Notes to Accounts of TGB Banquets and Hotels Ltd.

Mar 31, 2015

1. Security Particulars of Secured Loans

* Term Loan from SBI

i) First pari passu charge over present and future movable and immovable fixed assets at Ahmedabad and Surat properties of the Company.

ii) In addition to the above, the subsidiary company, Lov Kush Properties Pvt. Ltd., has given the corporate guarantee to the limits availed by the company.

iii) The term loans are further guaranteed by the personal guarantee of all executive directors.

2. Term Loan & Working Capital Loan from ICICI

i) Pari passu charge over present and future movable and immovable fixed assets at Ahmedabad and Surat properties of the Company.

ii) The term loans are further guaranteed by the personal guarantee of all executive directors.

* Term Loan from Religare Finvest Ltd.

i) Pari passu charge over present and future movable and immovable fixed assets at Ahmedabad and Surat properties of the Company.

3. Secured Loans from others

i ) Vehi cle loans a re sec ur ed by the hypothecation of asset s purchased.

4. Contingent Liabilities :

Particulars Current Year Previous Year Rs. in Lacs Rs. in Lacs

(i) Bank Guarantee Issued to Custom 438.34 520.12 Department for Import Purpose

(ii) Demand of Income Tax Raised by the authorities disputed and not acknowledged as due 980.96 718.85

Total 1,419.30 1,238.97

5. Related Party Transactions :

a) Related Parties and their Relationship:

Name of Related Party Relationship

New Ramesh Kirana Stores Entities over which Key Management Personnel are able to exercise significant influence

TGB Foods Pvt. Ltd Entities over which Key Management Personnel are able to exercise significant influence

TGB Bakers & Confectioners Pvt. Ltd. Entities over which Key Management Personnel are able to exercise significant influence

Devanand G. Somani HUF Entities over which Key Management Personnel are able to exercise significant influence

Narendra G. Somani Key Management Personnel

Devanand G. Somani Key Management Personnel

Hemant G. Somani Key Management Personnel

Ramesh K. Motiani Key Management Personnel

Harshita D. Somani Relative of Key Management Personnel

Sunita N. Somani Relative of Key Management Personnel

Neeta H. Somani Relative of Key Management Personnel

Bhagwati Sales Corporations Relative of Key Management Personnel

6. Segment Reporting :

Since the company has only one segment, there is no separate reportable segment as required in AS-17 issued by the ICAI.

7. Since the business of the Company is by way of Food and Beverages, the quantity wise details of purchase, consumption, turnover, stock etc. are not furnished as the items are so large in number that it is not practicable to present.

8. The company had not received any intimation from suppliers regarding their status under the Micro, Small & Medium Enterprise Act, 2006, and hence disclosures, if any, relating to amounts unpaid as the year end together with interest paid or payable as required under said Act, have not been given.

9. In the opinion of the Board, the Current Assets, Loans and Advances are approximately of the value stated, if realized, in the ordinary course of business. Provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

10. Previous years figures have been reworked, regrouped and reclassified wherever necessary.

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Mar 31, 2014

1. Security Particulars of Secured Loans

* Term Loan from SBI

i) First pari passu charge over present and future movable and immovable fixed assets at Ahmedabad and Surat properties of the Company.

ii) In addition to the above, the subsidiary company, Lov Kush Properties Pvt. Ltd., has given the corporate guarantee to the limits availed by the company.

iii) The term loans are further guaranteed by the personal guarantee of all executive directors.

* Term Loan & Working Capital Loan from ICICI

i) Pari passu charge over present and future movable and immovable fixed assets at Ahmedabad and Surat properties of the Company.

ii) The term loans are further guaranteed by the personal guarantee of all executive directors.

* Term Loan from Religare Finvest Ltd.

i) Pari passu charge over present and future movable and immovable fixed assets at Ahmedabad and Surat properties of the Company.

* Secured Loans from others

i) Vehicle loans represents loans from Kotak Mahindra Bank Ltd., ICICI Bank Ltd., Kotak Mahindra Prime Ltd., Dhanlaxmi Bank Ltd. and State Bank of India secured by the hypothecation of assets purchased.

2. Cash Credit from Indian Overseas Bank is secured against guarantee of a sister concern TGB Foods Pvt Ltd and Cash Credit from ICICI Bank is secured by stock and receivable of the Company. The cash credit is repayable on demand. For Further(Refer Point no: 2.3.1)

3. Additional Information to Financial Statement

A) Contingent Liabilities :

Particulars Current Year Previous Year Rs. in Lacs Rs. in Lacs

(i) Bank Guarantee Issued to Custom Department for Import Purpose 520.12 520.12

(ii) Demand of Income Tax Raised by the authorities disputed and not acknowledged as due 718.85 110.32

Total 1,238.97 630.44

B) Segment Reporting :

Since the company has only one segment, there is no separate reportable segment as required in AS-17 issued by the ICAI.

C) Since the business of the Company is by way of Food and Beverages, the quantity wise details of purchase, consumption, turnover, stock etc. are not furnished as the items are so large in number that it is not practicable to present.

D) The company had not received any intimation from suppliers regarding their status under the Micro, Small & Medium Enterprise Act, 2006, and hence disclosures, if any, relating to amounts unpaid as the year end together with interest paid or payable as required under said Act, have not been given.

E) In the opinion of the Board, the Current Assets, Loans and Advances are approximately of the value stated, if realized, in the ordinary course of business. Provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

F) Previous years figures have been regrouped wherever necessary to confirm current year groups.

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Mar 31, 2013

A) Since the business of the company is by way of Food and Beverages, the quantity wise details of purchase, consumption, turnover, stock etc. are not furnished as the items are so large in number that it is not practicable to present.

B) The company had not received any intimation from suppliers regarding their status under the Micro, Small & Medium Enterprise Act, 2006, and hence disclosures, if any, relating to amounts unpaid as the year end together with interest paid of payable as required under said Act,have not been given.

C) In the opinion of the Board, the Current Assets, Loans and Advances are approximately of the value stated, if realized, in the ordinary course of business. Provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

D) Figures have been rounded off to the nearest thousands.

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Mar 31, 2012

1. Security Particulars of Secured Loans

- Term Loan & Working Capital Loan from SBI

i) First pari passu charge over present and future movable and immovable fixed assets at Ahmedabad and Surat properties of the Company.

ii) In addition to the above, the subsidiary company, Lov Kush Properties Pvt. Ltd., has given the corporate guarantee to the limits availed by the company.

iii) The term loans are further guaranteed by the personal guarantee of all executive directors.

- Term Loan & Working Capital Loan from ICICI

i) Pari passu charge over present and future movable and immovable fixed assets at Ahmedabad and Surat properties of the Company.

ii) The term loans are further guaranteed by the personal guarantee of all executive directors.

- Secured Loans from others

i) Vehicle loans represents loans from Kotak Mahindra Prime Ltd., Kotak Mahindra Bank Ltd., Axis Bank Ltd., Dhanlaxmi Bank Ltd. and State Bank of India, secured by the hypothecation of assets purchased.

ii) Cash Credit from Indian Overseas Bank is secured against guarantee of a sister concern TGB Foods Pvt. Ltd.

2. Cash Credit from Indian Overseas Bank is secured by stock and receivable of the Company. And further secured by the personal guarantee of all executive directors. The cash credit is repayable on demand.

3 For working capital loan from SBI & ICICI please refer note. (2.3.1)

4 - Additional Information to Financial Statement

A) Contingent Liabilities : (Rs. in Lacs)

Particulars Current Year Previous Year

(i) Bank Guarantee Issued to Custom Department for Import Purpose 520.12 520.12

(ii) Demand of Income Tax Raised by the authorities disputed and not 27.90 - acknowledged as due

Total 548.02 520.12

G) Segment Reporting :

Since the company has only one segment, there is no separate reportable segment as required in AS-17 issued by the ICAI.

I) Since the business of the company is by way of Food and Beverages, the quantity wise details of purchase, consumption, turnover, stock etc. are not furnished as the items are so large in number that it is not practicable to present.

J) The company had not received any intimation from suppliers regarding their status under the Micro, Small & Medium Enterprise Act, 2006, and hence disclosures, if any, relating to amounts unpaid as the year end together with interest paid of payable as required under said Act,have not been given.

K) In the opinion of the Board, the Current Assets, Loans and Advances are approximately of the value stated, if realized, in the ordinary course of business. Provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

L) As notified by Ministry of Corporate Affairs, Revised Schedule VI under the Companies Act, 1956 is applicable to the financial Statement for the financial year commencing on or after 1st April,2011. Accordingly, the financial statement for the year ended 31st March 2012 is prepared in accordance with the revised schedule VI. The amount and disclosures included in the financial statement of the previous year have been reclassified to conform to the requirement of revised schedule VI.

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Mar 31, 2011

1. Contingent Liabilities:

Contingent Liabilities not provided for are as under: (Amt. in Rs. )

Particulars 2010-11 2009-10

1. Bank Guarantee issued to Custom department for import purpose 5,20,11,924 3,11,61,769

2. Secured Loans:

a) Term loans and working capital loans from State Bank of India are secured by

(i) Exclusive charge on the entire block of fixed & movable assets (present and future) including 1.25 MW Wind mill at village Panchetiya, under district Kutch and hypothecation of the current assets and receivables of the company's existing hotel at Ahmedabad and proposed Surat project.

(ii) Corporate Guarantee of Lov Kush Properties Pvt. Ltd.(100% Subsidiary of the company)

(iii) All Term loans and working capital loans are secured by personal guarantee of all executive directors.

b) Cash Credit Loan from I.O.B. is secured against guarantee of a sister conern TGB Food Pvt. Ltd.

c) Vehicle loans are secured by the hypothecation of the vehicles concern.

2. Segment Reporting

Since the company has only one segment, there is no separate reportable segment as required in AS-17 issued by the Institute of Chartered Accountants of India.

3. Related Party Disclosures:

(a) Related Parties and their Relationship:

Sr. No. Name of Related Party Relationship

1 New Ramesh Kirana Stores Associate Party

2 TGB Foods P. Ltd Associate Party

3 Devanand G. Somani HUF Associate Party

4 Narendra G. Somani Key Management Personnel

5 Devanand G. Somani Key Management Personnel

6 Hemant G. Somani Key Management Personnel

7 Ramesh K. Motiani Key Management Personnel

8 Harshita D. Somani Relative of Key Mgt.Personnel

9 Sunita N. Somani Relative of Key Mgt.Personnel

10 Neeta Somani Relative of Key Mgt.Personnel

4. Since the business of the company is by way of Food and Beverages, the quantity wise details of purchase, consumption, turnover, stock etc. are not furnished as the items are so large in number that it is not practicable to present.

5. The company had not received any intimation from "suppliers" regarding their status under the Micro, Small & Medium Enterprise Act, 2006, and hence disclosures, if any, relating to amounts unpaid as at the year end together with interest paid or payable as required under said Act, have not been given.

6. In the opinion of the Board, the Current Assets, Loans and Advances are approximately of the value stated, if realized, in the ordinary course of business. Provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

7. Figures of previous year have been regrouped, rearranged and recast wherever necessary so as to make them comparable with those of current year.

8. The schedules and notes form an integral part of the accounts.

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Mar 31, 2010

1. Contingent Liabilities:

Contingent Liabilities not provided for are as under:

Particulars 2009-10 2008-09

1. Bank Guarantee issued to Custom department for import purpose 3,11,61,769 5,10,776

2. Secured Loans:

Term loans and working capital loans from State Bank of India are secured by

(i) Exclusive charge on the entire block of fixed & movable assets (present and future) including 1.25 MW Wind mill at village Panchetiya, under district Kutch and hypothecation of the current assets and receivables of the companys existing hotel at Ahmedabad and proposed Surat project.

(ii) Corporate Guarantee of Lov Kush Properties Pvt. Ltd.(100% Subsidiary of the company)

(iii) All Term loans and working capital loans are secured by personal guarantee of all executive directors. (iv) All vehicles loans are secured by hypothication of vehicle.

3. Share Warrants:

During the Year none of the warrant holders have exercised the option to convert the warrant into equity shares and not paid the balance amount payable on conversion. Accordingly 75,63,600 convertible warrants have lapsed and stand cancelled. The amount for preferential convertible warrants of Rs. 620.22 lacs is transferred to General Reserve.

4. Capital Work in Progress and advances on capital account of Rs. 15702.73 Lacs includes the cost incurred for Surat Hotel Project Rs. 14992.83 Lacs and balance for expansion on Projects at Ahmedabad, Rajkot and Jaipur.

5. Segment Reporting

Since the company has only one segment, there is no separate reportable segment as required in AS-17 issued by the Institute of Chartered Accountants of India.

6. Since the business of the company is by way of Food and Beverages, the quantity wise details of purchase, consumption, turnover, stock etc. are not furnished as the items are so large in number that it is not practicable.

7. The company had not received any intimation from "suppliers" regarding their status under the Micro, Small & Medium Enterprise Act, 2006, and hence disclosures, if any, relating to amounts unpaid as at the year end together with interest paid or payable as required under said Act, have not been given.

8. In the opinion of the Board, the Current Assets, Loans and Advances are approximately of the value stated, if realized, in the ordinary course of business. Provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

9. Figures of previous year have been regrouped, rearranged and recast wherever necessary so as to make them comparable with those of current year.

10. The schedules and notes form an integral part of the accounts.

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Mar 31, 2009

1. Contingent Liabilities:

Contingent Liabilities not provided for are as under:

Particulars 2008-09 2007-08 Bank Guarantee issued to Customs Department for import purposes 5,10,776 1,06,246

2. Secured Loans:

(i) Term loans and cash credit limit from Axis Bank are secured by first charge on the entire block of existing assets of the Hotel at Ahmedbad, 1.25 MW Wind mill at Panchetiya at Kutchh and hypothecation of the current assets and receivables of the company.

(ii) Term loan from Indian Overseas Bank are secured by first pari pasu charge on Fixed and current assets of proposed Hotel at Surat and having a lien over 31,800 Equity shares of Lov kush Properties Pvt. Ltd. the 100% subsidiary of the company and extended by second charge on entire fixed assets of the Hotel at Ahmedabad and current assets and receivables of the company.

(iii) Term loan from State Bank of India are secured by first pari pasu charge on Fixed and current assets of proposed Hotel at Surat and extended by second charge on entire fixed assets of the Hotel at Ahmedabad and Current assets and receivables of the company.

(iv) All Term loans are secured by personal guarantee of all promoter directors.

(v) All vehicle loans are secured by hypothecation of vehicles.

3. Deployment of proceeds:

The company raised Rs. 9200.00 Lacs through public issue of equity shares in the financial year 2007-08. The proceeds of which have been utilised as follows:

4. Share Warrants:

During the previous year Company had issued 7563600 Convertible warrants on preferential basis to promoters and non promoters at a price of Rs. 82/- per warrant. None of the allotees have exercised their option to convert their option to convert them into equity shares till date.

5. Capital Work-in-Progress and advances on capital account of Rs. 7873.88 includes the cost incurred for Surat Hotel Project Rs. 7827.92 and balance for expense on Project at Jaipur and Bangalore.

6. Financial and other Derivative Instruments:

There is no derivative contract outstanding as on 31.03.2009.

7. Segment Reporting

Since the company has only one segment, there is no separate reportable segment as required in AS-17 issued by the Institute of Chartered Accountants of India.

8. Deferred Tax:

As per Accounting Standard 22 on Accounting for taxes on income issued by the Institute of Chartered Accountants of India, the company has accounted for deferred tax during the year as below :

9. Employee Benefits

Consequent upon adoption of Accounting Standard 15 (revised 2005) on "Employee Benefits" issued by the institute of chartered Accountants of India, as required by the standards, the following disclosures are made:

10. Since the business of the company is by way of Food and Beverages, the quantity wise details of purchase, consumption, turnover, stock etc. are not furnished as the same are not practicable.

11. No supplier falls under "small scale Industries" and "ancillary Industrial Undertaking", hence the information under the head Sundry creditors is not disclosed separately.

12. In the opinion of the Board, the Current Assets, Loans and Advances are approximately of the value stated, if realised, in the ordinary course of business. Provision for all known liabilities is adequate and not in excess of the amount reasonably necessary.

13. Figures of previous year have been regrouped, rearranged and recast wherever necessary so as to make them comparable with those of current year.

14. The schedules and notes form an integral part of the accounts.