Notes to Accounts of Dhanada Corporation Ltd.

Mar 31, 2015

1. As per Clause No. 4.4.5 (b) of the Scheme of Arrangement and Amalgamation sanctioned by Hon'able High Court, Bombay dated 16th July 2009, the Company has acquired land from Dr. Laxman V. Kulkarni and allotted equity shares as a consideration for land so acquired on 30th April 2010. However, registration of the conveyance deed is pending till the date of audit.

2. Managerial Remuneration:

No managerial remuneration is paid or payable for the current year.

3. Depreciation of additions to the Fixed Assets during the year has been provided on pro-rata basis and on opening balances from the date of purchase on Straight Line Method at its useful life of assets and manner prescribed in Schedule II of the Companies Act, 2013.

4. Provision for Taxation:

Current Tax: As there in no taxable income or Book Profit; provision for Income Tax has not been made. Deferred Tax Assets are not recognized as there is no reasonable certainty of realization.

5. The outstanding balances of sundry creditors, sundry debtors, and advances (taken or given) are subject to reconciliation and consequent adjustment if any.

6. The Company has not received any information from suppliers or service providers, whether they are covered under the "Micro, Small and Medium Enterprises (Development) Act, 2006". Due to this, disclosure relating to amount unpaid at the year - end together with interest payable, if any, as required under the said Act are not ascertainable.

7. Employee Benefits (As per Accounting Standard 15 Revised):

8. The Company was availed Term Loan from Saraswat Co.-Op. Bank Ltd. for refurbishment of hotel and Saraswat Co.-Op. Bank Ltd. has assigned and transferred the said loan in favour of Phoenix ARC Pvt. Ltd. The entire underlying securities such as Land, Building, Plant and Machinery etc. situated at C.T.S. No. 18349/1/1 2 3 at Aurangabad are mortgaged to Phoenix ARC Pvt. Ltd. as per assignment agreement dated 9th April 2014.

b. No remuneration paid to the Directors of the Company. No Board Meeting Seating Fees paid. (Previous Year Rs, Nil).

9. Impairment of Fixed Assets:

The Fixed assets specifically Land, Building, and Plant and Machinery of the Company have been valued by an approved value at reasonable interval and there is no impairment of assets in the current year.

10. The Company has provided diminution in the value of Investment made in Subsidiary Companies to the extent of Rs, 441.57 lacs.

11. Events occurring after Balance Sheet Date:

No significant events have been reported by the Company after the balance sheet date till signing of the report which could affect the financial position as on 31st March 2015.

In the opinion of the Management the above legal matters when ultimately concluded will not have material effect on the results of the operations or the financial position of the Company.

ii. Provisions are recognized when the Company has present legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimates can be made for the amount of the obligation.

iii. The Company has defaulted in payment of statutory dues and term loan account; there may be penalties in this respect, which are not provided in books of accounts.

iv. The Company has availed Bank Guarantee of Rs, 1,00,000/- from Saraswat Co-operative Bank for the purpose of Bar License.

12. Previous year's figures are regrouped, reworked and rearranged wherever necessary.

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Mar 31, 2014

1. As per Clause No. 4.4.5 (b) of the Scheme of Arrangement and Amalgamation sanctioned by Hon''able High Court, Bombay dated 16th July 2009, the Company has acquired land from Dr. Laxman V. Kulkarni and allotted equity shares as a consideration for land so acquired on 30th April 2010. However, registration of the conveyance deed is pending till the date of audit.

2. The Ministry of Corporate Affairs vide its notification dated 8th February 2011 has granted exemption from disclosing information in Annual Accounts mentioned under paragraphs 3(i)(a) and 3(ii)(d) of Part II of Schedule VI of the Companies Act, 1956. The Board of Directors of the Company has given consent for such non-disclosure.

3. Managerial Remuneration:

No managerial remuneration is paid or payable for the current year.

4. C.I.F. Values of Imports and Expenditure in foreign currency: NIL

5. F.O.B value of Exports and Earning in Foreign Exchange: NIL

6. Depreciation of additions to the Fixed Assets during the year has been provided on pro-rata basis and on opening balances for full year on Straight Line Method at the rates and manner prescribed in Schedule XIV of the Companies Act, 1956.

7. Provision for Taxation:

Current Tax : Current taxes are provided on the basis of Book Profit as per the provision of Section 115JB of the Income Tax Act, 1961.

Deferred Tax Assets are not recognized as there is no reasonable certainty of realization.

8. The outstanding balances of sundry creditors, sundry debtors, and advances (taken or given) are subject to reconciliation and consequent adjustment if any.

9. The Company has not received any information from suppliers or service providers, whether they are covered under the "Micro, Small and Medium Enterprises (Development) Act, 2006". Due to this, disclosure relating to amount unpaid at the year - end together with interest payable, if any, as required under the said Act are not ascertainable.

10. The Company has availed a Term Loan from Saraswat Co.-Op. Bank Ltd. for refurbishment of the hotel. The entire Assets such as Land, Building, Plant and Machinery etc. situated at C.T.S. No. 18349/1/1 2 3 at Aurangabad are mortgaged to the Bank as security.

11. Impairment of Fixed Assets:

The Fixed assets specifically Land, Building, and Plant and Machinery of the Company have been valued by an approved valuer at reasonable interval in order to comply with the Requirements of AS-28 and there are no impairment of assets in the current year.

12. Events occurring after Balance Sheet Date:

Saraswat Co-Op Bank Ltd. has assigned and transferred all term loan accounts together with all underlying security interest, pledge and guarantee thereto in favour of Phoenix ARC Pvt. Ltd. As per assignment agreement dated 9th April 2014. The letters of such confirmations received from Saraswat Co-Op. Bank and Phoenix ARC Pvt. Ltd. after balance sheet date. No other significant events, which could affect the financial position as on 31st March 2014, have been reported by the Company after the balance sheet date till signing of the report.

13. Provisions, Contingent Liabilities and Contingent Asset:

i. Provisions are recognized when the Company has present legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimates can be made for the amount of the obligation.

ii. The Company has availed Bank Guarantee of Rs. 1,00,000/- from Saraswat Co-operative Bank for the purpose of Bar License.

14. Previous year''s figures are regrouped, reworked and rearranged wherever necessary.

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Mar 31, 2013

1. As per Clause No. 4.4.5 (b) of the Scheme of Arrangement and Amalgamation sanctioned by Hon''able High Court, Bombay dated 16th July 2009, the Company has acquired land from Dr. Laxman V. Kulkarni and allotted equity shares as a consideration for land so acquired on 30th April 2010. However, registration of the conveyance deed is pending till the date of audit.

2. The Ministry of Corporate Affairs vide its notifcation dated 8th February 2011 has granted exemption from disclosing information in Annual Accounts mentioned under paragraphs 3(i)(a) and 3(ii)(d) of Part II of Schedule VI of the Companies Act, 1956. The Board of Directors of the Company has given consent for such non-disclosure.

3. Managerial Remuneration:

No managerial remuneration is paid or payable for the current year.

4. Expenditure in foreign currency : NIL

5. Earning in Foreign Exchange : NIL

6. Depreciation of additions to the Fixed Assets during the year has been provided on pro-rata basis and on opening balances for full year on Straight Line Method at the rates and manner prescribed in Schedule XIV of the Companies Act, 1956.

7. As there is no taxable income or book proft; provision for Income Tax is not made.

8. The outstanding balances of sundry creditors, sundry debtors, and advances (taken or given) are subject to reconciliation and consequent adjustment if any.

9. The Company has not received any information from suppliers or service providers, whether they are covered under the "Micro, Small and Medium Enterprises (Development) Act, 2006". Due to this, disclosure relating to amount unpaid at the year - end together with interest payable, if any, as required under the said Act are not ascertainable.

10. Employee Benefts: (As per AS-15 Revised)

Following information are based on report of Actuary and relied upon by the Auditors:

11. The Company has availed a Term Loan from Saraswat Co.-Op. Bank Ltd. for refurbishment of the hotel. The entire Assets such as Land, Building, Plant and Machinery etc. situated at C.T.S. No. 18349/1/1 2 3 at Aurangabad are mortgaged to the Bank as security.

12. Impairment of Fixed Assets:

The Fixed assets specifcally Land, Building, and Plant and Machinery of the Company have been valued by an approved valuer at reasonable interval in order to comply with the Requirements of AS-28 and there are no impairment of assets in the current year.

13. Events occurring after Balance Sheet Date:

The Company has acquired 60% stake in Dhanada Clean Energy (India) Private Limited and it became a subsidiary of the Company w. e. f. 15th April 2013. No other signifcant events, which could affect the fnancial position as on 31st March 2013, have been reported by the Company after the balance sheet date till signing of the report.

14. Provisions, Contingent Liabilities and Contingent Asset:

i. Provisions are recognized when the Company has present legal or constructive obligation, as a result of past events, for which it is probable that an outfow of economic benefts will be required to settle the obligation and a reliable estimates can be made for the amount of the obligation.

ii. The Company has availed Bank Guarantee of Rs. 1,00,000/- from Saraswat Co-operative Bank for the purpose of Bar License.

15. Previous year''s fgures are regrouped, reworked and rearranged wherever necessary.

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Mar 31, 2012

1. As per Clause No. 4.4.5 (b) of the Scheme of Arrangement and Amalgamation sanctioned by Hon'able High Court, Bombay dated 16th July 2009, the Company has acquired land from Dr. Laxman V. Kulkarni and allotted equity shares as a consideration for land so acquired on 30th April 2010. However, registration of conveyance deed is pending till the date of audit.

2. The Ministry of Corporate Affairs vide its notification dated 8th February 2011 has granted exemption from disclosing information in Annual Accounts mentioned under paragraphs 3(i)(a) and 3(ii)(d) of Part II of Schedule VI of the Companies Act, 1956. The Board of Directors of the Company has given consent for such non-disclosure.

3. Managerial Remuneration:

No managerial remuneration is paid or payable for the current year.

4. Expenditure in foreign currency NIL

5. Earning in Foreign Exchange NIL

6. Depreciation of additions to the Fixed Assets during the year has been provided on pro-rata basis and on opening balances for full year on Straight Line Method at the rates and manner prescribed in Schedule XIV of the Companies Act, 1956.

7. As there is no taxable income or book profit; provision for Income Tax is not made.

8. The outstanding balances of sundry creditors, sundry debtors, and advances (taken or given) are subject to reconciliation and consequent adjustment if any.

9. The Company has not received any information from suppliers or service providers, whether they are covered under the "Micro, Small and Medium Enterprises (Development) Act, 2006". Due to this, disclosure relating to amount unpaid at the year - end together

with interest payable, if any, as required under the said Act are not ascertainable.

10. Employee Benefits: (As per AS-15 Revised)

Following information are based on report of Actuary and relied upon by the Auditors:

b. Employees are eligible for Leave Encashment. The Company has provided Leave Encashment benefit on actuarial value basis. The present Value of Obligation as on 31st March 2012 is Rs 760480/- (Previous Year Rs 242794/-).

11. The Company is engaged in Hospitality and Securities Trading which is considered as the Primary reportable business segment as per Accounting Standard (AS) 17 "Segment Reporting" issued by the Institute of Chartered Accountants of India.

12. The Company has availed a Term Loan from Saraswat Co.-Op. Bank Ltd. for refurbishment of the hotel. The entire Assets such as Land, Building, Plant and Machinery etc. situated at C.T.S. No. 18349/1/1 2 3 at Aurangabad are mortgaged to the Bank as security.

b. No remuneration paid to the Directors of the Company except Board Meeting Seating Fees paid of Rs 2,80,000/- (Previous Year Rs 1,60,000/-)

13. Impairment of Fixed Assets:

The Fixed assets specifically Land, Building, and Plant and Machinery of the Company have been valued by an approved valuer at reasonable interval in order to comply with the Requirements of AS-28 and there are no impairment of assets in the current year.

14. Events occurring after Balance Sheet Date:

No significant events, which could affect the financial position as on 31st March 2012, have been reported by the Company after the balance sheet date till signing of the report.

15. Provisions, Contingent Liabilities and Contingent Asset:

i. Provisions are recognized when the Company has present legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimates can be made for the amount of the obligation.

ii. The Company has availed Bank Guarantee of Rs 1,00,000/- from Saraswat Co-operative Bank for the purpose of Bar License.

16. Previous year's figures are regrouped, reworked and rearranged wherever necessary.

17. Deferred Revenue Expenditure/ Miscellaneous Expenditure (Assets):

All deferred revenue expenditure and miscellaneous expenses carried forwarded from previous year 2010-11 are fully amortized during the current year to make it consistent with the provisions of accounting standard AS 26.

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Mar 31, 2011

1. During the year, the Company has re-classifed 5,00,00,000 un-issued 8 % Cumulative Convertible Preference Shares of Rs. 1/- each in the Authorised Share Capital of the Company into 5,00,00,000 Equity Shares of Rs. 1/- each.

2. As per Clause No. 4.4.5 of the Scheme of Amalgamation sanctioned by Hon'able High Court, Bombay on 16th July 2009, the Company has acquired land from Mr. R. R. Havele, Chairman and Managing Director of the Company and Dr. Laxman V. Kulkarni. The Company has allotted equity shares as a consideration for land so acquired on 30th April 2010. However, registration of sale deed of land in case of Dr. Laxman V. Kulkarni is pending till the date of audit.

3. The Ministry of Corporate Affairs vide its notifcation dated 8th February 2011 has granted exemption from disclosing information in Annual Accounts mentioned under paragraphs 3(i)(a) and 3(ii)(d) of Part II of Schedule VI of the Companies Act, 1956. The Board of Directors of the Company has given consent for such non-disclosure.

4. Managerial Remuneration:

No managerial remuneration is paid or payable for the current year.

5. Expenditure in foreign currency NIL

6. Earning in Foreign Exchange NIL

7. Depreciation has been provided on Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act, 1956, during the year.

8. As there is no taxable income or book profit; provision for Income Tax is not made.

9. The outstanding balances of sundry creditors, sundry debtors, and advances (taken or given) are subject to reconciliation and consequent adjustment if any.

10. As per explanations given by the management, there are no dues to accounts relating small and micro enterprises.

11. Employee Benefits: (As per AS-15 Revised)

a. An amount of Rs. 1,95,328/- is recognized as an expense in the Profit and Loss account in respect of gratuity payable on the basis of actuarial valuation.

b. Employees are eligible for Leave Encashment. The Company has provided Leave Encashment benefit on actuarial value basis.

c. Employees' State Insurance Scheme (ESIS) is the defned contribution scheme offered by the Company. The contributions to this scheme are charged to the profit and loss account of the year in which contribution to such scheme becomes due.

12. The main business of the Company is Hotel Activity. All other activities of the Company are incidental to the main business. Accordingly, there are no separate reportable segments in terms of Accounting Standard 17 on Segment Reporting issued by ICAI.

13. The Company has availed a Term Loan from Saraswat Co.-Op. Bank Ltd. for refurbishment of the hotel. The entire Assets such as Land, Building, Plant and Machinery etc. situated at C.T.S. No. 18349/1/1 2 3 at Aurangabad are mortgaged to the Bank as security.

14. Impairment of Fixed Assets:

The Fixed assets specifcally Land, Building, and Plant and Machinery of the Company have been valued by an approved valuer at reasonable interval in order to comply with the Requirements of AS-28 and there are no impairment of assets in the current year.

15. Events occurring after Balance Sheet Date:

No signifcant events, which could affect the financial position as on 31st March 2011, have been reported by the Company after the balance sheet date till signing of the report.

16. Provisions, Contingent Liabilities and Contingent Asset:

i. Provisions are recognized when the Company has present legal or constructive obligation, as a result of past events, for which it is probable that an outfow of economic benefits will be required to settle the obligation and a reliable estimates can be made for the amount of the obligation.

ii. The Company has availed Bank Guarantee of Rs. 1,00,000/- from Saraswat Co-operative Bank for the purpose of Bar License.

17. Previous year's fgures are regrouped, reworked and rearranged wherever necessary.

18. Deferred Revenue Expenditure/ Miscellaneous Expenditure (Assets):

The Company has deferred expenses relating to the amalgamation between the Company, Maharashtra Hospitality Ltd. and Vedant Lapidary Pvt. Ltd. The Company has decided to write off 1/5th of the said expenses every year to Profit and Loss Account.

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Mar 31, 2010

1. The Company has converted 10,00,00,000 8% Cumulative Preference Shares of Re. 1/- each into 1,35,50,148 equity shares of Re. 1/- each at a premium of ` 6.38 per share on 20th April 2009 by obtaining consent of Preference Shareholders by Special Resolution by way of Postal Ballot.

2. As per Clause No. 4.4.5 of the Scheme of Amalgamation sanctioned by Honable High Court, Bombay dated 16th July 2009, the Company has acquired land from Mr. R. R. Havele, Chairman and Managing Director and Dr. Laxman V. Kulkarni, local resident. The Company has allotted equity shares as a consideration for land acquired on 30th April 2010. However, registration of sale deed of land is pending till the date of audit.

3. As the turnover of the Company includes sale of food and beverages, it is not practicable to give quantitative details of the turnover and consumption pursuant to Para 3(i)(a) of Part II, Schedule VI of the Companies Act, 1956. The Company is seeking exemption from such disclosure. However, in line with the industry practice, the following information is furnished:

4. The Company has invested ` 70,11,062.30 as Share Application money in Malkan Engineering Pvt. Ltd., Subsidiary Company. However shares are allotted on 12th July 2010 i.e. after the balance sheet date.

5. Managerial Remuneration:

No managerial remuneration is paid or payable for the current year.

6. Expenditure in foreign currency Nil

7. Earning in Foreign Exchange Nil

8. The Quantitative data of closing stock and valuation of stock have been adopted as furnished and certifed by the management of the Company.

9. Depreciation has been provided on Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act, 1956 during the year.

10. As there is no taxable income or book proft; provision of Income Tax is not made.

11. The outstanding balances of sundry creditors, sundry debtors, and advances (taken or given) are subject to reconciliation and consequent adjustment if any.

12. As per explanations given by the management, there are no dues to accounts relating small and micro enterprises.

13. Employee Benefts: (As per AS-15 Revised)

a. An amount of ` 85,100/- is recognized as an expense in the Proft and Loss account in respect of gratuity payable on the basis of actuarial valuation.

b. Employees are eligible for Leave Encashment. The Company has provided Leave Encashment beneft on actuarial value basis.

c. Employees State Insurance Scheme (ESIS) is the defned contribution scheme offered by the Company. The contributions to this scheme are charged to the proft and loss account of the year in which contribution to such scheme becomes due.

14. The main business of the Company is Hotel Activity. All other activities of the Company are incidental to the main business. Accordingly, there are no separate reportable segments in terms of this Accounting Standard 17 on Segment Reporting issued by ICAI.

15. The Company has availed a Term Loan from Saraswat Co.-Op. Bank Ltd. for refurbishment of the hotel. The entire Assets such as Land, Building, Plant and Machinery etc. situated at C.T.S. No. 18349/1/1+2+3 at Aurangabad are mortgaged to the Bank as security.

16. Impairment of Fixed Assets:

The Fixed assets specifcally Land, Building, and Plant and Machinery of the Company have been valued by an approved valuer at reasonable interval in order to comply with the Requirements of AS-28.

17. Events occurring after Balance Sheet Date:

Refer Note No. 4 of Notes forming part of Balance Sheet.

18. Provisions, Contingent Liabilities and Contingent Asset:

i. Provisions are recognized when the Company has present legal or constructive obligation, as a result of past events, for which it is probable that an outfow of economic benefts will be required to settle the obligation and a reliable estimates can be made for the amount of the obligation.

ii. The Company has availed Bank Guarantee of ` 1,00,000/- from Saraswat Co-operative Bank for the purpose of Bar License.

19. The Company has submitted Service Tax Return with the Department. The amount of ` 33,52,498.29 shown as Service Ta x Receivable in its books, representing input credit un-availed during the year, is not reconciled with the books of accounts.

20. Previous years fgures are regrouped, reworked and rearranged wherever necessary.

21. The Company has incurred following items of prior period expenses which are debited to Proft and Loss A/c. Loss is shown in excess to that extent.

22. Deferred Revenue Expenditure

The Company has deferred expenses relating to the amalgamation between the Company, Maharashtra Hospitality Ltd. and Vedant Lapidary Pvt. Ltd. amounting to ` 4,74,791/-. The Company has decided to write off 1/5th of the said expenses every year to Proft and Loss a/c.

23. Miscellaneous Expenditure (Assets)

As per the Scheme of Amalgamation, the Company has debited ` 1,16,178.75 to the Miscellaneous Expenditure Account in respect of Transferor Companies and 1/5th of the said expenditure is written off to Proft and Loss Account.

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Mar 31, 2000

I. Previous years figures are regrouped and rearranged wherever necessary.

2. Quantitative information in respect of goods produced / manufactured pursuant to the provision of paragraph 2 and 4 c of part II of schedule vi to the companies Act, 1956 has been given as per annexure 1.

3. MANAGERIAL REMUNERATION

Managing Directors remuneration has not been paid / provided in accounts for the current year (previous year Rs. 3,60,000)

4. AUDITORS REMUNERATION

For audit Rs. 15,000/-

For income Tax Rs. 10,000/-

For other services Rs. 05,000/-

5. Confirmation letters from sundry creditors and loans & advances are called for but not received in many cases and figures are subject to adjustments if any.

6. Imports of C. I. F. basis Nil

Raw material and components

(Including Software) Stores & Spares capital goods

7. Expenditure in Foreign currency Nil

Technical know - how fees

overseas business expenses etc

8. Earnings in Foreign Exchange As per Annx. II

Income from Service

9. A] Depreciation has been provided on straight line method for the year.

B] Additions to various assets are not put to use during the year as work in progress and hence no depreciation charged on such additions. io. The provision for income tax is not provided in the accounts as there is no taxable Income.

10. A) Luxury Tax of Rs. 71,599.00 unpaid as on 31.03.2000.

B) Sale Tax is deferred to the tune of Rs. 20,38,564.02 as on 31.03.2000 as per Deferral Sales Tax incentives under packages Scheme of incentives 1988 of Govt. of Maharashtra.

12. in view of the multiplicity of accounts relating to small scale industrial undertak- ings information for determining the particulars relating to current indebteness to such undertakings as required under schedule vi, part i to the Companies Act. 1956, are not readily available.

13. The net provision for Bad & Doubtful debts is Rs. 14,288.34 written off during the year

14. The financial institutions have approved one time settelment proposal for their Term Loans vide letter dt. 29-3-2000. According to this no further interest up to the cut-off date i.e. 31-3-2000. needs to be provided, as adequate provisions have already been provided.

15. Solar water heating systems of Rs. 24,96,448.00 is not yet transfered in the name of the Company as balance amount of Rs. 8,73,872.00 is payable to Ficon Lease & Finance Ltd. the assets is shown under the head fixed assets & deperication is not provided.