Director)

6 D K Agarwal (Chief Financial Officer)

7 B K Dash (Company Secretary)

Relatives of KMP

1 Abhinandan Jain (Son of Pradeep Kumar Jain)

2 Meena Jain (W/o Pradeep Kumar Jain)

3 Renu Jain (W/o Naveen Kumar Jain)

4 Madhvi Jain (W/o Chakresh Kumar Jain)

5 Ashita Jain (W/o Yogesh Kumar Jain)

6 Ashish Jain (Brother In Law of promotor directors)

7 Ishu Jain (Daughter in Law of Pradeep Kumar Jain)

Entities controlled/ influenced by KMP and their relatives with whom Transactions have taken place during the period

1 PNC Mining Private Limited

2 MA Buildtech Private Limited

3 Taj Infra Builders Private Limited

4 Ideal Buildtech Private Limited

5 Subhash International Private Limited

6 Jaora Nayagaon Toll Road Company Private Limited (up to 01.01.2016)

7 Siddhi Readymix Concrete Private Limited

8 Exotica Buildtech Private Limited

9 NCJ Educational Society

As per Accounting Standard (AS-15) ''Employee Benefits'', the disclosure of employee benefits as defined in the Accounting Standard

is given below:

i) The contribution to provided fund is charged to accounts on accrual basis. The contribution made by the company during the year is RS,92.97 Lacs (previous year RS,71.08 lacs)

ii) In respect of short term employee benefits, the company has at present only the scheme of cumulative benefit of leave encashment payable at the time of retirement/ cessation and the same have been provided for on accrual basis as per actuarial valuation.

iii) Liability for retiring gratuity as on March 31, 2016 is RS,318.69 Lacs (Previous year RS,425.1 1 Lacs). The Liability for Gratuity is actuarially determined and provided for in the books.

iv) Details of the company''s post-retirement gratuity plans and leave encashment for its employees including whole-time directors are given below, which is certified by the actuary and relied upon by the auditors

a) Discount Rate:

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

b) Salary Escalation Rate:

The estimates of future salary increases considered takes into account the inflation, seniority, promotion and other relevant factors.

c) Attrition Rate:

The rate in current year is re-aligned with the actual.

As per Accounting Standard-11 company does not use forward exchange contracts, interest rate swaps, currency swaps, and currency options to hedge its exposure in foreign currency and interest rates.

Disclosure as required under AS - 19 "Accounting for Leasesâ as prescribed under Companies (Accounting Standards) Rules, 2006 for the Company is given below:

(a) The Company has entered into cancellable/non-cancellable leasing agreement for office, residential and warehouse premises renewable by mutual consent on mutually agreeable terms.

Other than disclosed above, the company has various operating lease for premises, the lease are renewable on periodic basis and cancelable in nature, amounting to RS,368.44 Lacs ( PY RS,300.75 Lacs).

The lease rentals have been included under the head "Rentâ under Note No.30 NOTEl 42

During the year, the company has sold its investments 24423700 equity shares of Joara Nayagoan Toll Road Co. Pvt. Ltd for a sum of RS,3419.32 Lacs.

NOTEl 1

A. The Company was subject to search U/s 132 of the Income tax Act,1961 in the month of August 2011. The assessment for returns filed in response of search proceedings has been completed by the Department wherein certain additions were made and partial allowance of claims U/s 80IA which were claimed in the return filed .The Company has filed appeal against such order.

Based on the legal Opinion, the management is of the view, since the matter is subjudice and at initial level the differential tax benefit on claims of sec 80IA for the period from FY 2005-06 to FY 2011-12 and subsequent years/ period as per returns and provisions in books have not been accounted for in the books of accounts being uncertain and will be accounted for when it attains finality or reasonable admissibility ground/events/development.

B. During the year income tax assessment of FY 2012-13 was made by assessing officer allowing the benefit of section 80 IA (4)

(i) and tax liability arise as per MAT provision, accordingly, company has reversed RS,1523.62 Lacs. Further, the MAT liability of RS,2371.25 lacs for the said year is eligible for MAT credit, and has been recognized accordingly. The adjustment for FY 2013-14 and 2014-15 and earlier years will be made upon completion of assessments for the relevant years.

Also based on legal opinion, the management is of the view that the benefit of section 80 IA (4) (i) will be available to company and therefore provision of tax has been made under MAT for the financial year ended 31st March, 2016, after availing deductions u/s 80 IA(4)(i) of the Income Tax Act, 1961, and said MAT liability is also available for MAT credit entitlement.

NOTE Segment Reporting

The Company''s operations predominantly consist of Infrastructure development and construction/project activities also the Company''s operations are only in India Hence there are no reportable segments under Accounting Standard-17 issued by the Central Government.

* includes incentive of RS,80.00 Lacs ( RS,60 Lacs) to one of the director.

(i) The above figure does not include Provision towards Gratuity Fund as separate figures are clubbed in overall expense and not segregable.

(ii) Computation of net profit accordance with section 197 of the Company''s Act, 2013 has not been enumerated, as no commission is payable and remuneration has been paid as per provisions of schedule V of the Companies Act, 2013

NOTEl 2

In the opinion of the Management, all assets other than fixed assets and noncurrent investments, have a realizable value in the ordinary course of business which is not different from the amount at which it is stated and also provision for all known liabilities have been adequately made in the accounts.

NOTEl 3

In financial year ending March 31, 2016, the company has changed the accounting policy with respect to revenue recognition. As against accounting for revenue on the basis of stage of completion linked to certified completion, it is now based on physical completion of work as acknowledged by the client. The impact of change in accounting policy, while not ascertainable, is expected to be negligible.

NOTEl 4

Pursuant of notification of The Companies Act 2013 (The New Act), during the previous year ending March 31 2015, company has charged the depreciation based on useful life stated in schedule II to the Companies Act 2013, and is on pro-rata basis for addition and deletions. In case of Plant & Machinery based on technical estimate (excluding Cranes & Earthmoving Equipments), the useful life is more than as prescribed in Schedule II, due to this change, the depreciation for the previous year is more by RS,64.45 Lacs as compared to depreciation as per The Companies Act 1956 and the carrying value of RS,164.66 Lacs assets whose life have already expired as per schedule II, have been adjusted from opening the General Reserve.

NOTEl 5

Current year and previous year financials have been prepared as per the applicable provisions of The Companies Act 2013 read with circulars 08/2014 and section 133 of The Companies Act 2013 read with rule 7 of Companies (Accounts) Rules 2014 issued by MCA considering of existing Accounting Standards notified under Companies Act-1956 till the time Accounting Standards are stated by the Central Government in Consultation & Recommendation of National Financial Reporting Authority.

NOTEl 6

During the Year the Initial Public Offer of the Company was opened from May 08, 2015 to May 12, 2015, for the total size of 1,29,21,708 (One Crore Twenty Nine lacs twenty One Thousands seven Hundred eight ) Equity Shares of face value of RS,10 each, comprising of a fresh issue to the public of 1,15,00,000 Equity Shares of H10 each and an Offer for Sale of 14,21,708 Equity Shares by NYLIM Jacob Ballas India (FVCI) III LLC . The Company allotted 1,15,00,000 Equity Shares of RS,10 each on 20th May, 2015. Thus, the Paid-up Share Capital of the Company is increased from RS,39,80,78,330 to RS,51,30,78,330.

Subsequent to the above, BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) had admitted 5,13,07,833 Equity Shares of H10 each of the Company for Listing and Trading in electronic form at BSE and NSE with effect from 26th May, 2015.

NOTEl 7

The Board of Directors have recommended a dividend of 25% i.e. RS,.2.50 per equity shares of RS,10/- each, for the financial year ended 31st March, 2016, subject to the approval of the shareholders at the forthcoming Annual General Meeting.

Previous year figures have been re-classified or re-grouped wherever considered necessary.

Includes incentive of Rs,80,00,000/- and salary has been increased from Rs4.23 Lacs per month to Rs,4.75 Lacs per month w.e.f. January 1, 2016.

The detailed Remuneration Policy of the Company has been Amount on estimated basis

Mar 31, 2015

1. COMPANY OVERVIEW

PNC Infratech Limited was incorporated on 9 August 1999 as PNC Construction Company Private Limited. The Company was converted into a limited company in 2001 and was renamed PNC Infratech Limited in 2007.

The Company is engaged in India's infrastructure development through the construction of highways including BOT (built, operate and transfer projects), airport runways, bridges, flyovers and power transmission projects, among others.

In case of BOT, the company bid as a sponsor either alone or in the joint venture with other venturer and once the project is awarded then it is executed by incorporating a company(special purpose vehicle)

The Company's registered office is located in New Delhi, corporate office in Agra and operations are spread across Haryana, Karnataka, Madhya Pradesh, Maharashtra, Punjab, Rajasthan, Tamil Nadu, Uttar Pradesh, Uttarakhand, Assam and West Bengal, among others.

The Company is ISO 9001:2008-certified, awarded 'SS' (Super Special) class from the Military Engineering Services as well as appreciation from NHAI and the Military Engineer Services, Ministry of Defence. The Company had private equity investment from NYLIM Jacob Ballas India (FVCI) Fund III, LLC, in 2010-201 1. The Company has raised the equity capital by issue & allotment of equity share through Initial Public Offer (IPO) in May-2015.

2. Contingent assets are neither recognized nor disclosed in the financial statements.

Rights and restrictions attached to equity shares

The Company has only one class of equity shares having a par value of Rs.10 per share. Each shareholder is eligible for one vote per share held. In case any dividend is proposed by the Board of Directors the same is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in the case of Interim Dividend. There are no restrictions attached to Equity Shares after the issue of 1,29,21,708 shares, prior to the IPO, the equity shares were subject to restriction as per investment agreement dated 11th January 2011 and subsequent amendment thereto.

3. CONTINGENT LIABILITIES & COMMITMENTS

Amount (H Lacs)

Contingent liabilities and As at March As at March commitments (to the extent 31,2015 31,2014 not provided for)

A) Contingent Liabilities

a) Claims against the Company not acknowledged as debts

Disputed demand of Income Tax (includes, net of advance tax & TDS under verification, adjusted 1,125.93 1,340.09 from demand of Rs.33.51 crore arised in assessment of search proceedings up to AY 2012-13) for which company has preferred appeal. (refer note 43)

Disputed demand of Sales Tax/ VAT for which company preferred appeal 2,088.86 2,089.09

Disputed demand of Service Tax for which company preferred appeal 481.17 458.34

Disputed demand of Entry Tax for which company preferred appeal 1,031.62 702.22

Others (including motor accident, labour & civil matters) 994.24 809.55

(Interest and penalties if any, on above cases will be decided at the time of settlement)

b) Guarantees

(i) Bank Guarantees - Executed in favour of National Highways Authority of India and 90,754.99 51,306.69 others

(ii) Corporate guarantee -

- The outstanding liability at reporting date against the corporate guarantee of 11,594.40 10,128.58

Rs.20500.00 Lacs issued in favour of bank , jointly & severally along-with a joint venture partner and further indemnified by another joint venture partner to the extent of its shareholding for credit facilities extended to an associate ( the entire share capital of which is held by Company and the said two joint venture partners)

- The outstanding liability at reporting date against the corporate guarantee of 3,650.37 -

Rs.5,361.00 Lacs in favour of India Infrastructure Finance Company Limited for

securing their debt to a subsidiary PNC Raebareli Highways Private Limited for discharging the differential between the secured obligation and termination payment.

- The company has issued a corporate guarantee in favour of Posco Engineering 1,800.00 - & Construction Limited for onwards issuance of corporate guarantee to Dedicated

Freight Corporation of India Limited against bid security in the name of POSCO-PNC Joint Venture.*

c) Other money for which the company is contingently liable

Letter of Credit outstanding 249.79 -

(B) Commitments

(a) Estimated amount of contracts remaining to be executed on capital account and 8,661.03 1,079.86 not provided for net of advance of Rs. NIL (previous year Rs.26.49 Lacs)

(b) Capital Commitment for equity (net of Investment)

PNC Raebareli Highways Private Limited** 6,505.00 13,705.00

PNC Kanpur Ayodhya Tollways Private Limited - 900.00

* Joint Venture with POSCO Construction India Limited having share of 45%. The corporate guarantee has been returned on 30.05.2015.

** The amount of Rs.6,500 lacs is invested on 06.06.2015.

4.The status of various project claims in arbitrations is as under :

a. The company had initiated arbitral proceedings against the Uttar Pradesh Public Works Department (UP PWD) for compensation for Rs.851.31 lacs (including interest) towards extra cost incurred on procurement of different material, distant source in relation to the project "rehabilitation Road (Gomat) under Uttar Pradesh State Road Project. The arbitral Tribunal has pronounced its unanimous award dt. March 07, 2014 for Rs.702.31 lacs (including interest) in favour of the Company. The respondent UP PWD has preferred objection against the aforesaid award before the Distt. Judge Mathura and the case is still pending with Ld. Distt. Judge Mathura. Accounting of the same will be done on final settlement.

b. Further, the Company has filed four arbitration claims including claims for delay damages and interest which are pending at arbitration stage. The same will be accounted for on final settlement. In addition to above, the company has filed one claim

During the financial year 2012-13, the Company had invoked two bank guarantees amounting to Rs.3,682.22 Lacs, due to part execution & under performance under contract by a contractor. Out of the two guarantees, one of Rs.1,841.11 Lacs, received against mobilization advance, had been adjusted with mobilization advance given. The second, which was performance guarantee, had been accounted as liability for likely expenditure to be incurred as the balance work is carried out through other agencies. During the Financial year 2013-14, the contractor had approached the mediation centre of Hon'ble High Court Delhi for mediation.

During the Financial year 2014-15, the mediation centre directed the Company for participation in mediation and the same was refuted by the Company on April 05, 2014 and simultaneously Company also raised a counter claim of Rs.18,601.09 Lacs on April 09, 2014 against the party.

A mediator was appointed with mutual consent of both the parties. However, the proceeding before appointed mediator did not succeed and was therefore terminated by the Company. Then, the Company prepared to initiate process of settlement of disputes through process of Arbitration. Now the matter is pending before the Arbitral Tribunal.

Since the matter is under dispute, the accounting of the same will be done on final settlement.

5. Related Party Disclosures

The names of related parties where control exist and/or with whom transactions have taken place during the year and description of relationship as identified and certified by the management are:

A. List of Related Parties and Relationships

Subsidiaries (The Ownership Directly or Indirectly through subsidiaries)

1 MP Highways Private Limited

2 PNC Kanpur Highways Limited

3 PNC Delhi Industrialinfra Private Limited.

4 PNC Power Private Limited.

5 Hospet Bellary Highways Private Limited.

6 PNC Infra Holdings Limited

7 Ferrovia Transrail Solutions Private Limited

8 PNC Kanpur Ayodhya Tollways Private Limited

9 PNC Raebareli Highways Private Limited

10 PNC Bareilly Nainital Highways Private Limited.

6. Joint Ventures

1 PNC BEL Joint Venture

2 PNC TRG Joint Venture

7. Associates

1 Pradeep Kumar Jain HUF

2 Naveen Kumar Jain HUF

3 Yogesh Kumar Jain HUF

4 Ghaziabad Aligarh Expressway Private Limited

8. Key Managerial Personal (KMP)

1 Pradeep Kumar Jain (Chairman and Managing Director)

2 Naveen Kumar Jain (Whole Time Director)

3 Chakresh Kumar Jain (Managing Director & CFO) CFO upto February 10, 2015

4 Yogesh Kumar Jain (Managing Director)

5 Anil Kumar Rao (Whole Time Director)

6 B K Dash (Company Secretary)

7 D K Agarwal (Chief Financial Officer) from February 10, 2015

9. Relatives of KMP

1 Abhinandan Jain (Son of Pradeep Kumar Jain)

2 Meena Jain (W/o Pradeep Kumar Jain)

3 Renu Jain (W/o Naveen Kumar Jain)

4 Madhavi Jain (W/o Chakresh Kumar Jain)

5 Ashita Jain (W/o Yogesh Kumar Jain)

6 Ashish Jain (Brother In Law of promoter directors)

7 Ishu Jain (Daughter in Law of Pradeep Kumar Jain)

Entities controlled/ influenced by KMP and their relatives with whom Transactions have taken place during the period

1 PNC Mining Private Limited

2 MA Buildtech Private Limited

3 Taj Infra Builders Private Limited

4 Ideal Buildtech Private Limited

5 Subhash International Private Limited

6 Jaora Nayagaon Toll Road Company Private Limited

7 Siddhi Readymix Concrete Private Limited

8 Exotica Buildtech Private Limited

9 NCJ Educational Society

As per Accounting Standard (AS-15) 'Employee Benefits', the disclosure of employee benefits as defined in the Accounting Standard is given below:

i) The contribution to provident fund is charged to accounts on accrual basis. The contribution made by the company during the year is Rs.71.08 Lacs (previous year Rs.41.10 lacs)

ii) In respect of short term employee benefits, the company has at present only the scheme of cumulative benefit of leave encashment payable at the time of retirement/ cessation and the same have been provided for on accrual basis as per actuarial valuation.

iii) Liability for retiring gratuity as on March 31, 2015 is Rs.425.11 Lacs (Previous year Rs.376.27 Lacs). The Liability for Gratuity is actuarially determined and provided for in the books.

iv) Details of the company's post-retirement gratuity plans and leave encashment for its employees including whole-time directors are given below, which is certified by the actuary and relied upon by the auditors

a) Discount Rate:

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

b) Salary Escalation Rate:

The estimates of future salary increases considered takes into account the inflation, seniority, promotion and other relevant factors.

c) Attrition Rate:

The rate in current year is re-aligned with the actual.

During the Financial Year 2013-14, the company had infused unsecured business loans in Hospet Bellary Highways Private Limited (Special Purpose Vehicle) as an sponsor. But due to non availability of Project stretch and other difficulties, the project could not commenced and closed with mutual discussion with NHAI. Due to early closure, the Hospet Bellary Highways Private Limited to compensate NHAI, have utilised the amount infused by the sponsors. As the amount infused becoming non-recoverable, had been impaired.

10. Leases:

Disclosure as required under AS - 19 "Accounting for Leases" as prescribed under Companies (Accounting Standards) Rules, 2006 for the Company is given below:

(a) The Company has entered into cancellable/non-cancellable leasing agreement for office, residential and warehouse premises renewable by mutual consent on mutually agreeable terms.

11. The Company was subject to search U/s 132 of the Income tax Act,1961 in the month of August 2011. The assessment for returns filed in response of search proceedings has been completed by the Department wherein certain additions were made and partial allowance of claims U/s 80IA which were claimed in the return filed .The Company has filed appeal against such order.

Based on the legal Opinion, the management is of the view, since the matter is subjudice and at initial level the differential tax benefit on claims of sec 80IA for the period from FY 2005-06 to FY 2011-12 and subsequent years as per returns and provisions in books have not been accounted for in the books of accounts being uncertain and will be accounted for when it attains finality or reasonable admissibility ground/events/development.

12. Segment Reporting

The Company's operations predominantly consist of Infrastructure development and construction/project activities also the Company's operations are only in India Hence there are no reportable segments under Accounting Standard-17 issued by the Central Government.

(i) The above figure does not include Provision towards Gratuity Fund as separate figures are clubbed in overall expense and not segregable

(ii) Computation of net profit in accordance with section 197 of the Company's Act, 2013 has not been enumerated, as no commission is payable and remuneration has been paid as per provisions of schedule V of the Companies Act, 2013

13. In the opinion of the Management, all assets other than fixed assets and non current investments, have a realisable value in the ordinary course of business which is not different from the amount at which it is stated and also provision for all known liabilities have been adequately made in the accounts.

14. Pursuant of notification of The Companies Act 2013 (The New Act), during the year ending March 31, 2015, company has charged the depreciation based on useful life stated in schedule II of the Companies Act 2013, and is on pro-rata basis for addition and deletions. In case of Plant & Machinery based on technical estimate (excluding Cranes & Earthmoving Equipments), the useful life is more than as prescribed in Schedule II. Due to this change, the depreciation for the current year is more by Rs.64.45 Lacs as compared to depreciation as per the Companies Act 1956 and the carrying value of Rs.164.66 Lacs assets whose life have already expired as per schedule II, have been adjusted from opening general reserve.

15. Current period financials have been prepared as per the applicable provisions of The Companies Act 2013.Previous year financials have been prepared as per the provision of The Companies Act 1956 read with circulars 08/2014 and section 133 of The Companies Act 2013 read with rule 7 of Companies (Accounts) Rules 2014 issued by MCA regarding of existing Accounting Standards notified under Companies Act-1956 till the time Accounting Standards are stated by the Central Government in Consultation & Recommendation of National Financial Reporting Authority.

Pursuance to section 135 of the Companies Act' 2013, the Company is covered for spending Corporate Social Responsibility (CSR) at the rate of 2% of the average profit of preceding three years i.e. Rs.225.86 out of this the Company has spent Rs.95.00 Lacs only upto 31-03-2015.

16. The Company completed its Initial Public Offering(IPO), pursuant to which 1,29,21,708 number of equity shares of Rs.10 each were allotted at a price of Rs.378 per equity share, consisting of fresh issue of 1,15,00,000 equity shares and offer for sale of 14,21,708 equity shares by NYLIM Jacob Ballas FVCI(III) LLC. The equity shares of the company were listed on National Stock Exchange of India Limited and BSE Limited on 26th May, 2015.

17. Previous year figures have been re-classified or re-grouped wherever found necessary.

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