Notes to Accounts of SAB Industries Ltd.

Mar 31, 2018

1. NATURE OF OPERATION

SAB Industries Ltd (''the company'') a public limited Company registered in India under the Companies Act 2013 (Erstwhile Companies Act 1956). The Company is a leading construction company. Its Shares are listed in Bombay stock Exchange.

Note : 1. The quoted value of shares does not include the quoted value of shares of Steel Strips Ltd as these are not being quoted in the Stock Exchanges.

2. The company has adopted to measure investments in subsidiaries and associates at cost in accordance with Ind AS 27 and carrying amount as per previous GAAP at the date of transition has been considered as deemed cost in accordance with Ind AS 101.

"In compliance with Ind AS 12 on Accounting for the Taxes on Income, the company has recognised Deferred Tax Assets in its books as per detail given herein above. In the opinion of the management, considering the future profits of the company, it will be recovered in future."

“Equipments lying in the offices & godowns is valued at cost price. Work-in-progress is valued on proportionate basis where certified bills have been raised in the next year, and on the best estimate basis by the management where certified bills are not available."

Stocks of Buildings & Buildings under construction have been valued at cost.

Note :

1. Term Loan from Allahabad Bank is secured against Equitable Mortgage of Project land measuring 32 Bighas 05 Biswas 17 Biswasi and Building thereon situated at NH-22 Derabassi in the name of our company and further secured with collateral security by way of equitable mortgage of residential property 89/7, Panchkula of Sh.R.K.Garg, Chairman of the company.

During the year under consideration, the company have received an amount of Rs. 514.44 lakhs against the award of Zakhira Flyover, Delhi, through Hon''ble High Court of Delhi. The same has been received against security provided by our associated concerns and the award has been challanged/ disputed by client .As such, the amount is disputed and hence has been considered under Long Term "Borrowings". The same shall be considered as Income as and when the case is decided by the Hon''ble High Court finally. The total disputed amount of company''s awards under "Secured Loan" stands at Rs.715.91 lac as on 31.03.2018.

Besides, the company had received R 1307.12 lakhs from M/S Sutlej Constructions Ltd (SCL), Manimajra, Chandigarh in previous years. SAB Industries Ltd (SABIL) have entered into Joint Venture agreements with SCL in connection with Arbitration cases of said company whereby SCL and SABIL shall share the amount of award received, if any, equally between them. The amounts so released in earlier years have been released against furnishing of security by way of mortgaging land/title deeds of lands both of SABIL and SCL and submission of surety bonds. As the cases are subjudice and claims have been released against submission of surety bonds/title deeds of lands, the amount received has been treated as "Secured Loan” only as having been released against the above said securities. The amount shall be treated as Income as and when Sureity Bonds/title deeds of land are released and cases are decided by the Court finally. The outstanding balance received from SCL stands at Rs.1039.59 lakhs for above cases as on 31.03.2018.

Note : 1. Sales Tax provision had been made in the year 2009 -10 against interest demand raised by Sales Tax Department Haryana related to A.Y.1990-91 to 1993-94.However, after depositing principal amount in the year 2009-10, no further demand has been made by the department in the last 8 years. As such, provision made has been written off.

2. Provision for Bank Guarantees has been made against invoked BGs and 100% margin has been kept with State Bank of Patiala, Sector-17C, Chandigarh. Now the cases are pending in various courts.- Liabilities for employees retirement benefits :

During the year the company has made provision for accrued liability on account of Gratuity and Leave encashment on the basis of actuarial valuation based on projected unit method as required by AS-15 (Revised 2005)

The company has been reconciling the outstanding balances with Debtors and Creditors from time to time. However, some of the balances remain unreconciled as at the end of the year in the absence of confirmation from the other parties. Detail of amounts outstanding to Micro and Small Enterprises as defined under Micro, Small and Medium Enterprises Development Act 2006, based on available information with the company is as under :

Note : Building Material purchased/ consumed includes cost of the material involved in the payments made to Sub-Contractors for work done by them where ever building material is involved in executing their work.

Note:

1. Key management: Sh. R. K. Garg, Chairman, Sh. Avinash Sharma, Executive Director, Sh. H. K. Singhal, Director

2. Enterprises over which Key Management Personal (KMP) are able to exercise significant influence and with whom transactions have taken place during the year:

1. Indian Acrylics Ltd 2. Steel Strips Wheels Ltd 3. Steel Strips Infrastructures Ltd

4. R.K.Garg & Sons(HUF) 5. Hans Raj Trust

3. Relatives of the Key Management Personnel (with whom transactions have taken place) Ms Priya Garg is daughter of Sh. R. K. Garg, Chairman of the company.

18. The Company has a defined benefit gratuity and Earned Leave plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. And accumulation of EL for Staff is up to 60days.

The Employee''s gratuity fund scheme managed by SAB Industries Ltd Employees Group Gratuity Trust (Managed by LIC Of India) is a defined benefit plan. The Present Value of obligation is determined based on acturial valuation using the projected unit credit method which recognises each period of service as giving rise to additional unit of employee benefits entitlement and measures each unit separately to build up the final obligation. The obligation for leave encashment is recognised in the same manner as gratuity.

Net employee benefit expenses (recognised in Employee Cost)

The following tables summarize the components of net benefit expense recognised in the Profit and Loss Account and the amounts recognised in the balance sheet.

Transition to Ind AS - Reconciliations

The following reconciliations provide a quantification of the effect of significant differences arising from the transition from previous GAAP to Ind-AS as required under Ind-AS 101:

1. Reconciliation of balance sheet as at 1st April 2016

2. (a) Reconciliation of balance Sheet 31st March 2017

(b) Reconciliation of total comprehensive income for the year ended 31st March 2017

3. Reconciliation of equity as at 1st April 2016 and as at 31st March 2017.

4. Reconciliation of income statement as at 31st March 2017.

(a) Under Previous GAAP, deferred taxes were recognised for the tax effect of timing differences between accounting profit and taxable profit for the year using the income statement approach. Under Ind AS, deferred taxes are recognised using the balance sheet for future tax consequences of temporary differences between the carrying value of assets and liabilities and their respective tax bases. The above difference, together with the consequential tax impact of the other Ind AS transitional adjustments lead to temporary differences. Deferred tax adjustments are recognised in correlation to the underlying transaction either in retained earnings or through profit and loss account or other comprehensive income.

---

Mar 31, 2016

1. Term Loan from Allahabad Bank is secured against Equitable Mortgage of Project land measuring 32 Bighas 05 Biswas17 Biswasi and Building thereon situated at NH- 22, Database in the name of our company and further secured with collateral security by way of equitable mortgage of residential property,89, Sector 7, Panchkula of Sh. R.K. Garg, Chairman of the Company.

2. Vehicles/Equipments Loans from banks are secured against hypothecation of respective vehicles/equipments and counter guarantees of the company.

The company have received R1307.12 lacs from M/S Sutlej Constructions Ltd. (SCL), Manimajra, Chandigarh in previous years. SAB Industries Ltd (SABIL) have entered into Joint Venture agreements with SCL in connection with Arbitration cases of said company whereby SCL and SABIL shall share the amount of award received, if any, equally between them. The amounts so released in earlier years have been released against furnishing of security by way of mortgaging land/title deeds of lands both of SABIL and SCL and submission of surety bonds. As the cases are subjudice and claims have been released against submission of surety bonds/title deeds of lands, the amount received has been treated as “Secured Loan” only as having been released against the above said securities. The amount shall be treated as income as and when Surety Bonds/title deeds of land are released and cases are decided by the Court finally. The outstanding balance received from SCL stands at R 1307.12 lacs for above cases as on 31.03.2016.

Note : 3. Sales Tax provision has been made in the year 2009-10 against demand raised by Sales Tax Deptt., Haryana related to A.Y.1990-91 to 1993-94.

4. Provision for Bank Guarantees has been made against invoked BGs and 100% margin has been kept with State Bank of Patiala,Sector-17C,Chandigarh. Now the cases are pending in various courts.

The company has been reconciling the outstanding balances with Debtors and Creditors from time to time. However, some of the balances remain unreconciled as at the end of the year in the absence of confirmation from the other parties. Detail of amounts outstanding to Micro and Small Enterprises as defined under Micro, Small and Medium Enterprises Development Act, 2006, based on available information with company is as under :-

Gross work done includes R1627.06 lacs against claims which have not been received yet but have been decreed in favour of the company. However, the company have filed application for the execution of decrees in the courts and as per opinion of the managements these decreed amounts are likely to be received and are covered under para 13 of the AS-7 which states that claims are included in contract value when.

5. Negotiations have reached an advanced stage such that it is probable that the customer will accept the claim an a ;

6. the amount that it is probable will be accepted by the customer can be measured reliably.

The company has defined benefit gratuity and Earned Leave plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. And accumulation of EL for staff is upto 60 days.

The Employee’s gratuity fund scheme managed by SAB Industries Ltd Employees Group Gratuity Trust (Managed by LIC of India) is a defined benefit plan. The present value of obligation is determined based on actuarial valuation using the projected unit credit method which recognizes each period of service as giving rise to additional unit of employee benefits entitlement and measures each unit separately to build up the final obligation. The obligation for leave encashment is recognized in the same manner as gratuity.

Net employee benefit expenses ( recognized in Employee Cost)

---

Mar 31, 2015

2. CONTINGENT LIABILITIES

AS ON AS ON

31.03.2015 31.03.2014

(Rsin lacs) (Rsin lacs)

Counter Guarantees issued by the company against Bank Guarantees 889.38 572.91

Income tax demand 43.35 0.00

The Income Tax Department has raised a demand on 27.03.2015 for R43.35 lac for the Assessment year 2013-14. The company have appealed against the same and is confident that the demand will be withdrawn. Accordingly, no provision for the same has been made in the Books of Accounts as at 31.03.2015.

3. In the opinion of the Board, the current assets, loans & advances, if realised in the ordinary course of business, have the value on realization at least equal to the amount as stated in the Balance Sheet. The Stocks of building material, Raw material, finished goods and other consumable goods have been valued at cost and wastes have been valued at net realizable value and taken as certified by the Management. The provision for all known liabilities is adequate and not in excess of amount considered reasonably necessary.

4. Figures have been rounded off to the nearest rupee.

5. Previous year figures have been regrouped /rearranged wherever considered necessary to make them comparable with those of current year.

6. The company has filed claims arising out of contractual disputes with various clients, which have not been accounted for in books of accounts. Similarly, there are counter claims filed against the Company by clients, which have also not been accounted for. It is difficult to quantify the same, as these are at different stages of adjudication. These shall be accounted for as and when these are accepted or on their final decision and/ or on their final settlement.

7. Sales Tax has been paid as per the Sales Tax returns filed. Any additional liability arising out of pending Assessments shall be provided for on the completion of Sale Tax Assessments.

8. Notes 1 to 15 form an integral part of the Balance Sheet,Profit & Loss Account and Cash Flow Statement.

9. SEGMENT REPORT

Segment wise revenue,results and capital employed for the year-ended 31.03.15 is as under:

.10. The company has identified its business segments as its primary reporting format which comprises of Construction Division, Real Estate business, Infotech Division Investment business, Agriculture and Trading Division. The main business is Construction activities. Infotech Division, which has come into existence after merger of SAB Infotech Ltd into our company, deals basically in ISP business besides other allied activity related to this business. Real Estate business is linked to construction activities but has been identified as a separate activity in view of its different nature. Long term Investment in shares have also been treated as a separate activity. Agriculture activities have also been identified as separate activities of the company. Under Trading Division, cement from Pakistan is imported and is sold off in India. Fractionally, the imported cement is consumed in our own projects of construction activities / in Real Estate Business. The Construction Division Segment operates through a single geographical segment. Secondary/other segment disclosures have been made accordingly.

11. EARNINGS PER SHARE (EPS)

Basic/Diluted Earnings per share(Rs in lacs)

12. DETAIL OF PROVISIONS AS PER AS-29

Balance as at April 1,2014 Provision made during the year

Provision paid/adjusted/ written off/back during the period Balance as at 31st March 2015

13. Leases

The company has leased facilities for rent payable under cancellable and non-cancellable operating leases arrangements with a lease term ranging from one to nine years, which are subject to renewal at mutual consent thereafter. The cancellable arrangements can be terminated by either party after giving due notice. The lease rent

expenses recognized during the year amounts to Rs45.35 lacs (previous year Rs45.49 lacs). The future minimum lease payments in respect of the non-cancellable operating leases as at 31st March 2015 are:

14. RELATED PARTY DISCLOSURES:

Detail of transactions entered into with Related Parties during the year as required by Accounting Standard-18 on "Related Party Disclosures" issued by Institute of Chartered Accountants of India are as under:-

Note:

1. Key management: Sh.R.K.Garg, Chairman, Sh.Avinash Sharma, Executive Director, Sh.H.K.Singhal, Director

2. Enterprises over which Key Management Personal (KMP) are able to exercise significant influence and with whom transactions have taken place during the year:

1. Indian Acrylics Limited 2. Steel Strips Wheels Ltd

3. Relatives of the Key Management Personnel (with whom transactions have taken place) Sh.R.K.Garg himself is Chairman of the company and Ms Priya Garg who is daughter of Sh.R.K.Garg.

15. ADDITIONAL INFORMATION PERSUANT TO PROVISIONS OF PARAGRAPHS 5(viii)

OF PART II, SCHEDULE III, OF COMPANIES ACT, 2013p

---

Mar 31, 2014

1. Appeals have been filed against these awards and the matter is pending in the High Courts. In terms of the interim order of the High Courts, the Company has furnished securities of immovable properties situated at village Raisaina (Haryana) belonging to S.S. Credits Private Limited, S.A.Holdings Pvt. Ltd and Malwa Holding Pvt. Ltd and its own property situated at Banur.Distt. Mohali (Pb) besides undertaking by the company that these amounts shall be deposited back in the courts in case decisions go against the company in final verdicts. Suriety bonds of associates companies have also been submitted. Accordingly, these amounts were considered as ''Secured Loans'' instead of income as per the policy of the Company.

The company have also received f 1307.12 lacs from M/S Sutlej Constructions Ltd (SCL), Manimajra, Chandigarh in previous years. SAB Industries Ltd (SABIL) have entered into Joint Venture agreements with SCL in connection with Arbitration cases of said company whereby SCL and SABIL shall share the amount of award received, if any, equally between them. The amounts so released in earlier years have been released against furnishing of security by way of mortgaging land/title deeds of lands both of SABIL and SCL and submission of surety bonds. As the cases are subjudice and claims have been released against submission of surety bonds/title deeds of lands, the amount received has been treated as "Secured Loan" only as having been released against the above said securities. The amount shall be treated as Income as and when Surity Bonds/title deeds of land are released and cases are decided by the Court finally. The outstanding balance received from SCL stands at f 1307.12 lac for above cases as on 31.03.2014.

2. Note : a. Sales Tax provision has been made in the year 2009-10 against demand raised by Sales Tax Deptt.,Haryana related to A.Y.1990-91 to 1993-94.

b. Provision for Bank Guarantees has been made against invoked BGs and 100% margin has been kept with State Bank of Patiala,Sector-17C,Chandigarh. Now the cases are pending in various courts.

3. Depreciation on Furniture and Fixtures, Vehicles and other equipments has been charged as per rates specified in schedule XIV of the Companies Act, 1956 as amended upto date on written down value method.

4. However, depreciation, in our "Infotech Division", on Plant & Machinery, Data Processing equipment, Furniture & Fixture and other assets is provided on single shift basis, straight-line method as per rates specified in Schedule XIV to the Companies Act, 1956 as amended upto date.

5. Land as stated above, includes Agriculture Land valuing Rs. 12, 67, 41, 791.

6. Stocks of building materials and stores and shuttering material are valued at cost. Inventory of Networking Equipments lying in the offices & godowns is valued at cost price. Work-in-progress is valued on proportionate basis where certified bills have been raised in the next year, and on the best estimate basis by the management where certified bills are not available Stocks of Buildings & Buildings under construction have been valued at cost.

7. However, commission is not payable to Sh.Avinash Sharma, Executive Director in view of the terms of his appointment and remuneration has been paid to him as per provisions of schedule XIII of the Companies Act,1956.

The Company has a defined benefit gratuity and Earned Leave plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. And accumulation of EL for Staff is upto 60 days.

The following tables summarize the components of net benefit expense recognised in the Profit and Loss Account and the amounts recognised in the balance sheet.

The Employee''s gratuity fund scheme managed by SAB Industries Ltd Employees Group Gratuity Trust (Managed by LIC Of India) is a defined benefit plan. The Present Value of obligation is determined based on acturial valuation using the projected unit credit method which recognises each period of service as giving rise to additional unit of employee benefits entitlement and measures each unit separately to build up the final obligation. The obligation for leave encashment is recognised in the same manner as gratuity.

Net employee benefit expenses (recognised in Employee Cost)

8. CONTINGENT LIABILITIES

AS ON AS ON 31.03.2014 31.03.2013 (Rs. in lacs) (Rs. in lacs)

Counter Guarantees issued by the company against 538.41 549.06

Bank Guarantees/FLC

9. In the opinion of the Board, the current assets, loans & advances, if realised in the ordinary course of business, have the value on realization at least equal to the amount as stated in the Balance Sheet. The Stocks of building material, Raw material, finished goods and other consumable goods have been valued at cost and wastes have been valued at net realizable value and taken as certified by the Management. The provision for all known liabilities is adequate and not in excess of amount considered reasonably necessary.

10. Figures have been rounded off to the nearest rupee.

11. Previous year figures have been regrouped /rearranged wherever considered necessary to make them comparable with those of current year.

12. The company has filed claims arising out of contractual disputes with various clients, which have not been accounted for in books of accounts. Similarly, there are counter claims filed against the Company by clients, which have also not been accounted for. It is difficult to quantify the same, as these are at different stages of adjudication. These shall be accounted for as and when they are accepted or on their final decision and/or on their final settlement.

13. Sales Tax has been paid as per the Sales Tax returns filed. Any additional liability arising out of pending Assessments shall be provided for on the completion of Sale Tax Assessments.

14. Schedules 1 to 14 form an integral part of the Balance Sheet, Profit & Loss Account and Cash Flow Statement.

15. The company has identified its business segments as its primary reporting format which comprises of Construction Division, Real Estate business, Infotech Division Investment business, Agriculture and Trading Division. The main business is Construction activities. Infotech Division, which has come into existence after merger of SAB Infotech Ltd into our company, deals basically in ISP business besides other allied activity related to this business. Real Estate business is linked to construction activities but has been identified as a separate activity in view of its different nature. Long term Investment in shares have also been treated as a separate activity. Agriculture activities have also been identified as separate activities of the company. Under Trading Division, cement from Pakistan is imported and is sold off in India. Fractionally, the imported cement is consumed in our own projects of construction activities / in Real Estate Business. The Construction Division Segment operates through a single geographical segment. Secondary/other segment disclosures have been made accordingly.

---

Mar 31, 2013

1. Appeals have been filed against these awards and the matter is pending in the High Courts. In terms of the interim order of the High Courts, the Company has furnished securities of immovable properties situated at village Raisaina (Haryana) belonging to S.S. Credits Private Limited, S.A.Holdings Pvt. Ltd and Malwa Holding Pvt. Ltd and its own property situated at Banur.Distt. Mohali (Pb) besides undertaking by the company that these amounts shall be deposited back in the courts in case decisions go against the company in final verdicts. Suriety bonds of associates companies have also been submitted. Accordingly, these amounts were considered as ''Secured Loans'' instead of income as per the policy of the Company.

The company have also received Rs. 1307.12 lacs from M/S Sutlej Constructions Ltd (SCL), Manimajra, Chandigarh in previous years. SAB Industries Ltd (SABIL) have entered into Joint Venture agreements with SCL in connection with Arbitration cases of said company whereby SCL and SABIL shall share the amount of award received, if any, equally between them. The amounts so released in earlier years have been released against furnishing of security by way of mortgaging land/title deeds of lands both of SABIL and SCL and submission of surety bonds. As the cases are subjudice and claims have been released against submission of surety bonds/title deeds of lands, the amount received has been treated as "Secured Loan" only as having been released against the above said securities. The amount shall be treated as Income as and when Surity Bonds/title deeds of land are released and cases are decided by the Court finally. The outstanding balance received from SCL stands at Rs. 1307.12 lac for above cases as on 31.03.2013.

2. * Trade Payables include a sum of Rs. Nil (Previous year Rs. Nil) due to Micro and Small Undertakings, which are outstanding for more than 45 days as at 31.03.2013.This information is required to be disclosed under the Micro, Small and Medium Enterprises development Act 2006, as determined to the extent the parties have been identified on the basis of information with the company.

** During the year under consideration, the company has received an advance of Rs. 5.00 crores in pursuance to a MOU entered on its behalf and on behalf of associates companies with a developer against the land at Village Raisina,Gurgaon, Haryana.

3. * During the year 2004-05 the company had entered into a joint venture, in Iran, with i) NPC International (a company incorporated in London, England), ii) Arak Petrochemicals Co. Iran and iii) Bank Melli Iran Investments Co., Iran, for setting up a gas based fertilizer plant for which a subsidiary company under the name and style of LAVAN CHEMICAL CO. IRAN had been incorporated. A sum of US $ 611028 (equivalent to s263.16 lacs) had been invested as Share Capital till 31.03.2012. During the year under consideration the whole of the investments have been sold to M/S SAB Fertilizers Ltd,a wholly owned subsidiary company, for a total consideration of Rs.1250.00 lacs. The said Investments in SAB Industries Ltd, as such, stands Nil as on 31.03.2013

** During the F.Y. 2012-13, the company has further acquired 12500000 no of equity shares in SAB Fertilizers Pvt. Ltd. The whole investment has been sold to Parus International FZE,AJMAN, UAE and the investment in subsidiaries stands at Nil at the year end.

3. CONTINGENT LIABILITIES

AS ON AS ON 31.03.2013 31.03.2012 (Rs. in lacs) (Rs. in lacs)

Counter Guarantees issued by the company against 549.06 549.06

Bank Guarantees/FLC

4. In the opinion of the Board, the current assets, loans & advances, if realised in the ordinary course of business, have the value on realization at least equal to the amount as stated in the Balance Sheet. The Stocks of building material, Raw material, finished goods and other consumable goods have been valued at cost and wastes have been valued at net realizable value and taken as certified by the Management. The provision for all known liabilities is adequate and not in excess of amount considered reasonably necessary.

5. Figures have been rounded off to the nearest rupee.

6. Previous year figures have been regrouped /rearranged wherever considered necessary to make them comparable with those of current year.

7. The company has filed claims arising out of contractual disputes with various clients, which have not been accounted for in books of accounts. Similarly, there are counter claims filed against the Company by clients, which have also not been accounted for. It is difficult to quantify the same, as these are at different stages of adjudication. These shall be accounted for as and when they are received/paid.

8. Sales Tax has been paid as per the Sales Tax returns filed. Any additional liability arising out of pending Assessments shall be provided for on the completion of Sale Tax Assessments.

9. Schedules 1 to 14 form an integral part of the Balance Sheet, Profit & Loss Account and Cash Flow Statement.

10. The company has identified its business segments as its primary reporting format which comprises of Construction Division, Real Estate business, Infotech Division Investment business, Agriculture and Trading Division. The main business is Construction activities. Infotech Division, which has come into existence after merger of SAB Infotech Ltd into our company, deals basically in ISP business besides other allied activity related to this business. Real Estate business is linked to construction activities but has been identified as a separate activity in view of its different nature. Long term Investment in shares have also been treated as a separate activity. Agriculture activities have also been identified as separate activities of the company. Under Trading Division, cement from Pakistan is imported and is sold off in India. Fractionally, the imported cement is consumed in our own projects of construction activities / in Real Estate Business. The Construction Division Segment operates through a single geographical segment. Secondary/other segment disclosures have been made accordingly.

Note:

1. Key management: Sh.R.K. Garg, Chairman, Sh.Avinash Sharma, Executive Director, Sh.H.K.Singhal, Director

2. Enterprises over which Key Management Personal (KMP) are able to exercise significant influence and with whom transactions have taken place during the year:

1. Indian Acrylics Ltd 2. Steel Strips Wheels Ltd

3. Steel Strips Infrastructures Ltd. 4. R.K.Garg & Sons (HUF)

5. SAB Udyog Ltd

3. Relatives of the Key Management Personnel (with whom transactions have taken place) Sh.R.K.Garg himself is Chairman of the company, Also Sh R.K.Garg is Karta of R.K.Garg & Sons (HUF) and Ms Priya Garg who is daughter of Sh.R.K.Garg..

---

Mar 31, 2012

1. Appeals have been filed against these awards and the matter is pending in the High Courts. In terms of the interim order of the High Courts, the Company has furnished securities of immovable properties situated at village Raisaina (Haryana) belonging to S.S. Credits Private Limited, S.A.Holdings Pvt. Ltd and Malwa Holding Pvt. Ltd and its own property situated at Banur.Distt. Mohali (Pb) besides undertaking by the company that these amounts shall be deposited back in the courts in case decisions go against the company in final verdicts. Suriety bonds of associates companies have also been submitted. Accordingly, these amounts were considered as ''Secured Loans'' instead of income as per the policy of the Company.

The company have also received Rs. 1307.12 lacs from M/S Sutlej Constructions Ltd (SCL), Manimajra, Chandigarh in previous years. SAB Industries Ltd (SABIL) have entered into Joint Venture agreements with SCL in connection with Arbitration cases of said company whereby SCL and SABIL shall share the amount of award received, if any, equally between them. The amounts so released in earlier years have been released against furnishing of security by way of mortgaging land/title deeds of lands both of SABIL and SCL and submission of surety bonds. As the cases are subjudice and claims have been released against submission of surety bonds/title deeds of lands, the amount received has been treated as "Secured Loan" only as having been released against the above said securities. The amount shall be treated as Income as and when Surity Bonds/title deeds of land are released and cases are decided by the Court finally. The outstanding balance received from SCL stands at Rs. 1307.12 lac for above cases as on 31.03.2013.

2. * Trade Payables include a sum of Rs. Nil (Previous year Rs. Nil) due to Micro and Small Undertakings, which are outstanding for more than 45 days as at 31.03.2013.This information is required to be disclosed under the Micro, Small and Medium Enterprises development Act 2006, as determined to the extent the parties have been identified on the basis of information with the company.

** During the year under consideration, the company has received an advance of Rs. 5.00 crores in pursuance to a MOU entered on its behalf and on behalf of associates companies with a developer against the land at Village Raisina,Gurgaon, Haryana.

3. * During the year 2004-05 the company had entered into a joint venture, in Iran, with i) NPC International (a company incorporated in London, England), ii) Arak Petrochemicals Co. Iran and iii) Bank Melli Iran Investments Co., Iran, for setting up a gas based fertilizer plant for which a subsidiary company under the name and style of LAVAN CHEMICAL CO. IRAN had been incorporated. A sum of US $ 611028 (equivalent to s263.16 lacs) had been invested as Share Capital till 31.03.2012. During the year under consideration the whole of the investments have been sold to M/S SAB Fertilizers Ltd,a wholly owned subsidiary company, for a total consideration of Rs.1250.00 lacs. The said Investments in SAB Industries Ltd, as such, stands Nil as on 31.03.2013

** During the F.Y. 2012-13, the company has further acquired 12500000 no of equity shares in SAB Fertilizers Pvt. Ltd. The whole investment has been sold to Parus International FZE,AJMAN, UAE and the investment in subsidiaries stands at Nil at the year end.

4. CONTINGENT LIABILITIES AS ON AS ON 31.03.2012 31.03.2011 (Rs. in lacs) (Rs. in lacs)

Counter Guarantees issued by 549.06 742.77 the company against Bank Guarantees/FLC

5. In the opinion of the Board, the current assets, loans & advances, if realised in the ordinary course of business, have the value on realization at least equal to the amount as stated in the Balance Sheet. The Stocks of building material, Raw material, finished goods and other consumable goods have been valued at cost and wastes have been valued at net realizable value and taken as certified by the Management. The provision for all known liabilities is adequate and not in excess of amount considered reasonably necessary.

6. Figures have been rounded off to the nearest rupee.

7. Previous year figures have been regrouped /rearranged wherever considered necessary to make them comparable with those of current year.

8. The company has filed claims arising out of contractual disputes with various clients, which have not been accounted for in books of accounts. Similarly, there are counter claims filed against the Company by clients, which have also not been accounted for. It is difficult to quantify the same, as these are at different stages of adjudication. These shall be accounted for as and when they are received/paid.

9. Sales Tax has been paid as per the Sales Tax returns filed. Any additional liability arising out of pending Assessments shall be provided for on the completion of Sale Tax Assessments.

10. Schedules 1 to 13 form an integral part of the Balance Sheet,Profit & Loss Account and Cash Flow Statement.

11. The company has identified its business segments as its primary reporting format which comprises of Construction Division, Real Estate business, Infotech Division Investment business, Agriculture and Export Division and Trading Division. The main business is Construction activities. Infotech Division, which has come into existence after merger of SAB Infotech Ltd into our company, deals basically in ISP business besides other allied activity related to this business. Real Estate business is linked to construction activities but has been identified as a separate activity in view of its different nature. Long term Investment in shares have also been treated as a separate activity. Agriculture activities and Export Trading have also been identified as separate activities of the company. Under Trading Division, cement from Pakistan is imported and is sold off in India. Fractionally, the imported cement is consumed in our own projects of construction activities / in Real Estate Business. The Construction Division Segment operates through a single geographical segment. Secondary/other segment disclosures have been made accordingly.

Note:

1. Key management: Sh.R.K.Garg, Chairman, Sh.Avinash Sharma, Executive Director, Sh.H.K.Singhal, Director (Ms Priya Garg has since resigned as Executive Director w.e.f. 11.11.2011.

2. Enterprises over which Key Management Personal (KMP) are able to exercise significant influence and with whom transactions have taken place during the year:

1. Indian Acrylics Ltd 2. Steel Strips Wheels Ltd

3. Steel Strips Infrastructures Ltd 4. R.K.Garg & Sons (HUF)

5. SAB Udyog Ltd 6. Munak Financers (p) Ltd

7. Steel Strips Industries Ltd 8. Steel Strips Financers (P) Ltd

9.Steel Strips Holdings (P) Ltd 10.Munak Investment (P) Ltd

3. Relatives of the Key Management Personnel (with whom transactions have taken place) Sh.R.K.Garg himself is Chairman of the company, Also Sh R.K.Garg is Karta of R.K.Garg & Sons (HUF).

---

Mar 31, 2011

1. Contingent liabilities (Rs. in lacs)

AS ON AS ON 31.03.2011 31.03.2010

Counter Guarantees issued by the Company 742.77 866.42 against Bank Guarantees/FLC

2. In the opinion of the Board, the current assets, loans & advances, if realised in the ordinary course of business, have the value on realization at least equal to the amount as stated in the Balance Sheet. The Stocks of building material, Raw material, finished goods and other consumable goods have been valued at cost and wastes have been valued at net realizable value and taken as certified by the Management. The provision for all known liabilities is adequate and not in excess of amount considered reasonably necessary.

3. Figures have been rounded off to the nearest rupee.

4. Previous year figures have been regrouped /rearranged wherever considered necessary to make them comparable with those of current year.

5. Sundry creditors include a sum of Rs. Nil (Previous year Rs.Nil) due to Micro and Small Undertakings, which are outstanding for more than 45 days as at 31.03.2011.This information is required to be disclosed under the Micro, Small and Medium Enterprises development Act 2006, as determined to the extent the parties have been identified on the basis of information with the company.

6. The Company has filed claims arising out of contractual disputes with various clients, which have not been accounted for in books of accounts. Similarly, there are counter claims filed against the Company by clients, which have also not been accounted for. It is difficult to quantify the same, as these are at different stages of adjudication. These shall be accounted for as and when they are received/paid.

7. Sales Tax have been paid as per the Sales Tax returns filed. Any additional liability arising out of pending Assessments shall be provided for on the completion of Sale Tax Assessment.

8. Schedules 1 to 16 form an integral part of the Balance Sheet, Profit & Loss Account and Cash Flow Statement.

9. Work done has been taken on the basis of bills certified by the Clients and includes the arbitration awards received during the year. Work in Progress has been taken on the basis of best estimates by the Management.

10. The Company had received the following amounts in earlier years against the claims :

* FROM DELHI DEVELOPMENT AUTHORITY 16.29 LACS

* FROM U.P.STATE GOVERNMENT 170.66 LACS

* FROM PB.PWD HOSHIARPUR 12.14 LACS

* FROM PB. PWD LUDHIANA 25.93 LACS

* FROM H.P.S.E.B. SHIMLA 100.13 LACS

TOTAL 325.15 LACS

11. Appeals have been filed against these awards and the matter is pending in the High Courts. In terms of the interim order of the High Courts, the Company has furnished securities of immovable properties situated at village Raisaina (Haryana) belonging to S.S. Credits Private Limited, S.A.Holdings Pvt. Ltd and Malwa Holding Pvt. Ltd and its own property situated at Banur.Distt. Mohali (Pb) besides undertaking by the company that these amounts shall be deposited back in the courts in case decisions go against the company in final verdicts. Suriety bonds of associates companies have also been submitted. Accordingly, these amounts were considered as ''Secured Loans'' instead of income as per the policy of the Company.However, securities from U.P.State Government and Delhi Development Authority against the claims of Rs.14.64 lac and 16.28 lac respectively were released during the year, and, accordingly, the funds received against these claims in earlier years have been credited to Profit & Loss Account during the year. The balance amount of Rs.294.22 lac is shown as ''Secured Loan'' as at 31.03.2011.

The company have also received Rs.1307.12 lacs from M/S Sutlej Constructions Ltd (SCL), Manimajra, Chandigarh in previous years. The Company has entered into agreements with the said company to the effect that our company (SABIL) shall process, initiate and look after the Arbitration cases of said company as Joint Venture and SCL and SABIL shall share the amount of award received, if any, equally between them. The amounts so released in earlier years have been released against furnishing of security by way of mortgaging land/title deeds of lands both of SABIL and SCL and submission of surety bonds. As the cases are subjudice and claims have been released against submission of surety bonds/title deeds of lands, the amount received has been treated as "Secured Loan" only as having been released against the above said securities. The amount shall be treated as Income as and when Surity Bonds/title deeds of land are released and case is decided by the Court finally. The outstanding balance received from SCL stands at 1307.12 lac for above cases as on 31.03.2011.M/S Sutlej Constructions Ltd has further received sums though Court, free of any security,during the year,with our company''s share at Rs.160.19 in the Joint Venture. This amount has been directly credited to Profit & Loss Account being free of any security.

12. The company has identified its business segments as its primary reporting format which comprises of Construction Division, Real Estate business, Infotech Division Investment business, Agriculture and Export Division and Trading Division. The main business is Construction activities. Infotech Division, which has come into existence after merger of SAB Infotech Ltd into our company, deals basically in ISP business besides other allied activity related to this business. Real Estate business is linked to construction activities but has been identified as a separate activity in view of its different nature. Long term Investment in shares have also been treated as a separate activity. Agriculture activities and Export Trading have also been identified as separate activities of the company. The Trading Division introduced during the previous year wherein cement from Pakistan is imported and is sold off in India. Fractionally, the imported cement is consumed in our own projects of construction activities / in Real Estate Business. The Construction Division Segment operates through a single geographical segment. Secondary/other segment disclosures have been made accordingly.

13. In compliance with AS 22 issued by ICAI on Accounting for the Taxes on Income, the company has recognised Deferred Tax Assets amounting to Rs.109451/- for the year under consideration. The total Deferred Tax Assets stands at Rs.4072228/- as on 31.03.11. In the opinion of the management, considering the future profits of the company, it will be recovered in future.

14. Note :

1. Key Management Personal :

Sh. R.K. Garg, Chairman, Ms. Priya Garg, Executive Director, Sh. Avinash Sharma, Executive Director, Sh. H.K. Singhal, Director

2. Enterprises over which Key Management Personal (KMP) are able to exercise significant influence and with whom transactions have taken place during the year :

1. Indian Acrylics Ltd. 2. Steel Strips Wheels Ltd.

3. Steel Strips Infrastructures Ltd. 4. R.K.Garg & Sons (HUF)

5. SAB Udyog Ltd. 6. Munak Financers (P) Ltd.

7. Steel Strips Industries Ltd. 8. Steel Strips Financers (P) Ltd.

9. Steel Strips Holdings (P) Ltd. 10. Munak Investment (P) Ltd.

3. Relatives of the Key Management Personnel (with whom transactions have taken place) Mrs Sunena Garg is related to Sh.R.K.Garg (wife of Sh.R.K.Garg), Sh.R.K.Garg himself is Chairman of the company, Also Sh R.K.Garg is Karta of R.K.Garg & Sons (HUF) Sh. Dheeraj Garg is son of Sh.R.K.Garg.

15. The company incorporated a GBC-II category Wholly Owned Subsidiary (WOS) Company, under the name and style of Munak International Trading Corporation in Mauritius. The company has been allotted 1885 shares of US$ 1/- each and the same has been shown in the schedule of Investments. The company has not undertaken any business so far. The latest copy of Balance Sheet of WOS as at 31.12.2010 is attached.

16. During the year 2004-05 the company had entered into a joint venture, in Iran, with i) NPC International (a company incorporated in London, England), ii) Arak Petrochemicals Co. Iran and iii) Bank Melli Iran Investments Co., Iran, for setting up a gas based fertilizer plant for which a subsidiary company under the name and style of LAVAN CHEMICAL CO. IRAN had been incorporated. A sum of US $ 611028 (equivalent to Rs.263.16 lacs) had been invested as Share Capital till 31.03.2011, and has been shown in the Schedule of Investments. However, latest Balance Sheet as on 20.03.2011 is not attached as it is under preparation.

---

Mar 31, 2010

1. Contingent liabilities (Rs. in lacs)

AS ON AS ON 31.03.2010 31.03.2009

a) Counter Guarantees issued by the Company against Bank Guarantees/FLC 866.42 875.06

2. In the opinion of the Board, the current assets, loans & advances, if realised in the ordinary course of business, have the value on realization at least equal to the amount as stated in the Balance Sheet. The Stocks of building material, Raw material, finished goods and other consumable goods have been valued at cost and wastes have been valued at net realizable value and taken as certified by the Management. The provision for all known liabilities is adequate and not in excess of amount considered reasonably necessary.

3. Figures have been rounded off to the nearest rupee.

4. Previous year figures have been regrouped /rearranged wherever considered necessary to make them comparable with those of current year.

5. Sundry creditors include a sum of Rs. Nil (Previous year Rs.Nil) due to Micro and Small Undertakings, which are outstanding for more than 45 days as at 31.03.2010.This information is required to be disclosed under the Micro, Small and Medium Enterprises development Act 2006, as determined to the extent the parties have been identified on the basis of information with the Company.

6. The Company has filed claims arising out of contractual disputes with various clients, which have not been accounted for in books of accounts. Similarly, there are counter claims filed against the Company by clients, which have also not been accounted for. It is difficult to quantify the same, as these are at different stages of adjudication. These shall be accounted for as and when they are received/paid.

7. Sales Tax have been paid as per the Sales Tax returns filed. Any additional liability arising out of pending Assessments shall be provided for on the completion of Sale Tax Assessment.

8. Schedules 1 to 16 form an integral part of the Balance Sheet,Profit & Loss Account and Cash Flow Statement.

9. Work done has been taken on the basis of bills certified by the Clients and includes the arbitration awards received during the year. Work in Progress has been taken on the basis of best estimates by the Management.

10. Appeals have been filed against these awards and the matter is pending in the High Courts. In terms of the interim order of the High Courts, the Company has furnished securities of immovable properties situated at village Raisaina (Haryana) belonging to S.S. Credits Private Limited, S.A.Holdings Pvt. Ltd and Malwa Holding Pvt. Ltd and its own property situated at Banur.Distt. Mohali (Pb) besides undertaking by the Company that these amounts shall be deposited back in the courts in case decisions go against the Company in final verdicts. Suriety bonds of associates companies have also been submitted. Accordingly, these amounts have been considered as ''Secured Loans'' instead of income as per the policy of the Company.

During the year Company have received Rs.1451099/- from HPSEB,Shimla through Hon''ble Himachal High Court,Shimla on account of arbitration claim in Gaj Hydel Project. Since the party has gone in appeals against these cases and the matter is sub-judice in the Hon''ble High Court, the amount has been considered as Secured Loan.

11. The Company have also received Rs.1377.70 lacs from M/S Sutlej Constructions Ltd (SCL), Manimajra, Chandigarh in previous years.The Company has entered into agreements with the said Company to the effect that our Company (SABIL) shall process, initiate and look after the Arbitration cases of said Company and shall also incur all legal expenses while processing the said Arbitration cases. Against this, SCL and SABIL shall share the amount of award received, if any, equally between them. The amounts so released in earlier years have been released against furnishing of security by way of mortgaging land/title deeds of lands both of SABIL and SCL and submission of surety bonds. As the cases are subjudice and claims have been released against submission of surety bonds/title deeds of lands, the amount received has been treated as "Secured Loan" only as having been released against the above said securities. The amount shall be treated as Income as and when Surity Bonds/title deeds of land are released and case is decided by the Court finally.However, during the year,Company have received Rs.76,76,367/- from Sutlej Constructions Ltd on account of our share in case of SCL VS State of Punjab (SYL), which has been considered as income as the SLP of SYL has been dismissed by the Hon''ble Supreme Court. Similarly an amount of Rs.70,58,177/- received from Sutlej Constructions Ltd in the year 2001-02 on account of our share of claim from Haryana Power Generation Corporation Ltd (HPGCL), Yamunanagar, earlier considered as Secured Loans has also been treated as income as SLP of Haryana Power Generation Corporation Ltd (HPGCL) has also been dismissed by the Apex Court.

12. The Company has identified its business segments as its primary reporting format which comprises of Construction Division, Real Estate business, Infotech Division Investment business, Agriculture and Export Division and Trading Division. The main business is Construction activities. Infotech Division, which has come into existence after merger of SAB Infotech Ltd into our Company, deals basically in ISP business besides other allied activity related to this business. Real Estate business is linked to construction activities but has been identified as a separate activity in view of its different nature. Long term Investment in shares have also been treated as a separate activity. Agriculture activities and Export Trading have also been identified as separate activities of the Company. The Trading Division introduced during the previous year wherein cement from Pakistan is imported and is sold off in India. Fractionally, the imported cement is consumed in our own projects of construction activities / in Real Estate Business. The Construction Division Segment operates through a single geographical segment. Secondary/other segment disclosures have been made accordingly.

Note:

1. Key Management Personal :

Sh. R.K. Garg, Chairman, Sh. Avinash Sharma, Executive Director, Sh. H.K. Singhal, Director

2. Enterprises over which Key Management Personal (KMP) are able to exercise significant influence and with whom transactions have taken place during the year :

1. Indian Acrylics Ltd. 2. Steel Strips Wheels Ltd.

3. Steel Strips Infrastructures Ltd. 4. R.K.Garg & Sons (HUF)

5. SAB Udyog Ltd. 6. Munak Financers (P) Ltd.

7. Steel Strips Industries Ltd. 8. Steel Strips Financers (P) Ltd.

9. Steel Strips Holdings (P) Ltd. 10. Munak Investment (P) Ltd.

3. Relatives of the Key Management Personnel (with whom transactions have taken place) Mrs Sunena Garg is related to Sh.R.K.Garg (wife of Sh.R.K.Garg), Sh.R.K.Garg himself is Chairman of the Company, Also Sh R.K.Garg is Karta of R.K.Garg & Sons (HUF) Sh. Dheeraj Garg is son of Sh.R.K.Garg.

13. The Company incorporated a GBC-II category Wholly Owned Subsidiary (WOS) Company, under the name and style of Munak International Trading Corporation in Mauritius. The Company has been allotted 1885 shares of US$ 1/- each and the same has been shown in the schedule of Investments. The Company has not undertaken any business so far. The latest copy of Balance Sheet of WOS as at 31.12.2009 is attached.

14. During the year 2004-05 the Company had entered into a joint venture, in Iran, with i) NPC International (a Company incorporated in London, England), ii) Arak Petrochemicals Co. Iran and iii) Bank Melli Iran Investments Co., Iran, for setting up a gas based fertilizer plant for which a subsidiary Company under the name and style of LAVAN CHEMICAL CO. IRAN has been incorporated. A sum of US $ 611028 (equivalent to Rs.263.16 lacs) had been invested as Share Capital till 31.03.2010, and has been shown in the Schedule of Investments. However, latest Balance Sheet as on 20.03.2010 is not attached as it is under preparation.