Notes to Accounts of Trade Wings Ltd.

Mar 31, 2018

NOTES:

(1) Self Liquidating Additional ODI from National Co-operative Bank secuered by the extension of registered mortgage of leased property of 305 sq. mts. located on the 1st floor of the premises Bhogilal Building, K.Dubash Marg, Kalaghoda, Fort, Mumbai-400 023 inclusive and personal guarantee of Dr. S P Mittal.

Rate of Interest -The Company''s borrowings from banks are at an effective weighted average rate of 12.50%p.a .(previous year 13.50%) as per sanction letter no. NCB/HO/LC/10/2016-17, Dated 17/01/2017

(2) Self Liquidating Additional ODI from National Co-operative Bank secuered by the extension of registered mortgage of leased property of an area admeasuring 3284 sq.ft. including common area of toilet block and entry hall of 282 sq.ft. on 1st fir of the Bhogilal Bldg., 18/20, K.Dubash Marg, Kalaghoda, Fort, Mumbai - 400023 and personal guarantee of Dr. S P Mittal.

Rate of Interest -The Company''s borrowings from banks are at an effective weighted average rate of 12.50%p.a .(previous year 13.50%) as per sanction letter no. NCB/HO/LC/10/2016-17, Dated 17/01/2017

(3) Self Liquidating Additional ODI from National Co-operative Bank secuered by the extension of registered mortgage of leased property of an area admeasuring 3284 sq.ft. including common area of toilet block and entry hall of 282 sq.ft. on 1st fir of the Bhogilal H. Bldg., 18/20, KDubash Marg, Kalaghoda, Fort, Mumbai - 23 and personal guarantee of Dr. S P Mittal.

Rate of Interest -The Company''s borrowings from banks are at an effective weighted average rate of 12.50%p.a .(previous year 13.50%) as per sanction letter no. NCB/HO/LC/10/2016-17, Dated 17/01/2017

(4) Vehicle Loan are secured against hypothetication of vehicles Financed. The rate of Interest 13.25% p.a.

There are no Micro & Small Enterprises to whom the company owes dues, which are outstanding for more then 45days at the Balance sheet date:The information regarding Micro & small enterprises have been determined to the extent such parties have been identified on the basis of information available with the company. This has been relied upon by the auditors.

(1) Cash Credit facility from Union Bank of India is secured by hypothecation of book debts and stock of foreign currencies and encashed travellers'' cheques present and future, and guaranteed by some of the Directors of the Company. In addition, the Company has undertaken to create charge in favour of Banks on immovable property at Flat No. 12-B ,bldg 91, Pacharatna Society, Thane, Flat No. 12-B , bldg no.53, Sevakunj Society, Thane and Unit No.6, Surya Vihar, Dundahera, Gurgaon, Delhi.

Rate of interest - The company''s borrowings from banks are at floating rate of MCLR 3.90% subject to change time to time as per the sanction letter No. MSM.ADV 1382:2017, dated 23/11/2017.

(2a) Cash Credit facility from Vijaya Bank is secured by hypothecation of book debts and guaranteed by some of the Directors of the Company. In addition, the Company has undertaken to create charge in favour of Banks on immovable property at unit No. 1101,1102,1103 Mittal Tower B-Wing, Bangalore, Unit No. 141 and 44 of Adarsh Ind.Estate, Andheri, Mumbai, and Flat No.2, B Wing, Aarti Soceity, Mumbai 400 034 and Corporate guarantee of M/s. Narayani Hospitality & Academic Institutions Pvt. Ltd., M/s. Trade Wings Logistics (India) Pvt. Ltd.

(2ai) Adhoc limit from Vijaya Bank vide sanctioned letter no. MRO/CPW/F-380/2017-18, Dt. 21/06/2017, with same Terms & Conditions.

(2b) Shop No. 9, First Floor, “Manoram Arcade” at Vakilwadi, Nashik land bearing survey No. 609/A/2B, Municipal No. 430-J-l, admeasuring about 362.04 sq.mtrs.

(2c) Office No. 110, on the first floor 350.37 sq. ft. i.e. 32.55 sq. mtrs carpet area in the project known as Shanti City at village Talegaon Dabhade of Taluka Maval, Dist. Pune land bearing survey No. 532 (old S. No. 714) CTS No. 2431 to 2435 and 3294 totally admeasuring about 2.94 hect. i.e. 29400 sq. mtrs and 16542.4 sq. mtrs.

(2d) Shop No. 12/13, first floor, “Manoram Arcade” S.No. 609/A/2B off. M.G.Road, opp. Sharda Sankul & Nilesh Dry Fruites, Vakilwadi, Nashik.

Rate of interest - The company''s borrowings from banks are at floating rate of BR 2.80% subject to change time to time as per the sanction letter No. MRO/GMLCC/78/2017-18, dated 21/06/2017.

5 Certain premises have been purchased in the name of a Director of the Company for which suitable indemnity is obtained. The Company is in process of compiling documents.

6 The particulars of earning in foreign exchange and expenditure in foreign currency have been ascertained by the management on the basis of information available with them on which auditors have relied.

7 The company has the following investment and loans in the subsidiary companies:

The losses of TWHL exceed its paid up capital and free reserves as at 31 March, 2018. In view of the Long-term involvement of the Company in TWHL, no provision has been made in the accounts for the said losses. In the opinion of the management, considering the market value of the assets of the TWHL, the overall net worth of TWHL will be higher than the amount invested in all the companies. Therefore the provision for diminution in value of investment is not required.

8 The Assessment of Income Tax is completed up to Accounting year 2014-15.

The Appeals have been filed by Company and income Tax departments in various years viz 2008-09,2009-10 and 2014-15

9 Previous Years Tax Adjustment Expenses is Rs.3.01/- (Previous year Tax Adjustment Expenses was Nil)

Prior Period Expenses is Nil (Previous year Prior Period Income & Expenses was Rs.2.48)

10) Fixed Assets and other current assets used in the Company’s business or liabilities contracted have not been identified to any of the reportable segments, as the fixed assets and services are used interchangeably between segments. The company believes that it is currently not practicable to provide segment disclosures relating to total assets and liabilities since a meaningful segregation of the available data is onerous.

11) During the year, the company has written off sundry debit balance of Rs. 17.21 (Previous Year Rs.45.67), Loans and advance are Nil/- (Previous year Nil/-) and written back Rs.13.18 (Previous Year Rs. 19.29) as approved by board of directors. The effect of write off and write back has been shown in the Profit and Loss account.

12) Fixed assets include Rs. 11.30 related to purchase of property at Calcutta for which proper documentation and Registration procedures are pending. Auditor has relied upon the value of the property confirm and certified by management.

13) Fixed assets include Rs.53.62 related to purchase of vehicle for which documentation and registration procedures are pending. Auditor has relied upon the value of the vehicle confirm and certified by management.

14) Previous year’s figures have been regrouped /reclassified where necessary.

15) Repayment of Term Loan within one year disclosed in Other non-current liabilities based on the statement and figure provided by the bank.

2 Notes to the financial statements for year ended March 31,2018

2.1 First-time adoption of Ind AS

The financial statements for the year ended 31 March 2018 have been prepared in accordance with Ind AS. For the purpose of transition to Ind AS, the Company has followed the guidance prescribed in Ind AS 101 - First time adoption of Indian Accounting Standard, with 1 April 2016 as a transition date and IGAAP as the previous GAAP.

The transition to Ind AS has resulted in changes in the presentation of the financial statements, disclosures and the Notes thereto and accounting policies and principles. The accounting policies set out in Note 1 have been applied in preparing the financial statements for year ended 31 March 2018 and the comparative information. An explanation of how the transition from previous GAAP to Ind AS has affected the company’s balance sheet and statement of profit and loss is set out in Note 2.2.1 and 2.2.2.

Exemptions in first time adoption of Ind AS availed in accordance with Ind-AS 101 have been set out in note 2.1.1.

Exemptions availed on first time adoption of Ind AS 101

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

Property, plant and equipment (Ind AS 16)

The Company has elected to continue with the carrying value for all of its property, plant and equipment as recognised in the financial statements as at the date of transition measured as per the previous GAAP and use that as its deemed cost as at date of transition.

2.2 Reconciliations

The following reconciliations provide the effect of transition to Ind AS from IGAAP in accordance with Ind AS 101.

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Mar 31, 2017

1. During the year, the company has written off sundry debit balance of Rs.45,67,282/- (Previous Year Rs.39,67,056/-}.

Loans and advance are Nil/- (Previous year Nil/-) and written back Rs. 19,29,539/- (Previous Year Rs. 1,30,254/-) as approved by board of directors. The effect of write off and write back has been shown in the Profit and Loss account.

2. Fixed assets includes Rs. 11,30,000/- related to purchase of property at Calcutta for which proper documentation and Registration procedures are pending. Auditor has relied upon the value of the property confirm and certified by management.

3. Fixed assets includes Rs.53,61,633/- related to purchase of vehicle for which documentation and registration procedures are pending. Auditor has relied upon the value of the vehicle confirm and certified by management.

4. Previous year’s figures have been regrouped /reclassified where necessary.

5. Repayment of Term Loan within one year disclosed in current liabilities based on the statement and figure provided by the bank.

6. As per Accounting Standard 18, issued by the Institute of Chartered Accountant of India, the disclosures of '' transactions with the related parties as defined in the Accounting Standard are given below:

7. During the year, the Company has accounted for deferred Tax in accordance with the Accounting Standard 22 “Accounting for taxes on income” issued by the Council of the Institute of Chartered Accountants of India. Deferred Tax assets and Liabilities arising on account of timing difference are as under:

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Mar 31, 2015

(1) Self Liquidating Additional OD1 from National Co-operative Bank secuered by tire extension of registered mortgage of leased property of 305 sq.mts Located on the 1st floor of the premises Bhogilal Building, K. Dubash Marg, Kalaghoda, Mumbai inclusive and personal guarantee of Dr. S P Mittal Rate of Interest -The Company's borrowings from banks are at an effective weighted average rate of 13.50%p.a (previous year 13.50%) as per sanction letter no. NCB/NPBR/ /20I3-I4, dt. 03rd October, 2013

(2) Self Liquidating Additional OD! from National Co-operative Bank secuered by the extension of registered mortgage of leased property of an area admeasuring 3284 sq.ft, including common area of toilet block and entry hall of 282 sq.ft, on 1 st fir of the Bhogilal H. Bldg., 18/20, K Dubash Marg, Kalaghoda, Fort, Mumbai - 23 and personal guarantee of Dr. S P Mittal.

Rate of Interest -The Company's borrowings from banks are at an effective weighted average rate of 13.50%p.a (previous year 13.50%) as per sanction letter no. NCB/HO/Loan/9/2014-l 5/ /20I3-14, d! 31st May, 2014.

(3) Self Liquidating Additional OD! from National Co-operative Bank secuered by the extension of registered mortgage ofteased property of an area admeasuring 3284 sq.ft including common area of toilet block and entry hall of 282 sq .ft, on 1st for of the Bhogilal H. Bldg.. 18/20, K.Dubash Marg, Kalaghoda. Fort, Mumbai - 23 and personal guarantee of Dr. S P Mittal

Rate of Interest -The Company's borrowings from banks are at an effective weighted average rate ofl 3.50%p.a .(previous year 13.50%) as per sanction letter no. NCB/HO/Board/12/2013-14, dt. 3lst May. 2014.

(4) Vehicle Loan aje secured against hypothetic at ion of vehicles Financed. The rate of interest 13.25% pa.

(5) Loan sanctioned and disbursed during the year is under process of creation of charge as explained by the management, hence the auditors has relied upon the same and shown under secured loan.

(6) Cash Credit facility from Union Bank of India is secured by hypothecation of book debts and stock of foreign currencies and encashed travellers' cheques present and future, and guaranteed by some of the Directors of the Company, in addition, the Company has undertaken to create charge in favour of Banks on immovable property at Flat No. 12-B ,bldg 91. Pacharatna Society, Thane, Flat No 12-B , bldg 00.53, Sevafcurtj Society, Thane and Unit No.6, Surya Vihar, Dundahera, Gurgaon, Delhi.

Rate of interest - The company's borrowings from banks are at floating rate of BR 3.75% subject to change time io time as per the sanction letter No. MSM.ADV 1367/14, dated 08th October, 2014

(7a) Cash Credit facility from Vijaya Bank is secured by hypothecation of book debts and guaranteed by some of the Directors of the Company, In addition, the Company has undertaken to create charge in favour of Banks on immovable property at unit No.1101,1102,1103 Mittal Tower B-Wing, Bangalore, Unit No 141 and 44 of Adarsh Ind.Estatc, Andhcri, Mumbai, and FlarNo.2.B Wing, Aarti Soceity, Mumbai 400 034 and Corporate guarantee of M/s. Narayani Hospitality & Academic Institutions Pvt Ltd., M/$. Trade Wings Logistics (India) Pvt. Ltd., & M/s. S.Rosc& Company Ltd

(2b) Shop No. 9, First Floor, "Manoram Arcade" at Vakilwadi, Nashik land bearing survey No. 609/A.CB, Municipal No. 430-J-l, admeasuring about 362.04 sq.mtrs.

(2c) Office No. 110, on the first floor 350.37 sq ft i c. 32.55 sq. mtrs carpet area in the project known as Shanti City at village Taiegaon Dabhade of Taluka Maval, Dist. Pune land bearing survey No. 532 (old S. No 714) CTS No. 2431 to 2435 and 3294 totally admeasuring about 2.94 hect. i.e. 29400 sq. mtrs and 16542.4 sq. mtrs.

(2d) Shop No. 12/13, first floor, "Manoram Arcade" S.No 609/A/2B oft. M G Road, opp Sharda Sankul & Nilesh Dry Fruites, Vakilwadi, Nashik Rate of interest - The company's borrowings from banks are at floating rate of BR 3.80% subject to change time to lime as per the sanction letter No. MRO/GM/CC/310/2014-15. dated 24th March, 2015.

There are no Micro & Small Enterprises to whom the company owes dues, which are outstanding for more then 45days at the Balance sheet date:The information regarding Micro & small enterprises have been determined to the extent such parties have been identified on the basis of information available with the company. This has been relied upon by the auditors

31-03-2015 31-03-2014 Rupees. Rupees

8] Contingent liabilities in respect of: - -

(a) Penalties levied by the Collector of Customs on the Company and its employees "for alleged violation of the Customs Act, 1962 15,75,000/- 15,75,000/- for Rs.26,00.000/-, against which the Company is in appeal, 'Hie matter pending outcome of Appeal.

(b) Central Railway Not Ascertainable Not Ascertai nable

(c) Service Tax Liability 63,46,840/- 62,07,790/- (Net of amount paid)_(Net of amount paid)

(dj Pending Legal Cases 62,25,000/- 62,25,000/-

k } (Bank Guarantee given (Bank Guarantee given Rs.31,12,500/- Rs.31,12,500/-

Notes:

a. Remuneration to Managing Director/ whole time directors are paid within the limit of Companies Act, 2013.

b. Whole time director is covered under the Company's group gratuity scheme along with the other employees of the company. The gratuity and leave liability is determined for ail the employees on an overall basis based on the actuarial valuation done by an independent actuary. The specific amount of gratuity and leave liability for the director cannot be ascertained separately, except for the amount actually paid,

9 The revaluation of property in Adarsh Society and owned by the Company and leasehold property in Bhogiial Building was made on 01-04-1986 resulting into additions of Rs. 10,426,695/- (previous year Rs. 10,426,695/-) The depreciation for the year includes Rs. 161,197/- (Previous year Rs. 161,197/-) being depreciation on addition on account of revaluation and the equivalent amount out of revaluation reserve has been withdrawn and credited to Profit and Loss Account.

10 The particulars of earning in foreign exchange and expenditure in foreign currency have been ascertained by the management on the basis of information available with them on which auditors have relied.

The losses ofTWHL exceed its paid up capital and free reserves as at 31 March, 4013. tn view or me Long-term involvement of the Company in TWHL, no provision has been made in the accounts for the said losses. In the opinion of the management, considering the market value of the assets of the TWHL, the overall net worth ofTWHL will be higher than the amount invested in all the companies. Therefore the provision for diminution in value of investment is not required.

11 The Assessment of Income Tax is completed up to Accounting year 2011-12. The Appeals have been filed by Company and income Tax departments in various years viz. 1988-89, 1997-98, 2004-05, and 2005-06,2009- S 0. The demand in respect thereof is indeterminate.

12 Prior period's income& Expenses are .Nib'- (pre. year also Prior Period Income & Expenses was NIL)

13 During the year, the Gratuity Liability and Leave encashment liability have been provided on actuarial basis as certified by approved Actuaries.

Fixed Assets and other current assets used in the Company's business or liabilities contracted have not been identified to any of the reportable segments, as the fixed assets and services are used interchangeably between segments. The company believes that it is currently not practicable to provide segment disclosures relating to total assets and liabilities since a meaningful segregation of the available date is onerous.

14. During the year the company has written off sundry debit balance for Rs.23,21,986/- (Previous Year Rs.62,91,897/-), Loans and advance are Nil/- (Previous year Nil/-) and written back Rs.5,73,312 /- (Previous Year Rs.32,45,945/-) as approved by board of directors. The effect of write off and write back has been shown in the profit and loss account.

15. Fixed assets includes Rs. 11,30,000/- related to purchase of property at Calcutta for which proper documentation and registration procedures are pending. Auditor has relied upon the value of the property confirm and certified by management.

16. Fixed assets includes Rs.28,67,096/- related to purchase of vehicle for which documentation and registration procedures are pending. Auditor has relied upon the value of the vehicle confirm and certified by management.

17. Previous year's figures have been regrouped /reclassified where necessary.

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Mar 31, 2014

CONTINGENT LIABILITIES:

Contingent Liabilities are not provided for but are disclosed separately 31-03-2014 31-03-2013 Rupees Rupees Contingent liabilities in respect of:

(a) Penalties levied by the Collector of Customs on the Company and its employees 15,75,000/- 15,75,000/- for alleged violation of the Customs Act, 1962 for Rs.26,00,000/-, against which the Company is in appeal. The matter pending outcome of Appeal

(b) Central Railway Not Not Ascertainable Ascertainable

(c) Service Tax Liability 62,07,790/- 62,25,00/- Net of amount Net of amount paid paid

(d) Pending Legal Cases 62,25,000/- 62,25,000/- Bank Guarantee Bank Guarantee given given Rs. 31,12,500/- Rs. 31,12,500/-

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Mar 31, 2013

1 The particulars of taming in foreign exchange and expenditure in foreign currency have beer ascertained by the management on the basis of information available with them on which auditors have relied.

2 The Assessment ofmcome Tax i s oompl eted up to Accounting year 2009-2010. The Appeals have been filed by Company and income Tax departments in various years viz. 1988-89, 1997-98, 2004^05, and 2005-06, 2009-1Q. The demand in respect thereof is indeterminate,

3 Prior period''s income of Rs.Nii/- (pre. year Rs Nil/-) and expenses of Rs.52,506A (previous year

Rs. 7,8 2,9 89A) are credited/debited under relevant heads.

4 During the year, the Gratuity Liability and Leave encashment liability have been provided on actuarial basis as certified by approved Actuaries.

5, Fixed assets includes Rs, 11,30,000/- related to purchase of property at Calcutta for which proper documentation and registration procedures are pending. Auditor has relied upon the value of the property confirm and certified by management, .

6. Previous year''s figures have been regrouped/reclassified where necessary.

7 Previous Year figures are changed due to the regrouping /reclassification of some, companies

8, The company is a partner in M/s. Global Kitchens (KG) LLP and contribution payable by the Company towards capital is made subsequently to the year end,

25. The Company has given corporate guarantee of Rs.10 lakhs to M/s. S.Rose & Company Ltd, towards Loan taken from Saraswat Co-Op. Bank Ltd.

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Mar 31, 2012

31-03-2012 31-03-2011 Rupees. Rupees

1 Contingent liabilities in respect of:

(a) Penalties levied by the Collector of Customs on the Company and its employees for alleged violation of the Customs Act, 1962 for Rs.2600000/-, against which the Company is in appeal. The Pre-deposit of Rs. 10,25,000/- 15,75,000/- 15,75,000/- were shown under Loans/Advances schedule "G" in the previous years and w/off during the year. Matter pending outcome of Appeal.

(b) Central Railway Not Ascertainable Not Ascertainable

(c) Service Tax Liability Not Ascertainable Not Ascertainable

2 The income from commission, Difference in Exchange, baggage handling and clearing charges, service charges, passport and visa and car hire has been shown net as in the past i.e. after deducting all expenses and payment in relation to the said head of income.

Notes:

a. Remuneration to Managing Director/ whole time directors are paid within the limit of Schedule XII of the Companies Act, 1956

b. Whole time director is covered under the Company's group gratuity scheme alongwith the other employees of the company. The gratuity and leave liability is determined for all the employees on an overall basis based on the actuarial valuation done by an independent actuary. The specific amount of gratuity and leave liability for the director cannot be ascertained separately, except for the amount actually paid.

3 The revaluation of property in Adarsh Society and owned by the Company and leasehold property in Bhogilal Building was made on 01-04-1986 resulting into additions of Rs. 10,426,695/- (previous year Rs. 10,426,695/-) The depreciation for the year includes Rs. 161,197/- (Previous year Rs. 161,197/-) being depreciation on addition on account of revaluation and the equivalent amount out of revaluation reserve has been withdrawn and credited to Profit and Loss Account.

4 Certain premises have been purchased in the name of a Director of the Company for which suitable indemnity is obtained.

5 Paragraph 4C 4D (a) (c) & (d) Part II of Schedule VI to the Companies Act, 1956 are not applicable.

6 The particulars of earning in foreign exchange and expenditure in foreign currency have been ascertained by the management on the basis of information available with them on which auditors have relied.

The losses of TWHL exceed its paid up capital and free reserves as at 31s March, 2012. In view of the Long-term involvement of the Company in TWHL, no provision has been made in the accounts for the said losses. In the opinion of the management, considering the market value of the assets of the TWHL, the overall net worth of TWHL will be higher than the amount invested in all the companies. Therefore the provision for diminution in value of investment is not required.

7 The Assessment of Income Tax is completed up to Accounting year 2008-2009. The Appeals have been filed by Company and income Tax departments in various years viz. 1988-89, 1997-98, 2004-05, and 2005-06. The demand in respect thereof is indeterminate.

8 Prior period's income of Rs.Nil/- (pre. year Rs. 85,773/-) and expenses of Rs.7,82,989/- (previous year Rs Nil/-) are credited/debited under relevant heads.

9 During the year, the Gratuity Liability and Leave encashment liability have been provided on actuarial basis as certified by approved Actuaries.

Fixed Assets and other current assets used in the Company's business or liabilities contracted have not been identified to any of the reportable segments, as the fixed assets and services are used interchangeably between segments. The company believes that it is currently not practicable to provide segment disclosures relating to total assets and liabilities since a meaningful segregation of the available date is onerous.

10. During the year the company has written off sundry debit balance for Rs. 85,56,192/- (Previous Year Rs. 1,22,00,490/-) lacs, Loans and advance for Rs.48,41,058/- (Previous year Rs. 45,30,787/-) and written back Rs.21,18,932/- (Previous Year Rs. 2,22036/-) as approved by board of directors. The effect of write off and write back has been shown in the profit and loss account.

11. Fixed assets includes Rs. 11,30,000/- related to purchase of property at Calcutta for which proper documentation and registration procedures are pending. Auditor has relied upon the value of the property confirm and certified by management.

12. Previous year's figures have been regrouped /reclassified where necessary.

* Previous Year figurers are changed due to the regrouping /reclassification of some companies

** Amount inclusive of Service Tax.

13. The Company has given guarantee to Trade Wings Logistics India Pvt. Ltd towards loan taken from Vijaya Bank

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Mar 31, 2010

31-03-2010 31-03-2009 Rupees Rupees

1 Contingent liabilities in respect of:

(a) Penalties levied by the Collector of Customs on the Company and its employees for alleged violation of the Customs Act, 1962 for Rs.2600000/-, against which the Company is in appeal. The Pre- deposit of 15,75,000/- 15,75,000/-

Rs. 10,25,000/- is shown under Loans/ Advances schedule G pending outcome of Appeal.

(b) Central Railway Not Ascertainable Not Ascertainable

(c) Service Tax Liability Not Ascertainable Not Ascertainable

2 The revaluation of property in Adarsh Society and owned by the Company and leasehold property in Bhogilal Building was made on 01-04-1986 resulting into additions of Rs. 10,426,695/- (previous year Rs. 10,426,695/-) The depreciation for the year includes Rs. 161,197/- (Previous year Rs. 161,197/-) being depreciation on addition on account of revaluation and the equivalent amount out of revaluation reserve has been withdrawn and credited to Profit and Loss Account.

3 Certain premises have been purchased in the name of a Director of the Company for which suitable indemnity is obtained.

4 Paragraph 4C 4D (a) (c) & (d) Part H of Schedule VI to the Companies Act, 1956 are not applicable.

5 The particulars of earning in foreign exchange and expenditure in foreign currency have been ascertained by the management on the basis of information available with them on which auditors have relied.

6 The Company has given guarantee in connection with financial assistance given by a bank to companies in which one of the directors is interested. The company has made an application to the Central government under sec 295 of the Companies Act, 1956 on 31st March, 2010. The approval of Central Government is yet to be obtained for the same.

7 The Assessment of Income Tax is completed upto Accounting year 2007-2008. The Appeals have been filed by Company and income Tax departments in various years viz. 1988-89, 1997-98, 2004-05, and 2005-06. The demand in respect thereof is indeterminate.

8 Prior periods income of Rs. Nil/- (pre. year Rs. 92766/-) and expenses of Rs.109,231/- _(previous year Rs 175731/-) are credited/debited under relevant heads.

9 During the year, the Gratuity Liability and Leave encashment liability have been provided on actuarial basis as certified by approved Actuaries.

Fixed Assets and other current assets used in the Companys business or liabilities contracted have not been identified to any of the reportable segments, as the fixed assets and services are used interchangeably between segments. The company believes that it is currently not practicable to provide segment disclosures relating to total assets and liabilities since a meaningful segregation of the available date is onerous.

10. During the year the company has written off sundry debit balance for Rs. 2,67,24,443/- (Previous Year Rs. 29,84,377/-) lacs, Loans and advance for Rs. 17,54,231/- (Previous year Rs. Nil) and written back Rs. 5,27,851/- (Previous Year Rs. 6,90,884.24 /-) as approved by board of directors. The effect of write off and write back has been shown in the profit and loss account.

11. Fixed assets includes Rs. 11,30,000/- related to purchase of property at Calcutta for which proper documentation and registration procedures are pending. Auditor has relied upon the value of the property confirm and certified by management.

12 The accounts have not been authenticated by a whole time Secretary as required u/s 215 of the companies act, 1956 as s whole time secretary, as required u/s 383 A (1) has not been appointed by the company. However The Company is in process of recruiting a whole time Secretary.

13. Previous years figures have been regrouped /reclassified where necessary.

14. As per Accounting Standard 18, issued by the Institute of Chartered Accountant of India, the disclosures of transactions with the related parties as defied in the Accounting Standard are given below:

a. List of Related Parties and their relationship

Category Name of the Related Party Relationship

1. Appease Investment & Finance Pvt.Ltd. Holding Company

2. Roopsangam Holdings Subsidiary Companies

Trade wings Tours Ltd.

Trade wings Hotels Ltd.

3. Dr.S.P.Mittal and Mr. Vinayak Ubhayakar Key Management Personnel

4. Trade Wing Institute of Management Ltd. Associates and Entities over which Trade Wing Cargo Pvt.Ltd. TWL is able to exercise significant

Trade Wing Infonet Pvt.Ltd. influence.

Efficient Publicities Ltd.

Trade Wings Logistics (India)P.Ltd

S.Rose & Company

Mittal Habitat Finance Ltd.

Narayani Associates

Bullfinch Holdings Ltd.

15. The Company has given guarantee to Trade Wings Logistics India Pvt.Ltd towards loan taken from Vijaya bank

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Mar 31, 2004

31-03-2004 31-03-2003 Rupees Rupees

1 Contingent liabilities in respect of:

(a) Claim of ex-employees for retrenchment Amount Amount compensation: Indeterminate Indeterminate

(b) Guarantees given by the company in respect of Loans obtained by subsidiary companies up to sanctioned limit of Rs. 985 lacs, The Total liability together with accrued interest. 147,609,270 179,178,139

(c) Penalties levied by the Collector of Customs on the Company and its employees for alleged violation of the Customs Act, 1962 against which the Company is in appeal. The Pre-deposit of Rs. 3,00,000/- is shown under Loans/Advances schedule G pending outcome of Appeal. 300,000 300,000

(d) Show Cause notice received for levy of penalties and fines for alleged violation of Customs Act, 1962 due to irregular releases of travelers cheque to the customers. The Company through their advocates has submitted preliminary replies to the concerned authorities. However no order in this regards has been Penalty amount is Penalty amount made by the concerned authority. Indeterminate is Indeterminate

(e) Liability in respect of travellers cheques lost due to theft etc. but which have not yet been presented for payment (aggregate value equivalent to US $ 24275/- (Previous year US $24275/-) 1,067,615 1,153,790

(f) Guarantee in form of Negative lien on ownership property given/agreed to be given by the Company in favour of:

Guarantees in Financial Assistance Limit sanctioned Amount outstanding As at favour of availed by

31-03-2004 31-03-2003 Rupees Rupees Rupees

I Allahabad Bank Digi Control Northern Pvt. Ltd. 4,500,000 4,500,000 5,000,000

II National Co-op. Jeans East Bank (International) Ltd. 5,000,000 5,000,000 5,000,000

III Vijaya Bank Jeans East (International) Ltd 8,000,000 8,000,000 8,000,000

IV Saraswat Co-op. Trade Wings Institute Bank of Management Ltd. 10,00,000 1,018,689 861,097

V Vijaya Bank S. Rose & Co. Ltd. 7,700,000 4,496,691 5,181,850

2(a) The Special Directorate of Enforcement , Govt. of India , New Delhi has imposed personal penalty of Rs. 1000007- on the

Company and further personal penalty agregating to Rs.550000/- on Managing Director, Director and Branch Manager under section 50 of FERA for violation of its provisions during the year 1998-99

(b) During the year the Company was required to pay a sum of Rs. 7554375/- to Landlord of premises at Chennai. The Company carried out negotiation with the said party and settled the amount payable to them at Rs.5250000/- during the year 2003-04 No provision for such liability is made in the books as the same will be made in the year of final settlement and full payment.

3 Loans & Advances include deposit of Rs. Nil/- (Previous year Rs.1,013,140) made with the Travel Agents Association of India (TAAI), who in turn made a security deposit to the Indian Airlines Corporation for extending the credit and sale facility to the member Travel Agents of TAAI, under the mutual guarantee scheme.

4 (a) No provision is made in the accounts for Sundry Debtors considered doubtful Rs. 10,955,802/- (previous year Rs. 12,093,688/-)

Efforts are being made to recover debts mentioned above.

(b) No provision has been made in accounts for advances considered doubtful amounting to Rs. 10,936,656/- (previous year Rs. 9,590,187/- ).

5 The income from commission, baggage handling and clearing charges, service charges, passport and visa and car hire has been shown net as in the past i.e. after deducting all expenses and payment in relation to the said head of income.

6 As mentioned in Note 10 forming part of accounts of the year ending 31-03-1980 approval of Central Government under section 309 of the Companies Act, 1956 for payments of guarantee commission to a former director amounting to Rs. 383,415/- is not necessary (Previous year Rs. 383,415/-).

Application made to Government without prejudice to above contention for payment of aforesaid guarantee commission is pending with the Central Government. Out of the above amount of commission, the sum of Rs. 133,445/- had remained as unpaid liability. This amount was written back to the Profit & Loss account in earlier year.

7 The revaluation of property in Adarsh Society and owned by the Company and leasehold property in Bhogilal Building was made on 01-04-1986 resulting into additions of Rs. 10,426,695/- (previous year Rs. 10,426,695/-) The depreciation for the year includes Rs. 161,197/- (Previous year Rs. 161,197/- being depreciation on addition on account of revaluation and the equivalent amount out of revaluation reserve has been withdrawn and credited to Profit and Loss Account.

8 Penalty Amount Inderminate for Current Year (Previous Year Rs. 150000/-) levied by the appellate authorities on the Company and its employees for alleged violation of the provision under customs Act 1962 vide its order dated 29th August, 2001. The Company has not provided the said liability since it has preferred an appeal, against the Order before Custom, Excise and Gold (Control) Appeallate Tribunal Mumbai.

9 Certain premises have been purchased in the name of a Director of the Company for which suitable indemnity is obtained.

10 Paragraph 4C 4D (a) (c ) & (d) Part II of Schedule VI to the Companies Act, 1956 are not applicable.

11 The particulars of earning in foreign exchange and expenditure in foreign currency have been ascertained by the management on the basis of information available with them on which auditors have relied.

12 The company has the following investment and loans in the subsidiary companies:

The losses of TWTL and TWHL exceed its paid up capital and free reserves as at 31st March, 2004. In view of the Long-term involvement of the Company in TWTL and TWHL, no provision has been made in the accounts for the said losses.

13 The company has the following investment and loans in the other companies:

The net worth of the aforesaid companies has been substantially eroded due to losses. In view of the long term involvement of the company in aforesaid companies, no provision has been made in accounts for the said losses.

14 The Company has given loan to and provided guarantee in connection with financial assistance given by a bank to Digi Control Northern Pvt. Ltd. a Company in which directors of the holding company were directors and accordingly required the approval of Central Government under section 295 of Companies Act, 1956.

15 The Assessment of Income Tax are completed upto Accounting year 2002-2003. The Appeals have been filed by Company and income Tax departments in various years viz. 1980-81, 1981-82, 1983-84, 1991-92, 1988-89, 1989-90 and 1997-98. The demand in respect thereof is indeterminate.

16 Previous years income of Rs. Nil/- (previous year Rs. Nil/-) and expenses of Rs. 46085/- (previous year Rs. 96568/- ) are credited/debited under relevant heads.

17 During the year, the Gratuity Liability and Leave encashment liability have been provided on actuarial basis as certified by approved Actuaries.

Fixed Assets used in the Companys business or liabilities contracted have not been identified to any of the reportable segments, as the fixed assets and services are used interchangeably between segments. The company believes that it is currently not practicable to provide segment disclosures relating to total assets and liabilities since a meaningful segregation of the available date is onerous.

18. The Consolidated financial statements incorporating accounts of its subsidiaries viz. Roopsangam Holdings Ltd., Trade Wings Hotels Ltd. And Trade Wings Tours Ltd. Have not been complied.

19. Previous years figures have been regrouped /reclassified where necessary.

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Mar 31, 2002

31-03-2002 31-03-2001 Rupees Rupees

1 Contingent liabilities in respect of:

(a) Claim of ex-employees for retrenchment Amount Amount compensation: Indeterminate Indeterminate

(b)Guarantees given by the company in respect of Loans obtained by subsidiary companies up to limit of Rs. 985 lacs, together with interest, (Previous year Rs. 985 lacs) against which, the outstanding liability including interest is:-

In addition, charge on some of the properties of the company has been created by way of equitable Mortgage in favour of the lender Banks. 151,029,063 124,106,546

(c)Guarantee of US$ 11000/- given in favour of the bank at the time of cancellation of a lost Demand Draft equivalent to 546,700 515,570

(d)Penalties levied by the Collector of Customs on the Company and its employees for alleged violation of the Customs Act, 1962 against which the Company is in appeal. The Pre-deposit of Rs. 3,00,000/- is shown under Loans/Advanccs schedule G pending outcome of Appeal. 300,000 300,000

(c)Show Cause notice received for levy of penalties and fines for alleged violation of Customs Act, 1962 due to irregular releases of travelers cheque to the customers. The Company through their advocates has submitted preliminary replies to the concerned authorities. However no order in this Penalty Penalty regards has been made by the amount amount concerned authority. is is Indeterminate Indeterminate

(f)Liability in respect of travellers cheques lost due to theft etc. but which have not yet been presented for payment (Aggregate Value equivalent to Us $ 15263/- ( Previous Year US $ 26175/-) 758.571 1,226,822

(g)Guarantee in form of Negative lien on ownership property given/agreed to be given by the Company in favour of:

Guarantees in Financial Assistance Limit sanctioned Amount outstanding As at favour of availed by 31-03-2002 31-03-2001

Rupees Rupees Rupees

I Canara Bank Trade Wings Apparels Ltd 7,500,000 3,750,000

II Allahabad Bank Digi Control Northern Pvt. Ltd 5,400,000 5,000,000 5,000,000

III National Co-op. Jeans East Bank(International) Ltd. 5,000,000 4,241,614 5,755.144

IV Vijaya Bank Jeans East 8,000.000 1.752,341 6.943,633 (International) Ltd

V Saraswat Co-op. Trade Wings Institute Bank of Management Ltd 4,100,000 1,035,094 1,322,762

VI Vijaya Bank S. Rose & Co. Ltd. 7,700,000 5,525,169 6,399,984

2(a) The claim against the Company for Blank Travellers Cheque amounting to US$ 20150 (equivalent to Rs. 1,001,455/-) (Previous year US$ 18250 Equivalent to Rs.855,378/-) lost due to theft has not been provided in accounts since the company has necessary insurance cover. Adjustments on account of shortfall in receipt of insurance claim, if any, will be made in the year of settlement.

(b) The Special Directorate of Enforcement , Enforcement Directorate, Govt. of India , New Delhi has imposed presonal penalty of Rs. 100000/- on the Compnay and further personal penalty agreegating to Rs.550000/- on Managing Director, Director and Branch Manager under section 50 of FERA for violation of its provisions during the year 1998-99.

3 Loans & Advances include deposit of Rs. 1,013,140 (Previous year Rs.1,013,140) made with the Travel Agents Association of India (TAAI), who in turn made a security deposit to the Indian Airlines Corporation for extending the credit and sale facility to the member Travel Agents of TAAI, under the mutual guarantee scheme.

4 (a) No provision is made in the accounts for Sundry Debtors considered doubtful Rs. 11,728,045/- (previous year Rs. 68,88,855)

Efforts are being made to recover debts mentioned above.

(b) No provision has been made in accounts for advances considered doubtful amounting to Rs. 8,496,665/- (previous year Rs. 7,967,436/-).

5 The income from commission, baggage handling and clearing charges, service charges, passport and visa and car hire has been shown net as in the past i.e. after deducting all expenses and payment in relation to the said head of income.

6 As mentioned in Note 10 forming part of accounts of the year ending 31-03-1980 approval of Central Government under section 309 of the Companies Act, 1956 for payments of guarantee commission to a former director amounting to Rs. 383,415/- is not necessary (Previous year Rs. 383,415/-).

Application made to Government without prejudice to above contention for payment of aforesaid guarantee commission is pending with the Central Government. Out of the above amount of commission, the sum of Rs. 133,445/- had remained as unpaid liability. This amount was written back to the Profit & Loss account in earlier year.

7 The revaluation of leasehold properties owned by the Company was made on 01-04-1986 resulting into additions of Rs. 10,426,615/- (previous year Rs. 10,426,615/-) The depreciation for the year includes Rs. 161,197/- (Previous year Rs. 161,197/- being depreciation on addition on account of revaluation and the equivalent amount out of revaluation reserve has been withdrawn and credited to Profit & Loss Account.

8 Penalty Amount Inderminate for Current Year (Previous Year Rs. 150000/-) levied by the appellate authorities on the Company and its employees for alleged violation of the provision under customs Act 1962 vide its order dated 29th August, 2001. The Company has not provided the said liability since it has preferred an appeal, against the Order before Custom, Excise and Gold (Control) Appeallate Tribunal Mumbai.

9 Certain premises have been purchased in the name of a Director of the Company for which suitable indemnity is obtained.

10 Paragraph 4C 4D (a) (c ) & (d) Part II of Schedule VI to the Companies Act, 1956 are not applicable.

19 The particulars of earning in foreign exchange and expenditure in foreign currency have been ascertained by the management on the basis of information available with them on which auditors have relied.

11 The Company has given loan to and provided guarantee in connection with financial assistance given by a bank to Digi Control Northern Pvt. Ltd. a Company in which directors of the holding company were directors and accordingly required the approval of Central Government under section 295 of Companies Act, 1956.

12 The returns of Kolkata branch of the Company have not been received. Since April, 1999. The company has During the year 1999-2000 written off assets of the said branch aggregating to Rs. 19138/-. The adjustments, if any, in respect of other assets will be made on receipt of the returns.

13 The Assessment of Income Tax are completed upto Accounting year 2000-2001. The Demand aggregating to Rs. 155057/- in respect of completed assessment is disputed by the Company and is in appeal. The Appeals have been filed by Company and income Tax departments in various years viz. 1980-81, 1981-82, 1983-84, 1991-92, 1988-89, 1989-90 and 1997-98. The demand in respect thereof is indeterminate.

14 Previous years income of Rs. 140105/- (previous year Rs. Nil) and expenses of Rs. 17500/- (previous year Rs. 17,533/- ) are credited/debited under relevant heads.

15 During the year, the Gratuity Liability has been provided on actuarial basis as certified by approved Actuary.

16 Inter branch balances are subject to reconciliation.

17 Previous years figures have been regrouped/reclassified where necessary.

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Mar 31, 2000

1. The claim against the Company for Blank Travellers Cheque amounting to US $ 35,922/- (equivalent to Rs. 15,74,102/-) lost due to theft has not been provided in accounts since the company has necessary insurance cover. Adjustments on account of shortfall in receipt of insurance claim, if any, will be made in the year of settlement.

2. Loans & Advances includes deposit of Rs. 1,013,140/-(Previous year Rs. 1,013,140/-) made with the Travel Agents Association of India (TAAI), who in turn made a security deposit to the Indian Airlines Corporation for extending the credit and sale facility to the member Travel Agents of TAAI. under the mutual guarantee scheme.

3.(a) No provision is made in the accounts for Sundry Debtors considered doubtful Rs 16,546,067/- (previous year Rs 12,068,863/-) and non-provision includes

(i) Debtors aggregating to Rs. 2,524,742/- (previous year Rs 2,524,242/ -) which has remained stagnant for over 5 years

(ii) Debtors aggregating to Rs. 4,027,615/- (previous year Rs 4,101,805/- in respect of which criminal proceedings have been initiated by the Company.

(iii) Debtors aggregating to Rs. 2,180,597/- (Previous year Rs Nil.). which were considered as bad for recovery at branch level and subsequently reversed by Head office during consolidation of branch accounts

Efforts are being made to recover these debts. Looking to the nature and vastness of the Companys business carried on at the Head Office and several branches of the Company, it is difficult to ascertain the exact amount which will ultimately become bad for recovery

(b) No provision is made in accounts tor advances considered doubtful amounting to Rs. 10,277,239/- (previous year Rs. 5,358,434/-)

4. The income from commission baggage handling and clearing charges service charges passport and visa and car hire has been shown net as in the past i.e after deducting all expenses and payment in relation to the said head of income.

5.As mentioned in Note 10 forming part of accounts of the year ending 31-03-1980 approval of Central Government under section 309 of the Companies Act. 1956 for payments of guarantee commission to a former director amounting to Rs 383,415/- was not considered necessary (Previous year Rs. 383,415/-)

Application made to Government without prejudice to above contention for payment of aforesaid guarantee commission is pending with the Central Government. Out of the above amount of commission, the sum of Rs. 133,145/- has remained as unpaid liability this amount was written back to the Profit & Loss account in earlier year.

6. The revaluation of leasehold properties owned by the Company was made on 01-04-1986 resulting into additions of Rs. 10,426,615/- (previous year Rs 10,426,615/-) The depreciation for the year includes Rs 161,197/- (Previous year Rs. 161.197/- being depreciation on addition on account of revaluation and the equivalent amount out of revaluation reserve has been withdrawn and credited to Profit & Loss Account

7. Vehicles include Rs. Nil (Previous Year Rs. 115,205/- being the contribution of the Company in respect of assets taken on lease. Depreciation includes amount in respect of such contribution, which was being written off over the lease period.

8. Certain premises have been purchased in the name of a Director of the Company for which suitable indemnity is obtained.

9. Paragraph 4c Part II of Schedule VI to the Companies Act, 1956 are not applicable in respect of the activities of the Company, as they are in the nature of service activities.

10. The particulars of earning in foreign exchange and expenditure in foreign currency have been ascertained by the management on the basis of information available with them on which auditors have relied.

11. The Company has during the year given loans to and provided guarantee in connection with financial assistance given by a bank to Digicontrol Northern Pvt. Ltd, a Company in which directors of the holding company are directors and accordingly require the approval of Central Government under section 295 of Companies Act. 1956.

12. Previous years income of Rs. 21,063/- (previous year Rs. 593/-) and expenses of Rs. 119,746/- (previous year Rs. 115,497) are credited/debited under relevant heads.

13. The Company hitherto, was funding its Gratuity liability through an arrangement with Life Insurance Corporation (L.I.C.), which has since been discontinued. During the year, the Gratuity Liability has been provided on the basis of actuarial valuation after considering the balance accumulations with L.l.C.

14. Inter branch balances are subject to reconciliation.

15. Previous years figures have been regrouped/reclassified wherever necessary.