Notes to Accounts of Victoria Enterprises Ltd.

Mar 31, 2013

1 Impairment of Assets

The Company has carried out Impairment test on its fixed assets as on the date of Balance Sheet and the management is of the opinion that there is no asset for which provision for impairment is required to be made as per Accounting Standard - 28 on Impairment of Assets.

2 Contingent Liabilities Not provided for - Nil (P.Y. - Nil)

3 Payments to Auditors

Sr.Particulars 2012 - 2013 2011 - 12 No. Amount in Rs. Amount in Rs.

1 Statutory Audit Fees Including 1,37,875 1,37,875 service tax)

2 Taxation & Company Law Matters 30,665 30,665 (Including Service Tax)

3 11,68,540 1,68,540

4 Managerial Remuneration

The Company has not paid / provided any managerial remuneration during the financial year.

5 Additional information under Paras 3 to 4 - D of Part II of Schedule VI to the Companies Act, 1956.

The Licensed capacity, installed capacity and quantitative and value details in respect of material / construction are not relevant, since the Company is engaged in the business of real estate developments and entertainment.

6 Value of Imports calculated on CIF basis: Rs. Nil (P.Y. - 3,56,964)

7 Earnings in Foreign Exchange : Nil (P.Y. - Nil)

8 ACCOUNTING STANDARD (AS-19) LEASE TRANSACTION DISCLOSURES

Disclosures relating to Finance and Operating Leases

The Company has not entered into any kind of Finance and Operating Lease transactions during the Financial Year. Hence, no disclosure is required to be made as per AS-19 in this respect.

9 Provision for Taxation

a) Current Tax

Current Tax: The company has made appropriate provision for taxation for the year under the provision of the Income Tax Act, 1961

b) Deferred Tax

As per Accounting Standard 22 on ''Taxes on Income'' - the details of deferred tax liabilities/assets are as under:

10 Segment Reporting

Business Segments: The Company is operating in two Business Segments i.e. Real Estates Development and Entertainment but entertainment segment does not carry on any activity from preceding three financial years, and the same was not identified as a reportable segment, so Segment Reporting is given for Business/Product Segment as per Accounting Standard (AS) 17 on Segmental Reporting issued by the Institute of Chartered Accountants of India (ICAI)

Geographical Segments : The Company is on carrying all of its operational activities only in the domestic market i.e. India and not having any operations in the overseas market hence there is only one Geographical Segment i.e. India. Accordingly no details are required to be given for the ''Geographical Segments''.

11 The balance of Debtors, Creditors, Loans & Advances and other parties are subject to confirmation and reconciliation, if any.

12 In the opinion of the management Current Assets and Loans & Advances are stated approximately at the values which are realizable in the normal course of business and the provisions of all known liabilities are adequate

13 The Company has not received any intimation from its "suppliers" regarding their status under the micro, small and Medium Enterprises Act, 2006 and hence disclosers, if any, relating to amount unpaid as at the year end together with interest paid / payable as required under the said Act can not be ascertained and accordingly no disclosures have been given in this regards.

Benefits to Employees:

14 As per Accounting Standard 15 "Employee Benefits", the disclosures of Employee benefits as defined in the Accounting Standard are given below :

a. Defined Contribution Plan

(i) Defined Contribution Plan: Not Applicable

b. Defined Benefits Plan:

(ti) Gratuity (unfunded)

(a) Liability in respect of Gratuity of Rs. 44,748/- during the year, was made based on the basis of the valuation conducted itself by the management in consultation with their gratuity advisors.

15 During the financial year under review, the Management has identified three motor cars which are used exclusively for specific projects, the depreciation thereon of Rs. 21,20,732/- has been included in the project''s work in progress and shown as part of closing work in progress.

16 The Bank of Baroda has classified its Term Loan account as Non Performing Asset and has recalled the above loan and has also issued a Demand Notice under Section 13 of the SARFAESI. The case is pending before Debt Recovery Tribunal. The bank has not provided for the interest on the above account from the month of December, 2011 onwards (interest provided in Financial Year 2011-2012 till November 2011 -Rs. 76,54,161/-). The company has provided for interest on the above loan account in its books of accounts for the period from April 2012 to March 2013 for a sum of Rs. 1,26,30,886/-

17 During the Financial Year, three real estate projects of the company were under construction at various places. A sum of Rs. 8,98,01,838/- (Previous Year Rs. 10,47,86,060/-) was incurred by the company directly and indirectly attributable towards the construction of these projects shown as "Construction and Development Cost" as per Note No 17 annexed to the Profit and Loss Account.

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Mar 31, 2012

A) The company had issued 1,00,000 5% optionally convertible preference shares (OCPS) of Rs. 1000 each on 28-04-2008 with due approval of SEBI. The said preference shares were to be converted into the equity shares on or before the exercise date i.e. 18 months from the date of allotment of OCPS, at the discretion of the preference shareholders. However if a preference shareholder has not exercised the option on or before that date. After the lapse of exercise date, the OCPS will be converted into 5% Non Cumulative Redeemable Preference Share (NCRPS) of Rs. 1000/- each carrying a coupon rate of 5% and will be redeemable at the end of 10 years from the date of allotment of OCPS. However The Board of Directors is entitled to call for redemption of NCRPS in full or in part in one or more trenches after the expiry of 18 months.

b) There are nil number of shares (Previous year Nil) in respect of each, class in the company held by its holding company or its ultimate holding company including shares held by or by subsidiary or associates of the holding company or the ultimate holding company in aggregate.

c) Shares in the company held by each shareholders holding more than 5% shares, as on 31.03.2012:

d) There are no calls unpaid ( Previous year No including calls unpaid by Directors and Officers as on balance sheet date

e) There is no forfeiture of the shares of any class during the Financial Year (Previous Year -Nil).

1 Impairment of Assets

The Company has carried out Impairment test on its fixed assets as on the date of Balance Sheet and the management is of the opinion that there is no asset for which provision for impairment is required to be made as per Accounting Standard - 28 on Impairment of Assets.

2 Contingent Liabilities Not provided for - Nil (P.Y. - Nil)

3 Managerial Remuneration

The Company has not paid / provided any managerial remuneration during the financial year.

4 Additional information under Paras 3 to 4 - D of Part II of Schedule VI to the Companies Act, 1956.

The Licensed capacity, installed capacity and quantitative and value details in respect of material / construction are not relevant, since the Company is engaged in the business of real estate developments and entertainment.

5 Value of Imports calculated on CIF basis : Rs. 3,56,964 (P.Y. - Nil)

6 Earnings in Foreign Exchange : Nil (P.Y. - Nil)

7 Expenditure in Foreign Currency Nil (P.Y. - Nil)

8 ACCOUNTING STANDARD (AS-19) LEASE TRANSACTION DISCLOSURES

Disclosures relating to Finance and Operating Leases

The Company has not entered into any kind of Finance and Operating Lease transactions during the Financial Year. Hence, no disclosure is required to be made as per AS-19 in this respect.

9 Provision for Taxation

a) Current Tax

Current Tax: The company has made appropriate provision for taxation for the year under the provision of the Income Tax Act, 1961

b) Deferred Tax

As per Accounting Standard 22 on ''Taxes on Income'' - the details of deferred tax liabilities/assets are as under:

10 Segment Reporting

Business Segments: The Company is operating in two Business Segments i.e. Real Estates Development and Entertainment but entertainment segment does not carry on any activity from preceding three financial years, and the same was not identified as a reportable segment, so Segment Reporting is given for Business/Product Segment as per Accounting Standard (AS) 17 on Segmental Reporting issued by the Institute of Chartered Accountants of India (ICAI)

Geographical Segments : The Company is on carrying all of its operational activities only in the domestic market i.e. India and not having any operations in the overseas market hence there is only one Geographical Segment i.e. India. Accordingly no details are required to be given for the ''Geographical Segments''.

11 The balance of Debtors, Creditors, Loans & Advances and other parties are subject to confirmation and reconciliation, if any.

12 In the opinion of the management Current Assets and Loans & Advances are stated approximately at the values which are realizable in the normal course of business and the provisions of all known liabilities are adequate.

13 The Company has not received any intimation from its "suppliers" regarding their status under the micro, small and Medium Enterprises Act, 2006 and hence disclosers, if any, relating to amount unpaid as at the year end together with interest paid / payable as required under the said Act can not be ascertained and accordingly no disclosures have been given in this regards.

14 There is no Income Tax assessment of the Company pending in appeal/ under regular assessment up to the assessment year 2010-11.

Benefits to Employees:

As per Accounting Standard 15 "Employee Benefits", the disclosures of Employee benefits as defined in the Accounting Standard are given below:

a. Defined Contribution Plan

(i) Defined Contribution Plan: Not Applicable

b. Defined Benefits Plan:

(ii) Gratuity (unfunded)

(a) Liability in respect of Gratuity of Rs. 40,680/- during the year, was made based on Actuarial Basis as valued by Gratuity Consultants.

15 During the financial year under review, the Management has identified three motor cars which are used exclusively for specific projects, the depreciation thereon of Rs. 11,40,667/- has been included in the project''s work in progress and shown as part of closing work in progress.

16 The Bank of Baroda has classified its Term Loan account as Non Performing Asset and has recalled the above loan and has also issued a Demand Notice under Section 13 of the SARFAESI. The case is pending before Debt Recovery Tribunal. The bank has not provided for the interest on the above account from the month of December, 2011 onwards (interest provided in Financial Year 2011-2012 till November 2011 -Rs., 76,54,161/-). The company has provided for interest on the above loan account in its books of accounts for the period from December 2011 to March 2012 for a sum of Rs. 42,15,413.55/-

17 During the Financial Year, three real estate projects of the company were under construction at various places. A sum of Rs. 10,47,86,060/- (Previous Year Rs. 14,57,43,235/-) was incurred by the company directly and indirectly attributable towards the construction of these projects shown as "Construction and Development Cost" as per Note No 14 annexed to the Profit and Loss Account.

18 Previous year figures have been re-arranged and re-grouped wherever necessary.

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Mar 31, 2010

1. Impairment of Assets

The Company has carried out Impairment test on its fixed assets as on the date of Balance Sheet and the management is of the opinion that there is no asset for which provision for impairment is required to be made as per Accounting Standard - 28 on Impairment of Assets.

2. Contingent Liabilities Not provided for - Nil (P.Y. - Nil)

3. Managerial Remuneration

The Company has not paid / provided any managerial remuneration during the financial year.

4. Additional Information under Paras 3 to 4 - D of Part II of Schedule VI to the Companies Act, 1956.

The Licensed capacity, installed capacity and quantitative and value details in respect of material / construction are not relevant, since the Company is engaged in the business of real estate developments and entertainment.

4. Value of Imports calculated on CIF basis : Nil (P.Y. - Nil)

6. Earnings in Foreign Exchange : Nil (P.Y. - Nil)

7. Expenditure in Foreign Currency : Nil (P.Y. - Rs. 62.84 Lacs)

8. Related Parties Disclosures

(I). Names of related parties

Names of related parties where control exists irrespective of whether Nil transactions have occurred or not

Names of other related parties with - whom transactions have taken place during the year

Associates Nil

Key Management Personnel Mr. Krishna Kumar pittiee (Direclor)

Mrs. Sangeeta Pittie (Director)

Relatives of key management personnel Nil

1. M/S. Victoria Enterta- inment Pvt. Ltd.

Enterprises owned or significantly influenced by key management personnel 2. M/s. Bad Boys or their relatives Entertainment Pvt Ltd

3. M/s. Eastern Ceramics Ltd

4. M/s. Victoria Projects Pvt. Ltd

5. M/s. Shraddha Builders

6. M/s. Victoria Construction

7. M/s. Tassion Developers Pvt. Ltd.

8. M/s. P Zone Developers Pvt. Ltd

9. M/s. Victoria Utilities Pvt. Ltd.

10. M/s. Victoria Realities Pvt Ltd.



9. ACCOUNTING STANDARD (AS-19) LEASE TRANSACTION DISCLOSURES

(a) Disclosures relating to Finance and Operating Leases

The Company has not entered in any kind of Finance and Operating Lease transactions during the Financial Year. Hence, no disclosure is required to be made as per AS-19 in this respect.

10. Provision for Taxation

a) Current Tax

Current Tax: The company has made a appropriate provision for taxation for the year under the provision of the Income Tax Act, 1961

11. Segment Reporting

Business Segments: The Company is operating in two Business Segment i.e. Real Estates Development and Entertainment but entertainment segment not carry on any activity from preceding two financial year, and the same was not identified as a reportable segment, so Segment Reporting is given for Business/Product Segment as per Accounting Standard (AS) 17 on Segmental Reporting issued by the Institute of Chartered Accountants of India (ICAI)

Geographical Segments : The Company is carrying all of its operational activities only in the domestic market i.e. India and not having any operations in the overseas market hence there is only one Geographical Segment i.e. India, accordingly no details are required to be given for the ''Geographical Segments''.

12. The balance of Debtors, Creditors, Loans & Advances and other parties are subject to confirmation and reconciliation, if any.

13. in the opinion of the management Current Assets and Loan & Advances are stated approximately at the values which are realizable in the normal course of business and the provisions of all known liabilities are adequate

14. The Company has not received any intimation from its "suppliers" regarding their status under the micro, small and Medium Enterprises Act, 2006 and hence disclosers, if any, relating to amount unpaid as at the year end together with interest paid / payable as required under the said Act can not be ascertained and accordingly no disclosures have been given in this regards.

15. Income Tax assessments of the Company are pending in appeal for the assessment year 2006-07. However Income Tax assessments of the Company have been completed till the assessment year 2005-06.

Benefits to Employees:

As per Accounting Standard 15 "Employee Benefits", the disclosures of Employee benefits as defined in the Accounting Standard are given below :

a. Defined Contribution Plan

(i) Defined Contribution Plan: Not Applicable

b. Defined Benefits Plan:

(ii) Gratuity (unfunded)

(a) Liability in respect of Gratuity of Rs. 46,550/- during the year, was made based on estimation done by the Management which looks on higher side.

16. During the financial year under review, the Management has identified two motor cars which are used exclusively for specific projects, the depreciation thereon of Rs. 17.47 lakhs has been included in the project''s work in progress and shown as part of closing work in progress, whereas the last year the depreciation on the same charged to Profit & Loss Account since it was not specifically used for the projects.

17. The company had issued 1,00,000 5% optionally convertible preference shares (OCPS) of Rs. 1000 each on 28-04-2008 with due approval of SEBI. The said preference shares were to be converted into the equity shares on or before the exercise date i.e. 18 months from the date of allotment of OCPS, at the discretion of the preference shareholders. However a preference shareholder has not exercised the option on or before that date. After the lapse of exercise date, the OCPS converted into 5% Non Cumulative Redeemable Preference Share (NCRPS) of Rs. 1000/- each carrying a coupon rate of 5% and will be redeemable at the end of 10 years from the date of allotment of OCPS. However The Board of Directors is entitled to call for redemption of NCRPS in full or in part in one or more chances after the expiry of 18 months.

18. Previous years figures have been re-arranged and re-grouped wherever necessary

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Mar 31, 2009

1 Impairment of Assets

The Company has carried out Impairment test on its fixed assets as on the date of Balance Sheet and the management is of the opinion that there is no asset for which provision for impairment is required to be made as per Accounting Standard - 28 on Impairment of Assets.

2 Contingent Liabilities Not provided for - Nil (P.Y. - Nil)

3 Managerial Remuneration

The Company has not paid / provided any managerial remuneration during the financial year.

4 Additional information under Paras 3 to 4 - D of Part II of Schedule VI to the Companies Act, 1966.

The Licensed capacity, installed capacity and quantitative and value details in respect of material / construction are not relevant, since the Company is engaged in the business of real estate developments and entertainment.

5 Value of Imports calculated on CIF basis : Nil (P.Y. - Nil)

6 Earnings in Foreign Exchange : Nil (P.Y. - Nil)

7 Expenditure in Foreign Currency 62.84 Lacs (P.Y. - Nil)

8 Related Parties Disclosures

(I). Names of related parties

Names of related parties where control exists irrespective Nil of whether transactions have occurred or not

Names of other related parties with whom transactions have taken place during the year:

Associates Nil

Mr. Krishna Kumar Pittie (Director)

Key Management Personnel Mrs Sangeeta Pittie (Director)

Relatives of key management personnel Nil

Enterprises owned or significantly influenced by key Victoria Reality Pvt. Ltd. management personnel or their relatives

Victona Entertainment Pvt. Ltd.

Victoria Developers Pvt. Ltd.

9 ACCOUNTING STANDARD (AS-19) LEASE TRANSACTION DISCLOSURES

(a) Disclosures relating to Finance and Operating Leases

The Company has not entered in any kind of Finance and Operating Lease transactions during the Financial Year. Hence, no disclosure is required to be made as per AS-19 in this respect.

10 Provision for Taxation

a) Current Tax

Current Tax: The company has made a appropriate provision for taxation for the year under the provision of the Income Tax Act, 1961

11 Account confirmation statements were not received from some of the parties.

Segment Reporting

12 Business Segments : The Company is operating in two Business Segment i.e. Real Estates Development and Entertainment but entertainment segment not carry on any activity from preceding two financial year, and the same was not identified as a reportable segment, so Segment Reporting is given for Business/Product Segment as per Accounting Standard (AS) 17 on Segmental Reporting issued by the Institute of Chartered Accountants of India (ICAI)

Geographical Segments : The Company is carrying all of its operational activities only in the domestic market i.e. India and not having any operations in the overseas market hence there is only one Geographical Segment i.e. India, accordingly no details are required to be given for the Geographical Segments.

13 General Notes

I) The dues to Small Scale Industrial (SSI) units are not determinable as the suppliers have not furnished information about their status

II) Term Loan

The Company has availed a Term Loan facilities from Indiabulls, Mumbai secured by registered mortgage of the entire 9th and 10th floor of Vaibhav Chambers, BKC Bandra (East) property held in the name of Mr. Krishna Kumar Pittie, Director of the Company.

III) Income Tax assessments of the Company have been completed till the assessment year 2006-07.

14 Current Assets and Loan & Advances are stated at the values which are realizable in the normal course of business in the opinion of the management.

15 Previous years figures have been re-arranged and re-grouped wherever necessary As per report of even date.

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Mar 31, 2008

1. Impairment of Assets

The Company has carried out Impairment test on its fixed assets as on the date of Balance Sheet and the management is of the opinion that there is no asset for which provision for impairment is required to be made as per Accounting Standard - 28 on Impairment of Assets.

2. Contingent Liabilities Not provided for - Nil (P.Y. - Nil)

3. Managerial Remuneration

The Company has not paid / provided any managerial remuneration during the financial year.

4. Additional information under Paras 3 to 4 - D of Part II of Schedule VI to the Companies Act, 1956.

The Licensed capacity, installed capacity and quantitative and value details in respect of material / construction are not relevant, since the Company is engaged in the business of real estate developments and entertainment.

5. Value of Imports calculated on CIF basis: Nil (P.Y. - Nil)

6. Earnings in Foreign Exchange : Nil (P.Y. - Nil)

7. Expenditure in Foreign Currency Nil (P.Y. - Nil)

8. Segment Reporting Disclosure for the year ended 31.03.2008 as per Accounting Standard-17 issued by ICAI.

9. ACCOUNTING STANDARD (AS-19) LEASE TRANSACTION DISCLOSURES

(a) Disclosures relating to Finance and Operating Leases

The Company has not entered in any kind of Finance and Operating Lease transactions during the Financial Year. Hence, no disclosure is required to be made as per AS-19 in this respect.

10. General Notes

I) The dues to Small Scale Industrial (SSI) units are not determinable as the suppliers have not furnished information about their status

II) Term Loan

The Company has availed a Term Loan facilities from Indiabulls, Mumbai secured by registered mortgage of the entire 9th and 10th floor of Vaibhav Chambers, BKC Bandra (East) property held in the name of Mr.Krishna Kumar Pittie Director of the Company.

III) Income Tax assessments of the Company have been completed till the assessment year 2004-05.

IV) The Company has received Share Application Money for 1,00,000 5% Optionally Convertible Preference Share (OCPS) of face value 1,000/- each for Rs. 10,00,00,000/- during the year and same has been allotted on 28.04.2008.

11. Account confirmation statements were not received from some of the parties.

12. Current Assets and Loan & Advances are stated at the values which are realizable in the normal course of business in the opinion of the management.

13. Previous years figures have been re-arranged and re-grouped wherever necessary.

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Mar 31, 2006

ANNUAL REPORT 2005-2006

NOTES ON ACCOUNTS

SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO ACCOUNTS:

I. Significant Accounting Policies:

A) Accounting Convention:

The Accompanying Financial Statement have been prepared in accordance with the historical cost convention and in accordance with the Companies Act, 1956 and in all material aspect with applicable accounting standards issued by the Institute of Chartered Accountants of India.

B) System of Accounting:

The company adopts the accrual basis in the preparation of its accounts.

C) Fixed Assets:

Fixed assets erected & commissioned have been capitalised at cost including other incidental expenses relating to acquisition and installation.

D) Depreciation:

I) Depreciation has been provided on written down value method corresponding to the rates prescribed under schedule XIV of the Companies Act 1956.

II) Depreciation on additions is being provided on pro-rata basis from the date of such additions.

III) Lease hold Land is being amortized over the period of lease.

E) Revenue Recognition:

I) In case of Development of Real Estates revenue is recognized when significant risk and rewards incidental to transaction/property has been transferred to the buyer according to Accounting Standard - 9 relating to Revenue Recognition issued by ICAI.

II) In case of Civil Construction Contracts the Company follows the percentage of completion method to recognized the Revenue as per Accounting Standard - 7 relating to Construction contracts issued by ICAI. The Revenue is recognized only on completion of projects above stipulation percentage.

III) Determination of revenues under the Percentage of Completion Method necessarily involves making estimates by the Company, some of which are of technical nature, concerning, where relevant, the percentage of completion, costs to completion, the expected revenues from the project/activity and the foreseeable losses to completion. The auditors have relied upon such estimates.

IV) Dividend including Interim are accounted for when declared.

F) Inventory:

Inventories are valued on the following basis:

I) Inventories of finished goods and materials at site are valued at lower of cost or net releasable value.

II) All cost incurred for development of Real Estates are shown as work in, progress till the completion/sale/recognition of revenues related to such property. This includes cost of land, development expenses, interest and other cost/expenses incidental to the projects undertaken by the company.

III) All cost incurred for movies under production, which has not been completed till date of Balance sheet has been shown as work in progress which also includes advances paid in relation to such production.

G) Lease Transactions:

Assets acquired under finance leases are recognized in accordance with the method recommended by the ICAI. Lease payments are apportioned between finance charge and reduction of outstanding liabilities. The finance charge is allocated to periods during lease term at a constant periodic rate of interest on the remaining balance of the liability.

H) Investments:

Long term Investments are stated at cost less permanent diminution in value if any.

Current Investments are valued at lower of cost and fair value.

I) Taxes on Income:

Income Tax expense comprise of Current Tax and Deferred Tax charge or credit. The current tax is determined as the amount of tax payable in respect of taxable income for the year, as per the provisions of Income Tax Act, 1961. The Company provides for Deferred Tax Liability based on the tax effect of Timing Differences resulting from the recognization of item in the financial statements and estimating its current income tax provision. Where there are brought forward fiscal allowances, deferred tax asset is recognized only if there is virtual certainty of realization of such assets. Deferred tax assets and liabilities are reviewed as at each balance sheet date and restated as per current developments.

J) Borrowing Costs:

Borrowing Costs attributable to the fixed assets during their construction/renovation and modernization are capitalized in accordance with AS-16 issued by ICAL Such borrowing costs are apportioned on the average balance of Capital Work-In-Progress for the year. Other borrowing costs are recognized as an expense in the period in which they are incurred.

K) Impairment: According to AS-28 on 'Impairment of Assets' an Asset is treated as impaired when the carrying cost of asset exceeds its recoverable value. Impairment Loss is charged to Profit & Loss A/c in the year in which impairment is identified.

L) Provisions, Contingent Liabilities and Contingent Assets: Provisions involving a substantial degree of estimation in measurement are recognized when there is a resent obligation as a result of past events and it is probable that there will be an outflow of resources. Contingent Liabilities are not recognized but are disclosed in the notes. Contingent Assets are neither recognized nor disclosed in the financial statements.

M) Miscellaneous Expenditure: The Company has written off all the preliminary/miscellaneous expenditure in the financial year in which they have incurred as per Accounting Standard - 26 on intangible Assets issued by ICAI

II NOTES TO ACCOUNTS:

1. Impairment of Assets: The Company has carried out Impairment test on its fixed assets as on the date of Balance Sheet and the management is of the opinion that there is no asset for which provision for impairment is required to be made as per Accounting Standard - 28 on Impairment of Assets.

2 Contingent Liabilities Not provided for - Nil (PY - Nil).

3 Payments to Auditors: (Amount Rs.) Particulars 2005-2006 2004-2005

1. Statutory Audit Fees 11,224 11,020 2. Certification Fees - 3,000 3. Taxation & Company Law Matters - 5,000 (Including Service Tax) 11,224 19,020

4. Managerial Remuneration:

The Company has not paid/provided any managerial remuneration during the financial year.

5. Additional information under Paras 3 to 4 - D of Part II of Schedule VI to the Companies Act , 1956.

The Licensed capacity, installed capacity and quantitative and value details in respect of material/construction are not relevant to the Company is engaged in the business of real estate developments and entertainment.

6. Value of Imports Calculated on CIF basis: Nil (PY - Nil)

7. Earnings in Foreign Exchange : Nil (PY - Nil)

8. Expenditure in Foreign Currency Nil (PY - Nil)

9. In absence of adequate profits the company has not paid/provided any commission on the profits to any managerial person.

10. Segment Reporting Disclosure for the year ended 31-03-2006 as per Accounting Standard - 17 issued by ICAI:

SEGMENT INFORMATION:

The Company's segment information as at and for the year ended 31st March 2006 are as follows:

Primary Segment - (Business Segment)

1. Real Estate Development 2. Entertainment 2005 - 2006 2004 - 2005

REVENUE: Real Estate Development (including Increase/(Decrease) in Work in Progress) 230,756,642 - Entertainment (including Increase/(Decrease) in Work in Progress) 505,404 - Unallocable 1,391,575 1,034,030 Total 232,653,621 1,034,030

RESULTS: Segmental Profit - Real Estate Development - - Segmental Profit - Entertainment - - Unallocable Profit (Net) (3,269,369) 1,034,036 Net profit/(Loss) Before Tax & Prior period adjustments (3,269,369) 668,654 Provision For Tax (Including deferred Tax and FBT) 30,908 6,000 Net Profit/(Loss) after Tax but before Prior period adjustments (3,300,277) 662,654

OTHER INFORMATION: Segment Assets: Real Estate Development 230,756,642 - Entertainment 10,895,404 - Unallocable Assets 1,081,769 72,85,152 Total Assets 242,733,816 7,285,152 Segment Liabilities Real Estate Development 221,870,707 - Entertainment - - Share Capital & Reserves 3,792,905 7,093,182 Unsecured Loans and Bank Overdraft 16,754,976 - Unallocable Liabilities 315,228 191,970 Total Liabilities 242,733,816 7,285,152 Segment Capital Employed Real Estate Development 8,885,935 - Entertainment 10,895,404 - Unallocable 766,541 7,093,182 Total Capital Employed 20,547,881 7,093,182 Capital Expenditure - - Depreciation for the year 6,656 -

11. Related party disclosure in accordance with Accounting Standard 18 issued by the Institute of Chartered Accountants of India (ICAI)

A. Related Parties and nature of relationship:

1. Key Managerial Person/Enterprises 1. Krishna Kumar Pittie having direct/indirect control or (from 23.05.2005) significant influence: 2. Mrs. Sangeeta Pittie (from 23.05.2005)

2. Enterprises where Directors or their 1. Victoria Reality Pvt. Ltd. relatives are exercising significant (from 23.05 2005) influence 2. Bad Boys Entertainment Pvt. Ltd. (from 23.05.2005) 3. Daffodils & Dreams Entertainment Pvt, Ltd. (from 23.05.2005) 4. Bohra Infrastructure Pvt, Ltd. (from 23.05.2005) 5. Express Leasing Ltd. (upto 06.07.2005)

B. Aggregated related Parties Disclosure: (Amount in Rs.) Key Managerial Person/ Enterprises where Directors Nature of Transactions Enterprises or their relatives are having exercising significant direct/ influence indirect control or significant influence: Business Advances - 102,308,683 taken/received back (-)

Unsecured Loan 32,760,000 - Received (-) (-) Unsecured Loan 23,910,000 - Repaid (-) (-)

Business Advances - 110,858,683 Repaid/Given (-) (-) Interest Received 178,849 Investments in Equity - - Shares (-) (1,314,575) Receivables - 8,728,849 (-) (-) Payables 8,850,000 - (-) (-)

Amount written off or written back in respect of debts due from or to related parties are 'NIL'.

Figures for the previous year has been shown in the brackets.

Related party relationship is as identified by the management and relied upon by the auditor.

12. ACCOUNTING STANDARD (AS-19) LEASE TRANSACTION DISCLOSURES:

(a) Disclosures relating to Finance and Operating Leases:

The Company has not entered in any kind of Finance and Operating Lease transactions during the Financial Year. Hence, no disclosure is required to be made as per AS-19 in to is respect.

13 Provision for Taxes:

Current Tax: The company has incurred loss in the financial year and view of this the management is of the opinion that no provision for income tax is required to be made for the financial year under the provision of the Income Tax Act, 1961.

Deferred tax is recognized on timing differences in accordance with AS-22 issued by ICAI as per details given hereunder.

As on As on 31.03.2006 31.03.2005 Deferred Tax Liabilities: Due to difference in Depreciation (11,154) - Total - A (11,154) Deferred Tax Asset Due to difference in Preliminary Expenses 91,555 - Total - B 91,555 - Total A + B 80,401 - Balance carried Forward to Balance Sheet 80,401 - Charge to Profit & Loss A/c 80,401 -

The company having carried forward business losses/unabsorbed depreciation as per Income Tax Act, 1961 but no deferred tax has been created on this losses considering the concept of prudence and virtual certainty.

14 Earning Per Shares:

As at 31.03.2006 As At 31.03.2005

I. Net Profit/(Loss) after tax available for (3,300,277) 662,654 equity shareholders (Rs.)

II. Weighted average number of equity shares 500,000 500,000 of Rs.10/- each outstanding during the year (No. of Shares)

III. Basic and Diluted Earnings/(Loss) per (6.60) 1.33 Share (Rs.)

15. Retirement Benefits:

I) The Provisions of the Provident Fund Act, 1952 are not applicable to the Company.

II) The Provisions of the Gratuity Act, 1952 are not applicable to the Company.

16. Miscellaneous expenditure:

The company has incurred a expenditure for increasing in Authorized Capital amounting to Rs.3,40,000/- during the financial year ended on 31.03.2006 and same has been written off during the year as per Accounting Standard - 26 on Intangible Assets Issued by ICAI

17. General Notes:

I) The dues to Small Scale Industrial (SSI) units are not determinable as the suppliers have not furnished information about their status

II) Bank overdraft:

The Company has availed a overdraft facilities from Oriental Bank of Commerce, Prabhadevi Branch secured by Equitable mortgage of the entire 9th

and 10th floor of Vaibhav Chambers, BKC Bandra (East) property held in the name of Krishna Kumar Pittie (Director) of the Company.

III) Income Tax assessments of the Company has been, completed till the assessment year 2004-05.

18. Account confirmation statements were not received from some of the parties.

19. Current Assets and Loan & Advances are stated at the values which are realizable in the normal course of business in the opinion of the management.

20. Previous years figures have been re-arranged and re-grouped wherever necessary.

As per report of even date

For and behalf of M/s Ravindra Chaturvedi & Co. Chartered Accountants For Victoria Enterprises Limited

Ravindra Chaturvedi Krishna Kumar Pittie Sangeeta Pittie partner Director Director Membership No.:48305

Date : 30th June, 2006 Place: Mumbai

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Mar 31, 1999

(i) Previous year's figures have been regrouped wherever necessary to make them comparable with the figures of the current year.

(ii) No provision for taxation has been made in view of losses.

(iii) There are no amounts payable to any small scale industrial undertaking.

(iv) The amount of audit fees include Rs. 250/- (P.Y. Nil) towards service tax.

(v) Additional informations required pursuant to Part II of Schedule VI to the Companies Act, 1956 are not applicable to the Company.