Notes to Accounts of IVRCL Ltd.

Mar 31, 2024

3.14 Provisions and Contingent Liabilities:

Provisions are recognised when the
Company has a present obligation
(legal or constructive) as a result of a
past event, it is probable that an
outflow of resources embodying
economic benefits will be required to
settle the obligation and a reliable

estimate can be made of the amount
of the obligation. Provisions are
measured at the best estimate of the
expenditure required to settle the
present obligation at the Balance
Sheet date.

If the effect of the time value of money is material, provisions are discounted to reflect its
present value using a current pre-tax rate that reflects the current market assessments of
the time value of money and the risks specific to the obligation. When discounting is used,
the increase in the provision due to the passage of time is recognised as a finance cost.

Contingent liabilities are disclosed
when there is a possible obligation
arising from past events, the existence
of which will be confirmed only by the
occurrence or non-occurrence of one
or more uncertain future events not
wholly within the control of the

3.15 Inventories

The stock of construction material,
stores and spares are valued at lower
of cost on FIFO basis and net all
charges in bringing the goods to their
present location and condition,
including octroi and other levies,
transit insurance and receiving
charges. Work-in-progress and
finished goods include appropriate

3.16 Exceptional items

Items of income or expense from
ordinary activities which are non¬
recurring and are of such size, nature
or incidence that their separate
disclosure is considered necessary to

3.17 Non-derivative financial instruments

Financial assets and liabilities are
recognised when the Company
becomes a party to the contractual
provisions of the instrument. Financial
assets and liabilities are initially
measured at fair value. Transaction
costs that are directly attributable to
the acquisition or issue of financial

Company or a present obligation that
arises from past events where it is
either not probable that an outflow of
resources will be required to settle the
obligation or a reliable estimate of the
amount cannot be made.

proportion of overheads and, where
applicable, excise duty. Net realisable
value is the estimated selling price in
the ordinary course of business, less
the estimated costs of completion and
the estimated costs necessary to make
the sale. realisable value after
providing for obsolescence and other
losses, where considered necessary.

explain the performance of the
Company are disclosed as Exceptional
items in the Statement of Profit and
Loss.

assets and financial liabilities (other
than financial assets and financial
liabilities at fair value through profit or
loss) are added to or deducted from
the fair value measured on initial
recognition of financial asset or
financial liability.

a. Financial assets

Cash and cash equivalents:

The Company considers all highly
liquid financial instruments, which
are readily convertible into known
amounts of cash that are subject
to an insignificant risk of change
in value and having original

Trade Receivables and Loans:

Trade receivables are initially
recognised at fair value.
Subsequently, these assets are
held at amortised cost, using the
effective interest rate (EIR)

Debt Instruments: Debt

instruments are initially measured
at amortised cost, fair value
through other comprehensive
income (''FVOCI'') or fair value
through profit or loss (''FVTPL'') till

Equity Instruments: All

investments in equity instruments
classified under financial assets
are initially measured at fair
value, the Company may, on

b. Financial assets-Subsequent measurement

Financial assets at amortised
cost: Financial assets are

subsequently measured at
amortised cost if these financial
assets are held within a business
whose objective is to hold these
assets in order to collect

Financial assets at fair value
through other comprehensive
income (FVTOCI): Financial
assets are measured at fair value
through other comprehensive
income if these financial assets
are held within a business whose

maturities of three months or less
from the date of purchase, to be
cash equivalents. Cash and cash
equivalents consist of balances
with banks, which are
unrestricted for withdrawal and
usage.

method net of any expected credit
losses. The EIR is the rate that
discounts estimated future cash
income through the expected life
of financial instrument.

de-recognition on the basis of (i)
the entity''s business model for
managing the financial assets and
(ii) the contractual cash flow
characteristics of the financial
asset.

initial recognition, irrevocably
elect to measure the same either
at FVOCI or FVTPL. The Company
makes such election on an
instrument-by-instrument basis.

contractual cash flows and the
contractual terms of the financial
asset give rise on specified dates
to cash flows that are solely
payments of principal and interest
on the principal amount
outstanding.

objective is achieved by both
collecting contractual cash flows
that give rise on specified dates
to solely payments of principal
and interest on the principal
amount outstanding and by
selling financial assets.

Financial assets at fair value
through profit or loss (FVTPL):

Financial assets are measured at
fair value through profit or loss
unless it is measured at amortised
cost or at fair value through other
comprehensive income on initial

recognition. The transaction costs
directly attributable to the
acquisition of financial assets and
liabilities at fair value through
profit or loss are immediately
recognised in profit or loss.

c. Financial liabilities

Loans and borrowings: After initial recognition, interest-bearing loans and borrowings
are subsequently measured at amortised cost on accrual basis.

recognized initially as a liability at
fair value, adjusted for
transaction costs that are directly
attributable to the issuance of the
guarantee. Subsequently, the
liability is measured at the higher
of the amount of loss allowance
determined as per impairment
requirements of Ind AS 109 and
the amount recognized less
cumulative amortization.

the balance sheet date, carrying
amounts approximate the fair
value due to the short maturity of
these instruments.

"Financial Instruments". A
financial liability (or a part of
financial liability) is de-recognised
from the Company''s balance
sheet when the obligation
specified in the contract is
discharged or cancelled or
expired.

the recognised amounts and
there is an intention to settle on a
net basis, to realise the assets
and settle the liabilities
simultaneously.

Financial guarantee contracts:

Financial guarantee contracts
issued by the Company are those
contracts that require a payment
to be made to reimburse the
holder for a loss it incurs because
the specified debtor fails to make
a payment when due in

accordance with the terms of a
debt instrument. Financial
guarantee contracts are

d. Financial liabilities - Subsequent measurement

Financial liabilities are measured
at amortised cost using the

effective interest method. For
trade and other payables

maturing within one year from

e. De-recognition of financial instrument

The Company de-recognizes a
financial assets when the
contractual rights to the cash
flows from the financial asset
expires or it transfers the
financial assets and the transfer
qualifies for de-recognition under
Indian Accounting Standard 109

f. Offsetting of financial instruments

Financial assets and financial
liabilities are offset and the net
amount is reported in financial
statements if there is a currently
enforceable legal right to offset

3.18 Borrowing costs

General and specific borrowing costs
(including exchange differences arising
from foreign currency borrowing to the
extent that they are regarded as an
adjustment to interest cost) that are
directly attributable to the acquisition,
construction or production of a

Investment income earned on the
temporary investment of specific
borrowings pending their expenditure
on qualifying assets is deducted from

qualifying asset are capitalised during
the period of time that is required to
complete and prepare the asset for its
intended use or sale. Qualifying assets
are assets that necessarily take a
substantial period of time to get ready
for their intended use or sale.

the borrowing costs eligible for
capitalisation. Other borrowing costs
are expensed in the period in which
they are incurred.

3.19 Employee Benefits

Employee benefits consist of contribution to employees state insurance, provident fund,
gratuity fund and compensated absences.

Defined Contribution plans

Contributions to defined contribution
schemes such as employees'' state
insurance, labour welfare fund,
employee pension scheme etc. are
charged as an expense based on the
amount of contribution required to be
made as and when services are
rendered by the employees.
Company''s provident fund contribution

Defined benefit plans:

The Company operates defined benefit
plan in the form of gratuity. The
liability or asset recognised in the
balance sheet in respect of its defined
benefit plans is the present value of
the defined benefit obligation at the
end of the reporting period. The
defined benefit obligation is calculated

is made to a government administered
fund and charged as an expense to the
Statement of Profit and Loss. The
above benefits are classified as
Defined Contribution Schemes as the
Company has no further defined
obligations beyond the monthly
contributions.

annually by actuaries using the
projected unit credit method. The
present value of the said obligation is
determined by discounting the
estimated future cash out flows, using
market yields of government bonds
that have tenure approximating the
tenures of the related liability.

The interest expense are calculated by applying the discount rate to the net defined benefit
liability or asset. The net interest expense on the net defined benefit liability or asset is
recognised in the Statement of Profit and loss.

Re-measurement gains and losses
arising from experience adjustments
and changes in actuarial assumptions
are recognised in the period in which
they occur, directly in other
comprehensive income. They are
included in retained earnings in the

Statement of Changes in Equity and in
the Balance Sheet. Changes in the
present value of the defined benefit
obligation resulting from plan
amendments or curtailments are
recognised immediately in profit or
loss as past service cost.

Compensated Absences

The employees are entitled to
accumulate leave subject to certain
limits, for future encashment and
availment, as per the policy of the
Company. The liability towards such

unutilized leave as at the yearend is
determined based on independent
actuarial valuation and recognized in
the Statement of Profit and Loss.

The classification of the company''s net obligation into current and non- current is as per the
actuarial valuation report.

3.20 Earnings per share (EPS)

Basic EPS is computed by dividing the
profit or loss attributable to the equity
shareholders of the Company by the
weighted average number of Ordinary
shares outstanding during the year.
Diluted EPS is computed by adjusting

the profit or loss attributable to the
ordinary equity shareholders and the
weighted average number of ordinary
equity shares, for the effects of all
dilutive potential Ordinary shares.

23.2 Details of Security

I Cash Credits and Working Capital Demand Loan from Consortium Banks

(_a) Cash Credit

Cash Credits and Working Capital Demand Loans are secured by hypothecation of book debts, inventories and other current assets (excluding those charged to lenders of
specific-funding projects). Further these loans are secured by mortgage of property in Land and Buildings owned by the Company ranking pari passu among the consortium
banks aggregating to '' 101.54 million and lien of the Fixed Deposit of '' 4.20 million. The loans are Second Charged on current assets of the specific-funding projects on
reciprocal basis. Cash Credit of IDBI amounting to '' 1,754.50 million is further secured by first and exclusive charge on all present and future fixed assets and current
assets, except lease rights of the lease hold land of IVRCL TLT Private Limited, a subsidiary of the company.

(b) Working Capital Term Loan

WCTL - I is secured by first paripassu charge on fixed assets excluding the exclusive security given to various lenders book debts beyond the cover period and non-current
assets excluding retention money and investments. Second paripassu on entire stocks, book-debts upto cover period, unbilled revenue, retention money and any current
assets as per audited balance sheet both present and future.

(c) Priority Debt

'' 1,226.48 million ('' 1,226.48 million) has been availed out of '' 1,750.00 million Priority Debt sanctioned. Priority Debt is secured by first parispassu charge on fixed
assets excluding the exclusive security given to various lenders, book debts beyond the cover period and non-current assets excluding retention money and investments.
Second paripasssu on entire stocks, book-debts upto cover period, unbilled revenue, retention money and any current assets as per audited balance sheet both present
and future.

(d ) Term Loans from Banks

(i) ICICI Bank

The loan amount of '' 1,627.51 million ('' 1,627.51 million), is secured by first and exclusive hypothecation charge over specific fixed assets of the Company including
freehold land.

(ii) IndusInd Bank

The loan amount of '' 714.89 millions ('' 714.89 million), is secured by equitable mortgage of land and pledge of certain equity shares held in subsidiaries, as per the terms
of sanction letter.

(iii) Punjab & Sind Bank

Secured by first and exclusive hypothecation charge over specific fixed assets of the Company. The balance outstanding as at March 31, 2019 is '' 56.99 million (''
56.99 million), which is overdue.

(iv) AXIS Bank

Out of loan amount of '' 304.69 million ('' 304.69 million), '' 46.50 million was secured by sepcific equipments.

(v) Nova Scotia

The loan amount of '' 250.00 million is secured by mortagage of freehold land.

(vi) TATA Capital Financial Services Limited

The loan amount of '' 133.33 million is secured by mortgage of freehold non-agricultural land.

Equitable mortgage over Club House bearing Sy. No. 25, Hill Ridge Springs, Gachibowli, Hyderabad, 2)value of pledge of 29.7% shares of IVRC Salem Tollways Limited and
29.7% shares of IVRCL in Kumarapalyam Tollways Limited

(vii) SREI Equipment Finance Private Limited

The loan amount of '' 1,199.63 million ('' 1,199.63 million) is secured by first charge by way of hypothecation of specific movable assets.

(viii) Standard Chartered Bank (External Commercial Borrowings)

Secured by First charge on exclusive hypothecation of construction equipment procured out of loan amount.

(ix) Union Bank of India

Secured by first and exclusive hypothecation charge over specific fixed assets of the Company. The balance outstanding as at March 31, 2020 is '' 879.52 million ('' 879.52
million), which is overdue.

II Project Specific Working Capital Loan from Banks

Project Specific Working Capital Loan from Banks are secured by hypothecation of book debts and inventory and other current assets of respective projects.

_III Funded Interest Term Loan

The interest due and accrued on Term Loan, Non-Convertible Debentures, Short Term Loans, Equipment Term Loans, CGTL, WCTL-I, WCTL-II facilities from Cut-off-Date
to till September 30, 2015 was to be funded and converted into a Funded Interest Term Loan. The proposed FITL along with accrued interest was to be converted into
equity based on the earlier CDR regulatory guide lines.

IV 12.15% Non-Convertible Debentures

2,000 Debentures of '' 1,000,000 each issued to Life Insurance Corporation of India during the year 2008-09. The debentures were due for redemption at the end of five
years (i.e., December 19, 2013) from the date of allotment. The debentures are secured by way of first pari passu charge over certain specific fixed assets including
immovable properties of the Company. IDBI Trusteeship Services Limited, Mumbai were the trustees for the debenture holders in respect of the non-convertible
debentures.

V Promotors Guarantee (Additional Security)

On the failure of the Company to pay and/or discharge any of its Guaranteed Obligations in full, or in part or on failure to comply with its obligations under the CDR
Documents, the Promotor shall, unconditionally and irrevocably, upon demand raised by the Security Trustee, pay to the Security Trustee without demur or protest,
forthwith, the amount stated in the demand certificate, as if he was the primary obligtor and principal debtor and not merely as surety in respect of that amount, the
amount stated in the demand certificate (the "Demand Certificate", in the form and manner set out in Deed of Guarantee, which shall mean any demand made by the
Security Trustee on the Promotor, thereby invoking this Guarantee)

36. As more fully described in Note 37 below,
as per section 134 of the Companies Act,
2013, the standalone financial statements
of a Company are required to be
authenticated by the Chairperson of the
Board of Directors, where authorized by
the Board or at least two Directors, of
which one shall be the Managing Director
or the CEO (being a Director), the CFO and
the Company Secretary where they are

appointed. In view of the ongoing
Liquidation as a going concern, all the
powers of the Board of Directors, and Key
Managerial Personnel ceased to have effect
and is vested with Mr. Sutanu Sinha, the
Liquidator. Accordingly, financial results of
the Company for the year ended March 31,
2024 were taken on record and authorized
for issue to concerned authorities by the
Liquidator.

37. The Hon''ble National Company Law
Tribunal, Hyderabad Bench ("NCLT") has
passed its order dated July 26, 2019 read
with corrigendum order issued on July 31,
2019 for "Liquidation of M/s IVRCL Limited
as going concern" and the Resolution
professional (RP) for the Company has

The Hon''ble National Company Law
Appellate Tribunal, New Delhi ("NCLAT")
vide its order dated September 06, 2019
ordered that the Liquidator to ensure that
the company remains as going concern and
the liquidator would not sell or transfer or
alienate movable or immovable property of
the corporate debtor without the prior

been appointed as the Liquidator. The
Liquidator to exercise the powers and
duties as enumerated in sections 35 to 50,
52 to 54 of the Insolvency and Bankruptcy
Code, 2016 read with Insolvency and
Bankruptcy Board of India (Liquidation
Process) Regulations, 2016.

approval of the Appellate Tribunal. The said
order is vacated by the Hon''ble National
Company Law Appellate Tribunal, New
Delhi ("NCLAT") vide its order dated May
29, 2020 and upholds the Order of NCLT,
Hyderabad dated July 26, 2019 with
corrigendum order dated July 31, 2019.

As part of the Liquidation process under the provisions of the Insolvency and Bankruptcy Code
2016, Third E-auction was held on 15th December 2021 with a Reserved Price not less than
INR.1200 Crores (Rupees One thousand two hundred crores).

Under third E-auction, the Liquidator was in
receipt of EOI of 23 no.s out of which only
one of the prospective bidder Mr.Ponguleti
Prasada Reddy along with five other

On 15th December 2021, Liquidator
conducted third E-Auction for the sale of
IVRCL Limited as a Going Concern through
an E- Auction platform provided by E-
Auction service provider. However, no bids
were received on the date of third E-
Auction. As such the consortium of
individuals led by Mr. Ponguleti Prasad

On 29th December 2021, as per advice of
the Stakeholders'' Consultation Committee
of the IVRCL Limited, Liquidator issued
Demand notice to the successful bidder Mr.
Ponguletti Prasad Reddy along with five
other members forming SPV to pay the
balance sale consideration under Third E-
auction Process of IVRCL Limited under
Liquidation as going concern to complete
the sale process and the reminder letter
was issued by the Liquidator on 19th
January 2022.Liquidator has written
several letters/reminders, viz.,letter dated

members forming SPV M/s Raghava Square
Private Limited submitted EMD of Rs.50
crores on 10th December 2021.

Reddy, being the sole Qualified Bidder was
automatically registered in the Third E-
Auction held on 15th December 2021 at
the minimum reserve price of Rs. 1200
crore as per the clause 10.3 of Third E-
Auction Process Information Document
dated November 20,2021.

16 June 2022 and repeated reminders vide
letters dated 28 July 2022; 05 August
2022; 12 August 2022; 16 August 2022;
24 August 2022; 01 September 2022; 14
September 2022; 20 September 2022; 24
September 2022;13 October 2022;28
October 2022; 21 November 2022; 16
January 2023 and 15 February 2023 and
29^th March 2023 respectively, however,
Successful Bidders have not yet paid
Balance Consideration as per NCLT Order
dated 15 June 2022.

Hon''ble NCLT vide order dated 15^th June
2022 passed in MA 2 of 2022 filed by
Liquidator directed the successful bidder to
pay the balance sale consideration of
Rs.1,150 Crores (Rs.1200 Cr- Rs.50 Cr
being Earnest Money Deposit already paid)
for acquiring M/S.IVRCL Limited under
Liquidation as a Going Concern within a
period of 12 months from the date of order
(i.e. 15th June 2022) in SIX tranches. As
per Hon''ble NCLT order dated 15th June
2022, payment schedule to be adhered by
the successful bidder is as follows: Five
tranches of Rs.200 crores each to be paid
by successful bidder on

Hon''ble NCLT vide order dated 25^th July
2022 in IA 656 of 2022 filed by successful
bidder inter alia directed that prior to the
approval of the IVRCL Ltd being sold as a
going concern, whatever the Business Plan
the successful bidders have submitted to
the Liquidator or Stakeholder''s
Consultation Committee on account of
which both the parties have come forward
before Hon''ble Tribunal to approve the

14.08.2022,14.10.2022,14.12.2022,
14.02.2023, 14.04.2023 respectively and
the final tranche of Rs.150 Crores shall
payable on 14.06.2023. Further, as per
said Order, any delay in adherence to the
aforesaid payment schedule will attract
interest at 12% p.a. for the delayed
period.The successful bidder has paid only
Rs.100 crores on 26th September 2022
against the first tranche of Rs.200 Crores
payable on 14.08.2022 and no payment
has been made by successful bidder
thereafter and the same were attracting
interest @ 12% for the delayed.

sale as a going concern,shall be
scrupulously followed by both the parties;
and also directed to form a supervisory
committee consisting of the successful
bidders, Liquidator and other stakeholders
who shall meet as and when necessary to
take stock of the situation with regard to
the business of the IVRCL Limited and also
to protect the assets of the IVRCL Limited .

Liquidator filed IA 1456 of 2022 before Hon''ble NCLT to direct the successful bidders to make
requisite payment as per direction of Hon''ble NCLT Order dated 15th June 2022 and to pass
appropriate directions in order to enable the Liquidator to successfully consummate the sale of
the IVRCL Limited as a going concern, to the successful bidders. Hon''ble NCLT vide order dated
02nd January 2023 in the aforesaid IA 1456 of 2022 (filed by Liquidator) directed that "The
petitioner is at liberty to take appropriate steps by filing appropriate application for failure of the
buyers to comply with the direction which is already given by the tribunal."

Pursuant to Hon''ble NCLT order dated 02^nd
January, 2023 passed in IA 1456 of 2022,
Liquidator filed Contempt Petition 2 of 2023
to direct successful bidder to purge the
contempt by making payment of the
outstanding amounts as per the directions
of Hon''ble NCLT in Order dated 15th June

2022, amongst other reliefs. The said
Contempt Petition 2 of 2023 is still under
consideration of Hon''ble NCLT. Liquidator
has cancelled the bid process on 28^th
July2023 and the bidder has challenged the
cancellation that has been stayed.

The Liquidator issued letter, pursuant to
the deliberation held in the 30th
Stakeholders'' Consultation Committee
meeting of the IVRCL LIMITED (under
Liquidation as a Going Concern) held on
Friday, the 28th day of July 2023 for
cancellation of (i) Demand Notice dated
December 29, 2021 ("Demand Notice") and
accepted on December 29, 2021; and (ii)
proposed sale of IVRCL Limited

("Company") pursuant to the E-auction of
the Company conducted on December 15,
2021, and in response to the letter,
Raghava Square Private Limited filed an IA
947 before Hon''ble NCLT, Hyderabad Bench
for extension in time with respect to
payment as NCLT order of 2022 which sub-
judice which They are amending pursuant
to our liquidation period being extended

As per the NCLT order dated 15th June 2022, the last date of completion of Liquidation
process was 14th June 2023, as the bidder did not make the payment of Balance sale
consideration, so based on the suggestions received from Stakeholders'' Consultation
Committee, the Liquidator filed an IA for seeking exclusion / extension of time for conducting
the Liquidation process, and the Hon''ble NCLT vide its order dated 17th July 2023 has allowed
to exclude the period from 28.12.2021 to 14.06.2023 from the liquidation period. The
liquidation period has been extended further till 14th Feb 2025 by The Hon''ble NCLT order
dated April 23, 2024.

As per Regulation 33(2)(b) of the SEBI
(Listing Obligations and Disclosure
Requirements) Regulations 2015, the
standalone financial results of a company
submitted to the stock exchange shall be
signed by the Chairperson or Managing
Director or Whole Time Director or in
absence of all of them, it shall be signed by
any Director of the Company who is duly
authorized by the Board of Directors to sign

38. The Company has incurred a Net Loss of
?7,260.17 Million for the quarter and
?26,959.62 Million for the year ended
March 31,2024 resulting into accumulated
losses of ?1,74,637.15 Million and erosion
of its Net worth as at March 31,2024. This
includes inter alia ?6,940.23 Million
towards Finance cost.The Company has
obligations towards fund based borrowings
(including interest) aggregating to
?1,91,151.67 Million as per books of
accounts and non-fund based exposure
aggregating to Rs. ?3,736.86 Miliion,
operational creditors and statutory dues,
subject to reconciliation/verification as
stated in note below, that have been

the standalone financial results. In view of
the Liquidation Order passed by the NCLT,
all the powers of the Board of Directors,
and Key Managerial Personnel ceased to
have effect and is vested with Mr. Sutanu
Sinha, the Liquidator. Accordingly, financial
results of the Company for the year
ended March 31, 2024 were taken on
record and authorized for issue to
concerned authorities by the Liquidator.

demanded/recalled by the

financial/operating creditors pursuant to
ongoing Liquidation process as going
concern, obligations pertaining to
operations including unpaid creditors and
statutory dues as at March 31, 2024. As
the company is a going concern by order of
the NCLT dated 26th July 2019 with
corrigendum order issued on July 31,2019
and started receiving the bid amount under
Third E-auction process for sale of the
company as a going concern, in the opinion
of the management, the company will
continue its operations and the above
results have been prepared on the basis
that the Company is Going Concern.

39. The company recognized deferred tax asset

on account of carry forward unused tax
losses and other taxable temporary

differences aggregating to ?.9,570.59
Million generated as on 31st March 2017.
Subsequently, there has not been
recognised deferred tax on unused tax

losses and other taxable temporary

difference a raised except on Ind AS
adjustment. As the company is a going

40. The Company has certain trade

receivables, security deposit, withheld,
claims of indirect taxes and other deposits
including bank guarantee encashed by the
customers aggregating to ? 15,767.48
Million (?16,393.62 as at March 31,2023)
which are subject matters of various

disputes/arbitration

proceedings/negotiations with the

41. The Company has an investment of
?18,343.88 Million in subsidiaries,
associates and Joint Ventures engaged in
BOT and other projects as at March 31,
2024 which are under disputes with the
concessionaire/clients, and have significant
accumulated losses as at March 31, 2024.
The management of the Company is at
various stages of negotiation/
communication /arbitration with respective
contractee/clients of such subsidiaries
engaged in BOT and other projects to
recover the dues and cost incurred by the
Company and taking necessary steps to

42. The Company has outstanding loans and

advances of ?8,028.10 Million (?7,997.17
Million as at March 31, 2023) as at March
31,2024 given to subsidiary companies,
associate, net receivable against
development rights, various sub¬
contractors, vendors and other parties that
are outstanding for long period. The
management of the Company is at various
stages of

negotiation/communication/arbitration with
respective contractee/clients/ sub-

concern by order of the NCLT dated 26th
July 2019 with corrigendum order issued
on July 31,2019 and received the bid under
Third E-auction process for sale of the
company as a going concern the
management of the company is confident
that sufficient future taxable income will be
available against which such deferred tax
asset will be realized.

customers and contractors due to
termination/fore closure of contracts and
other disputes. The management of the
Company is confident of positive outcome
of litigations / resolutions of disputes and
recovering the aforesaid dues. However,
the management is in the process of
initiating arbitration/other legal action for
such invocations.

turnaround the loss-making subsidiary
Companies. As the company is a going
concern by order of the NCLT dated 26th
July 2019 with corrigendum order issued
on July 31, 2019 and received the bid
under Third E-auction process for the sale
of the Company as going concern
considering the long-term nature of
investments and in view of ongoing
discussion, no provision has been
considered necessary by the management
in respect of impairment in the value of
investment.

contractors/vendors to recover the dues
and cost incurred by the Company. As the
company is a going concern by order of the
NCLT dated 26th July 2019 with
corrigendum order issued on July 31, 2019
and started receiving the Bid amount under
Third E-auction process for sale of the
company as a going concern and
accordingly, no provision has been
considered necessary by the management
in respect of impairment in the value of
loans and advances.

43. Pursuant to the commencement of
Liquidation process as going concern by
order of the NCLT dated 26th July 2019
with corrigendum order issued on July 31,
2019 there are various claims submitted by
the operational creditors, the financial
creditors, employees, statutory authorities
and other creditors against the Company

including the claims on Company''s
subsidiaries. Some of these claims are
under further verification/validation and
the same may be updated as per any
additional information which may be
received in future. Hence there are
differences between the liabilities admitted
vis-a-vis balance as per books of account.

44. Un-invoked Bank Guarantees of ?3736.86 Millions as on March 31,2024 are crystallised as debt
and admitted under claims from the financial creditors as per the provisions of the IBC 2016 and
hence the same is not considered in the books of accounts.

45. Confirmation of balances could not be
obtained as at March 31, 2024 for bank
balances, bank borrowings and for various
trade receivables including retention, loans
and advances, and trade payables including
other financial/non financial liabilities

though, the management has requested for
the confirmation of balances and the status
is still continued. Management believes
that no material adjustments would be
required in books of account upon receipt
of these confirmations.

46. Physical verification for fixed assets aggregating to ?950.05 Million (Net block as on March 31,
2024) and inventory aggregating to ?521.62 Million as on March 31, 2024 is in progress
accordingly, no provision is required in respect of such fixed assets and inventories.

47. The company has various input credits and
balances with various statutory authorities
pertaining to service tax, sales tax/GST,
Income Tax etc aggregating to ?2377.61
Million as at March 31, 2024. The recovery
of these amounts is subject to

48. During the financial year 2017-18, the
company has received a Show Cause
Notice U/s 279 (1) of the IT Act 1961 for
initiation of prosecution proceedings U/s
276 (B) of the IT Act 1961 for failure to

reconciliation, filing of returns and
admission by respective statutory
authorities and status is still continued. No
adjustments have been made in the books
of accounts in respect of such amounts.

deposit the deducted Tax at Source within
due date in Central Government Account
for financial year 2016-17 & 2017-18 for
the amount of ?103.40 Million and ?189.12
Million respectively.

In respect of the above, IT department has also sent notices U/s 226 (3) of the IT Act, 1961 to
certain banks and customers of the company demanding the recovery of aforesaid arrears.

Pursuant to the application under Section
60(5) of the Insolvency and Bankruptcy
Code 2016, the National Company Law
Tribunal, Hyderabad vide its order dated
17th December 2019 directs the IT

The company received demand under
section 271(1)(c)of the Income Tax Act
1961 for the AY. 2015-16, 2016-17 and
2017-18 aggregating ? 314.84 Million
which has been adjusted against the

department to withdraw the garnishee
notices issued to the Banks and also
directed the Banks to release any amount
due to corporate Debtor.

Refund Receivables and the same has not
been recognized in the books of accounts
as the company appealed the matter
before CIT(Appeals).

49. During the financial year 2017-18, the
company has received order of the
Regional Provident Fund Commissioner in
the matter of levy of damages pertaining to
the earlier years U/s 14 B of the
Employees'' Provident Funds and

Miscellaneous Provisions Act, 1952
aggregating to ? 0.41 Million for the period
from 10/1999 to 02/2009 and ?60.86
Million for the period from 07/2009 to
03/2015.

In respect of the above, the Employees'' Provident Fund Organisation has also sent notice U/s 8f
of the Employees'' Provident Funds and Miscellaneous Provisions Act, 1952 to a bank demanding
the recovery of ? 91.22 Million (including interest of ? 29.96 Million).

The company has filed an appeal U/s 7-I of the Employees'' Provident Funds and Miscellaneous
Provisions Act, 1952 with Employees'' Provident Fund Appellate Tribunal, Bangalore Bench
regarding the damages amounting to ? 61.26 Million and the matter is presently sub-judice.

50. Interest on borrowings of ? 85,798.07
Millions from the date of commencement of
Liquidation period i.e.,26th July 2019 to
March 31, 2024 has been provided in the

51. Other expenses for the year ended on
March 31, 2024 includes provision for
doubtful trade receivables aggregating to
?248.52 Million (for the year ended March

52. The Company executing a Road project in
Afghanistan and received USD
1,829,609.46 in to IVRCL Limited Bank
account maintained with Azizi Bank, Kabul,

53. (i) IVRCL Chengapally Tollways Limited,
subsidiary of IVRCL Limited was in to CIRP
from 20th April 2022 and the claim was
submitted of Rs. 789 lakhs of which the
claim admitted by RP of Rs. 584 lakhs. The
resolution plan has been approved vide
order dated 1st may 2023 by Hon''ble
NCLT, Hyderabad and as per the resolution
plan approved by NCLT provides that

(i i) IDBI Bank on 23 Nov. 2023 has taken
over possession of IVCL TLT Pvt. Ltd. under
securitisation and reconstruction of
financial asset for the guarantee given to

books of accounts as per the accounting
standards and the same is not required to
be consider under the provisions of IBC
2016.

31, 2023 is ?318.21 Million) against the
receivables aged over 3 years under the
applicable accounting standards.

Afghanistan. The said amount could not be
repatriated to India due to
regulatory/political developments in
Afghanistan and the same is being pursue.

operational creditors shall be paid in full as
claim admitted, hence IVRCL claim
admitted of Rs. 584 lakhs to be receivable.
IVRCL Limited had an Equity investment of
Rs.22,855.30 lakhs in IVRCL Chengapally
Tollways Limited. No affect/provision has
given in the books of accounts by the
management during the year.

the CDR condition to the CDR landers. IDBI
has taken its possession as per the
guarantor condition.

54. The company carried the opening balances for all its international projects as the latest
information is not available on account of termination/ closure of the respective project offices.

55. The Hon''ble Bombay High Court had
directed by the order dated November 29,
2016 in case of Litostroj Power (applicant)
to deposit ? 237.08 Million along with
interest accrued thereon in a separate
account and accordingly it was deposited in
SBI-CAG Branch, Hyderabad.

Subsequently, Hon''ble Bombay High Court
by its order dated 15th January 2020

directed to transfer the deposit of ? 237.08
Million along with interest accrued thereon
to the Hon''ble Bombay High Court. No
accounting adjustments have been made
relating to such transfer of FD in the books
of accounts as the matter is sub-judice
before NCLAT. The next hearing date will
be June 12,2024.

56. The management believes that no impairment assessment required in respect of tangible and
intangible assets.

57. The company has not filed GST returns for
Rajasthan Region with effect from April
2023 due to suspension of IVRCL Limited
GST registration in Rajasthan by the GST
authorities stating the reason that IVRCL
Limited is under Liquidation and advised to
obtain fresh registration. The turnover from
Rajasthan region during the period from

The company has not filed GST returns for
Karnataka Region with effect from July
2023 due to suspension of IVRCL Limited
GST registration in Karnataka by the GST
authorities stating the reason that IVRCL
Limited is under Liquidation and advised to
obtain fresh registration. The turnover from
Karnataka region during the period from

April 2023 to March 2024 is Rs. 2663 Lakhs
and the GST is Rs. 479 Lakhs. Input tax
credit from the subcontractors is at Rs.461
Lakhs. The penal interest on the GST
liability will be around Rs. 35 lakhs and fee
for delay filing will be Rs.0.18 Lakhs until
March31, 2024.

July2023 to March 2024 is Rs. 1490 Lakhs
and the GST is Rs. 138 Lakhs. Input tax
credit from the subcontractors is at Rs.132
Lakhs. The penal interest on the GST
liability will be around Rs. 0.24 lakhs and
fee for delay filing will be Rs.0.10 Lakhs
until March31, 2024

58. During Financial year 2023-24 under review Rs.198.90 Million of construction expenses incurred
for the period from September 2022 to August 2023 at Indira Sagar project Phase- III has been
accounted as balance cost to complete and the details are below:

60 Financial Instruments

60.1 Capital Risk Management

The Company manages its capital to ensure that the Company will be able to continue as
going concern while maximising the return to stakeholders through optimisation of debt and
equity balance. The Company is not subject to any externally imposed capital requirements.

The capital structure of the Company consists of net debt (borrowings as detailed in Notes 23
and 14 & 15 offset by cash and bank balances) and total equity of the Company. Equity
consists of equity capital, share premium and all other equity reserves attributable to the
equity holders.

The Company manages its capital structure and makes adjustments in light of changes in
economic conditions and the requirements of the financial covenants.

60.2 Financial Risk Management

The Company''s principal financial liabilities comprise loans and borrowings, trade and other
payables. The main purpose of these financial liabilities is to finance and support the
Company''s operations. The Company''s principal financial assets comprise investments, cash
and bank balance, trade and other receivables.

The Company is exposed to various financial risks such as market risk, credit risk and liquidity
risk. The financial risks are identified, measured and managed in accordance with the
Company''s policies and risk objectives.

a) Market Risk

The Company''s activities expose it primarily to the financial risk of changes in foreign
currency exchange rates and changes in interest rates. There have been no changes
to the Company''s exposure to market risk or the manner in which it manages and
measures the risk in recent past.

Market risk is the risk that the fair value of future cash flows of a financial
instrument will fluctuate because of changes in market prices. Market risk comprises
two types of risk: interest rate risk and currency risk. Financial instruments affected
by market risk include borrowings and bank deposits.

i. Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial
instrument will fluctuate because of changes in market interest rates. The
Company''s exposure to the risk of changes in market interest rates is limited as
the Company''s borrowing bear fixed interest rate.

ii. Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an
exposure will fluctuate because of changes in foreign exchange rates. The
Company''s exposure to the risk of changes in foreign exchange rates relates
primarily to the Company''s borrowings. The Company''s foreign currency risks
are identified, measured and managed at periodic intervals in accordance with
the Company''s policies. For details of un-hedge foreign currency refer Note-65
of the note.

b) Credit risk

Credit risk is the risk that counterparty will default on its contractual obligations
resulting in financial loss to the company. The Company has adopted a policy of only
dealing with creditworthy customers.

Credit risk on trade receivables and unbilled work-in-progress is limited as the
customers of the Company mainly consist of the government promoted entities
having a strong credit worthiness. For other customers, the Company uses a
provision matrix to compute the expected credit loss allowance for trade receivables
and unbilled work-in-progress. The provision matrix takes into account available
external and internal credit risk factors such as credit ratings from credit rating
agencies, financial condition, ageing of accounts receivable and the Company''s
historical experience for customers.

At March 31, 2024, the company did not consider there to be any significant
concentration of credit risk, which had not been adequately provided for. The
carrying amount of the financial assets recorded in the financial statements, grossed
up for any allowances for losses, represents the maximum exposure to credit risk.

c) Liquidity risk

The Company manages liquidity risk by maintaining adequate reserves and banking
facilities, by continuously monitoring forecast and actual cash flows and by matching
the maturity profiles of financial assets and liabilities for the Company. The Company
has established an appropriate liquidity risk management framework for it''s short¬
term, medium term and long-term funding requirement.

The table below summarizes the maturity profile of the Company''s financial assets
and financial liabilities based on contractual undiscounted payments:

61 Fair Value measurement

The fair value of the financial assets are included at amounts at which the instruments could
be exchanged in a current transaction between willing parties other than in a forced or
liquidation sale.

The following methods and assumptions were used to estimate the fair value:

(a) Fair value of cash and short-term deposits, trade and other short-term receivables, trade
payables, other current liabilities, approximate their carrying amounts largely due to the
short-term maturities of these instruments.

(b) Financial instruments with fixed and variable interest rates are evaluated by the Company
based on parameters such as interest rates and individual credit worthiness of the
counterparty. Based on this evaluation, allowances are taken to account for the expected
losses of these receivables.

78 Standalone financial statements include:

Financial Statement of 3 joint ventures included in standalone financial statement, whose
financial result reflects the company''s share in net Loss of joint venture aggregating to Rs 1.64
million for the year ended March 31, 2024. 28 joint ventures were not considered in
standalone financial statement. In our opinion the Management, these financial statements, in
aggregate, are not material to the Company.

In absence of the Board of Directors, the Liquidator is approving these statements for the
purposes of compliance with the provisions of the Companies Act, 2013 and on the basis of
representation by the key managerial personnel (KMP) of the Company and others regarding
authenticity or veracity of the information provided in the financial statements. Approval of the
Liquidator and affixing of signature on these statements by the Liquidator should not be
construed as endorsement or certification by the Liquidator of any facts or figures provided
herein.

Definition: Current Ratio=Current Assets/Current Liabilities, Debt-Equity Ratio=Long Term Debt/Total
Equity, Debt Service Coverage Ration = Earning available for debt service/Debt service, Earning for Debt
Service=Net Profit after taxes Non-cash operating expenses like depreciation and other
amortizations Interest other adjustments like loss on sale of fixed assets etc., Return on Equity
(ROE): Net Profits after taxes - Preference Dividend (if any)/Average Shareholder''s Equity, Inventory
Turnover Ratio: Cost of goods sold OR sales/Average Inventory, Average inventory is (Opening
Closing balance / 2), Trade receivables turnover ratio: Net Credit Sales/Avg. Accounts Receivable, Net
credit sales consist of gross credit sales minus sales return. Trade receivables include sundry debtors
and bills receivables. Average trade debtors = (Opening Closing balance / 2). Trade payables
turnover ratio: Net Sales/Working Capital, Net sales shall be calculated as total sales minus sales
returns. Working capital shall be calculated as current assets minus current liabilities. Net profit ratio:
Net Profit/Net Sales, Net profit shall be after tax. Net sales shall be calculated as total sales minus sales
returns. Return on capital employed (ROCE): Earning before interest and taxes/Capital Employed,
Capital Employed = Tangible Net Worth Total Debt Deferred Tax Liability. Return on
investment=Net Profit after tax/Capital Employed. Net Capital Turnover Ratio : Equity Share Capital/
Net Sales, Net sales shall be calculated as total sales minus sales returns.

In terms of our report attached

For CHATURVEDI & CO. LLP For IVRCL Limited

Chartered Accountants

FRN :302137E/E300286

RAJESH KUMAR AGARWA SUTANU SINHA

Partner Liquidator for IVRCL IMITED

Membership No. 058769 IP Registration no. IBBI/IPA-

003/IP-N00020/2017-

18/10167

---

Mar 31, 2018

1. Company Overview

M/s. IVRCL Limited (the Company) having its registered office at M-22/3RT, Vijayanagar Colony, Hyderabad-500 057, Telangana India, is a public Company domiciled in India and is incorporated under the provisions of Companies Act applicable in India. The Company is in the business of development and execution of Engineering, Procurement, Construction and Commissioning (EPCC) and Lump Sum Turn Key (LSTK) facilities in various infrastructure projects such as water supply, Roads and Bridges, Townships and Industrial Structures, Power Transmission etc. for Central/State Governments, other local bodies and private sector. The corporate office of the Company is located at MIHIR, 8-2-350/5/A/24/1-B&2, Road no 2, Panchavati Colony, Banjara Hills, Hyderabad- 500 034, Telangana, India.

2. Recent accounting pronouncement

Appendix B to Ind AS 21, Foreign currency transactions and advance consideration:

On March 28, 2018, Ministry of Corporate Affairs ("MCA") has notified the Companies (Indian Accounting Standards) Amendment Rules, 2018 containing Appendix B to Ind AS 21, Foreign currency transactions and advance consideration which clarifies the date of the transaction for the purpose of determining the exchange rate to use on initial recognition of the related asset, expense or income, when an entity has received or paid advance consideration in a foreign currency.

The amendment will come into force from April 1, 2018. The Company has evaluated the effect of this on the financial statements and the impact is not material.

Ind AS 115- Revenue from Contract with Customers: On March 28, 2018, Ministry of Corporate Affairs ("MCA") has notified the Ind AS 115, Revenue from Contract with Customers. The core principle of the new standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Further the new standard requires enhanced disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity''s contracts with customers.

The standard permits two possible methods of transition: Full Retrospective approach - Under this approach the standard will be applied retrospectively to each prior reporting period presented in accordance with Ind AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors. Modified Retrospective Approach- Under this approach there will be cumulative effect of initially applying the standard recognized at the date of initial application (Cumulative catch - up approach). The effective date for adoption of Ind AS 115 is financial periods beginning on or after April 1, 2018. The impact on adoption of Ind AS 115 is expected to be insignificant.

3. Margin money deposit represents deposit with Banks against guarantees issued by them.

4. Unpaid dividend account represents Cash and Cash equivalent deposited in unpaid dividend account and are not available for use by the Company other than for specific purposes. However, the bank has deducted certain bank charges from the unpaid dividend account. The company is in the process of depositing the requisite amount in the unpaid dividend account.

5. The company has entered into share purchase agreement with two buyer Companies for sale of equity shares and Debenture/equity shares on conversion of such debentures into equity respectively on achieving COD of the respective project implemented by such companies. The Company has received equal amount of advance against sale of such investment from the respective buyer companies, such advance is classified under liability held for sale.

* Pledged against the money borrowed by the Company, Subsidiary Companies and Associates. (Refer Note 67)

6. Terms/Rights attached to Equity Shares

The equity shares of the Company having par value of Rs. 2 per share rank pari passu in all respects including voting right and entitlement to dividend. Repayment of the capital in the event of the winding up of the Company will inter alia be subject to the provisions of the Companies Act, 2013, the Articles of the Association of the Company or as may be determined by the Company in general meeting prior to such winding up.

7. During the previous year, 54,214,322 nos. of equity shares were alloted to the lender banks pursuant to scheme of Corporate Debt Restructuring and Stratagic Debt Restructuring by converting the debt amounting to Rs. 833.81 million into equity share capital (including securities premium).

Nature and purpose of reserves

a. Retained earnings: Retained earnings comprise of the profits of the Company earned till date net of distributions and other adjustments.

b. Securities Premium: The amount of difference between the issue price and the face value of the shares is recognized in Securities premium reserve.

c. Capital Reserve: Pursuant to the Composite Scheme of Arrangement under Section 391 to 394 of the Companies Act, 1956 between the Company, IVRCL Assets & Holdings Limited (IVRCL A&H), RIHIM Developers Private Limited (RDPL) and IVRCL TLT Private Limited (IVRCL TLT) and their respective shareholders, which was sanctioned by the Hon''ble High Court of Andhra Pradesh in earlier year, the excess of assets over liabilities has been credited to Capital Reserve.

d. General Reserve: General Reserve is the accumulation of the portions of the net profits transferred by the Company in the past years pursuant to the earlier provisions of the Companies Act, 1956.

e. Debenture redemption reserve: The Company is required to create a debenture redemption reserve out of the profits which are available for payment of divided to be utilised for the purpose of redemption of debentures in accordance with the provisions of the Act.

f. Foreign Exchange Translation Reserve: Exchange difference arising on translation of the foreign operation is accumulated in separate reserve within equity.

g. Other items of other Comprehensive Income: The Company has recognized remeasurement gains/(loss) on defined benefit plans in OCI. These changes are accumulated within the OCI reserve within other equity.

8. The Lenders of the Company had in earlier year approved a Corporate Debt Restructuring Scheme (CDR) with certain reliefs in relation to repayment timelines of loans and accumulated unpaid interest with certain condition w. e. f June 30, 2014. Subsequently, the CDR EG vide meeting dated August 31, 2017 has approved the exit from CDR. As it is, now, a case of failed CDR, the Concesions provided in the CDR Package under the terms of the Master Restructuring Agreement (MRA) are rolled back since cut-off date November 30, 2013. Accordingly, concessions provided as per CDR Package stands withdrawn, reversed and revoked as per the relevant clauses of the MRA. Hence, interest and penal interest has been recalculated with considering the effect of reversed and revoked concessions provided as per CDR and interest and penal interest pertaining to the previous years has represented under the "Exceptional Item".

9. Details of Security

Cash Credits and Working Capital Demand Loan from Consortium Banks

(a) Cash Credit

Cash Credits and Working Capital Demand Loans are secured by hypothecation of book debts, inventories and other current assets (excluding those charged to lenders of specific-funding projects). Further these loans are secured by mortgage of property in Land and Buildings owned by the Company ranking pari passu among the consortium banks aggregating to Rs.101.54 million and lien of the Fixed Deposit of Rs.4.20 million. The loans are Second Charged on current assets of the specific-funding projects on reciprocal basis. Cash Credit of IDBI amounting to Rs.1,754.50 million is further secured by first and exclusive charge on all present and future fixed assets and current assets, except lease rights of the lease hold land of IVRCL TLT Private Limited, a subsidiary of the company.

(b) Working Capital Term Loan

WCTL - I is secured by first paripassu charge on fixed assets excluding the exclusive security given to various lenders book debts beyond the cover period and non-current assets excluding retention money and investments. Second paripassu on entire stocks, book-debts upto cover period, unbilled revenue, retention money and any current assets as per audited balance sheet both present and future.

(c) Priority Debt

Rs.1,226.48 million (Rs.1,217.98 million) has been availed out of Rs.1,750.00 million Priority Debt sanctioned. Priority Debt is secured by first parispassu charge on fixed assets excluding the exclusive security given to various lenders, book debts beyond the cover period and non-current assets excluding retention money and investments. Second paripasssu on entire stocks, book-debts upto cover period, unbilled revenue, retention money and any current assets as per audited balance sheet both present and future.

(d) Term Loans from Banks

(i) ICICI Bank

The loan amount of Rs.1,627.51 million (Rs. 1,659.52 million), is secured by first and exclusive hypothecation charge over specific fixed assets of the Company including freehold land.

(ii) IndusInd Bank

The loan amount of Rs.714.89 millions (Rs. 714.20 million), is secured by equitable mortgage of land and pledge of certain equity shares held in subsidiaries, as per the terms of sanction letter.

(iii) Punjab & Sind Bank

Secured by first and exclusive hypothecation charge over specific fixed assets of the Company. The balance outstanding as at March 31, 2018 is Rs.56.99 million (Rs. 50.55 million), which is overdue.

(iv) AXIS Bank

Out of loan amount of Rs.304.69 million (Rs. 296.50 million), Rs. 46.50 million was secured by specific equipments.

(v) Nova Scotia

The loan amount of Rs. 250.00 million is secured by mortgage of freehold land.

(vi) TATA Capital Financial Services Limited

The loan amount of Rs. 133.33 million is secured by mortgage of freehold non-agricultural land.

(vii) SREI Equipment Finance Private Limited

The loan amount of Rs. 1,199.63 million (Rs. 1,203.63 million) is secured by first charge by way of hypothecation of specific movable assets.

(viii) Standard Chartered Bank (External Commercial Borrowings)

Secured by First charge on exclusive hypothecation of construction equipment procured out of loan amount.

(ix) Union Bank of India

Secured by first and exclusive hypothecation charge over specific fixed assets of the Company. The balance outstanding as at March 31, 2018 is Rs.879.52 million (Rs. 985.50 million), which is overdue.

II Project Specific Working Capital Loan from Banks

Project Specific Working Capital Loan from Banks are secured by hypothecation of book debts and inventory and other current assets of respective projects.

III Funded Interest Term Loan

The interest due and accrued on Term Loan, Non-Convertible Debentures, Short Term Loans, Equipment Term Loans, CGTL, WCTL-I, WCTL-II facilities from Cut-off-Date to till September 30, 2015 was to be funded and converted into a Funded Interest Term Loan. The proposed FITL along with accrued interest was to be converted into equity based on the earlier CDR regulatory guide lines.

IV 12.15% Non-Convertible Debentures

2,000 Debentures of Rs.1,000,000 each issued to Life Insurance Corporation of India during the year 2008-09. The debentures were due for redemption at the end of five years (i.e., December 19, 2013) from the date of allotment. The debentures are secured by way of first pari passu charge over certain specific fixed assets including immovable properties of the Company. IDBI Trusteeship Services Limited, Mumbai were the trustees for the debenture holders in respect of the non-convertible debentures.

V Promotors Guarantee (Additional Security)

On the failure of the Company to pay and/or discharge any of its Guaranteed Obligations in full, or in part or on failure to comply with its obligations under the CDR Documents, the Promotor shall, unconditionally and irrevocably, upon demand raised by the Security Trustee, pay to the Security Trustee without demur or protest, forthwith, the amount stated in the demand certificate, as if he was the primary obligtor and principal debtor and not merely as surety in respect of that amount, the amount stated in the demand certificate (the "Demand Certificate", in the form and manner set out in Deed of Guarantee, which shall mean any demand made by the Security Trustee on the Promotor, thereby invoking this Guarantee)

10. Amount payable is pertaining to land parcels/development rights sold in earlier years. The Company has obligation to pay the consideration to original alloting authority, If the buyer fails to make payament to the authority. Company is entitled to recover such payments from the buyer. So far the Company has not received any demand from the authority in respect of any demand/liability not paid by the buyer. however, as a matter of prudence the liability payable and corresponding recoverables has been recognized in the books.

IV. Impact of pending legal cases

The company is party to several cases with contractee/clients as well as vendors/sub-contractors, pending before various forums /courts/ arbitration proceedings. Due to the initiation of CIRP against the company during the year, the moratorium has been declared inter-alia against any recovery proceedings/winding up proceedings against the Company as more fully described in Note 37 below.

The Company is also liable jointly and severally in respect of joint venture projects and liquidated damages in completion of projects.

11. As more fully described in Note 37 below, as per section 134 of the Companies Act, 2013, the standalone financial statements of a Company are required to be authenticated by the Chairperson of the Board of Directors, where authorized by the Board or at least two Directors, of which one shall be the Managing Director or the CEO (being a Director), the CFO and the Company Secretary where they are appointed. In view of the ongoing CIRP , powers of the board of directors have been suspended and these powers are, in terms of the code, now vested with Mr. Sutanu Sinha, as Interim Resolution Professional (IRP) to carry out the functions of the Company in his capacity as the IRP from February 23, 2018. Accordingly, Financial statements of the Company for the year ended March 31, 2018 were taken on record and authorized for issue by Resolution Professional (RP) on June 29, 2018.

37. The Lenders of the Company had in earlier year approved a Corporate Debt Restructuring Scheme (CDR) with certain reliefs in relation to repayment timelines of loans and accumulated unpaid interest with certain conditions w.e.f. June 30, 2014. The efforts to raise additional funds, however, could not materialise and in the earlier year, the Joint Lenders have decided to adopt Strategic Debt Restructuring (SDR) in their meeting held on November 26, 2015, involving conversion of part of their debt into equity share capital to facilitate majority shareholding (i.e more than 51%) by the Joint Lenders Forum (JLF).

During the year, the stipulated time line has ended on May 25, 2017 and no Investor has come forward with a binding offer to acquire the lenders stake. The company has been treated as a case of failed CDR and SDR and lenders have excercised rights available to them on such failure of CDR/SDR including withdrawal / reversals of waivours / reliefs earlier granted to them w.e.f November 30, 2013.

During the year, a lender has filed a petition against the Company for initiation of CIRP that has been admitted by the Hon''ble National Company Law Tribunal, Hyderabad Bench ("NCLT") vide its order dated February 23, 2018 declaring moratorium inter-alia against any recovery proceedings/winding up proceedings against the Company. The order of moratorium shall have effect from February 23, 2018 in accordance with section 14 (1) of the Insolvency and bankruptcy Code, 2016 ("the Code").

Further, pursuant to the order of NCLT, a public announcement of CIRP was made on March 03, 2018 and a Committee of Creditors (COC) was formed pursuant to the provisions of the code and COC held their first meeting on March 29, 2018 and inter alia confirmed Interim Resolution Professional as Resolution professional (RP) for the Company. Hence, term loan including Working Capital Term Loan, Funded Interest Term Loan, Priority Debts etc has been classified as current borrowings as repayable on demand.

12. During the year, the Company has incurred a net loss of Rs.19,910.93 Million resulting in to accumulated losses of Rs.41,762.43 Million as at March 31, 2018 and erosion of its Net worth. The Company has obligations towards fund based borrowings aggregating to Rs. 77,577.28 Million and non fund based exposure aggregating to Rs.12,831.73 Million, subject to reconciliation/verification as stated in Note 43 below, that have been demanded/recalled by the financial creditors pursuant to CIRP, obligations pertaining to operations including unpaid creditors and statutory dues as at March 31, 2018. The Company''s ability to continue as going concern is dependent upon many factors including continued support from the financial creditors, operational creditors and submission of a viable revival plan by the prospective investor/bidder. In the opinion of the management, resolution and revival of the company is possible in foreseable future, accordingly, in view of ongoing CIRP, above results have been prepared on the basis that the Company is a Going Concern.

13. The Company had recognized deferred tax assets on account of carried forward unused tax losses and other taxable temporary differences aggregating to Rs.9,570.59 Million (Rs. 9,570.59 Million as at March 31, 2017). Based on unexecuted orders on hand and expected future orders, the Management of the Company is confident that sufficient future taxable income will be available against which such deferred tax assets will be realised.

14. The Company has certain trade receivables, unbilled revenue, security deposit, withheld, claims of indirect taxes and other deposits including bank guarantee encashed by the customers aggregating to Rs.19,682.35 Million (Rs. 18,682.13 Million as at March 31, 2017) which are subject matters of various disputes / arbitration proceedings / negotiations with the contractee/ clients due to termination / fore closure of contracts and other disputes. The management of the Company is confident of positive outcome of litigations / resolutions of disputes and recovering the aforesaid dues.

15. The Company has an investment of Rs.12,063.29 Million (Rs. 6,761.85 Million as at March 31, 2017) in subsidiaries engaged in BOT and other projects, which are under disputes with the concessionaire, and other subsidiaries that have significant accumulated losses as at March 31, 2018. The management of the Company is at various stages of negotiation/ communication/arbitration with respective contractee/clients of such subsidiaries engaged in BOT and other projects to recover the dues and cost incurred by the Company and taking necessary steps to turnaround the loss making subsidiary Companies. Considering the long-term nature of investments and in view of ongoing discussion, no provision has been considered necessary by the management in respect of impairment in the value of investment.

16. The Company has outstanding loans and advances of Rs. 7,142.20 Million (Rs.4,322.33 Million as at March 31, 2017) given to subsidiary companies, associate, net receivable against development rights, various sub-contractors, vendors and other parties that are outstanding for long period. The management of the Company is at various stages of negotiation/ communication/arbitration with respective contractee/clients/ sub-contractors/vendors to recover the dues and cost incurred by the Company and taking necessary steps to turnaround the loss making subsidiary Companies. Accordingly, no provision has been considered necessary by the management in respect of impairment in the value of loans and advances.

17. Pursuant to the commencement of Corporate Insolvency Resolution Process of the Company (CIRP) under Insolvency and Bankruptcy Code, 2016 (IBC), there are various claims submitted by the operational creditors, the financial creditors, employee and other creditors against the Company including the claim on Company''s subsidiaries. Some of these claims are under further verification/validation and the same may be updated as per any additional information which may be received in future.

18. Confirmation of balances could not be obtained as at March 31, 2018 for banks balances aggregating to Rs.24.84 Million, bank borrowings and for various trade receivables, trade payables, though, the management has requested for the confirmation of balances. Management believes that no material adjustments would be required in books of account upon receipt of these confirmations.

19. Physical verification for fixed assets aggregating to Rs.169.12 Million (WDV as on March 31, 2018) and inventory aggregating to Rs.41.23 Million could not be carried out at certain locations including project site that are terminated/ foreclosed/ having slow progress. Management believe that no item of fixed assets and inventory has a net realizable value in the ordinary course of business which is less than the amount at which it is included in the fixed assets and inventories. Accordingly, no provision is required in respect of such fixed assets and inventories.

20. The company has various input credits and balances with various statutory authorities pertaining to service tax, VAT, sales tax etc aggregating to Rs.2,003.47 Million. The recovery of these amounts is subject to reconciliation, filing of returns and admission by respective statutory authorities. No adjustments has been made in the books of accounts in respect of such amounts.

21. During the year, the company has received a Show Cause Notice U/s 279 (1) of the IT Act 1961 for initiation of prosecution proceedings U/s 276 (B) of the IT Act 1961 for failure to deposit the deducted Tax at Source within due date in Central Government Account for financial year 2016-17 & 2017-18 for the amount of Rs.103.40 Million and Rs.189.12 Million respectively.

In respect of the above, IT department has also sent notices U/s 226 (3) of the IT Act, 1961 to certain banks and customers of the company demanding the recovery of aforesaid arrears.

The Resolution Professional has communicated to the IT department about the ongoing CIRP and requested the IT department to withdraw the aforesaid notice and not to proceed with any further actions against the company in this regard.

22. During the year , the company has received order of the Regional Provident Fund Commissioner in the matter of levy of damages pertaining to the earlier years U/s 14 B of the Employees'' Provident Funds and Miscellaneous Provisions Act, 1952 aggregating to Rs.0.41 Million for the period from 10/1999 to 02/2009 and Rs.60.86 Million for the period from 07/2009 to 03/2015.

In respect of the above, the Employees'' Provident Fund Organisation has also sent notice U/s 8f of the Employees'' Provident Funds and Miscellaneous Provisions Act, 1952 to a bank demanding the recovery of Rs.91.22 Million (including interest of Rs.29.95 Million).

The company has filed an appeal U/s 7-I of the Employees'' Provident Funds and Miscellaneous Provisions Act, 1952 with Employees'' Provident Fund Appellate Tribunal, Bangalore Bench regarding the damages amounting to '' 61.27 Million and the matter is presently sub-judice.

23. During the previous year, the management had expressed its intention to sell three BOT Projects for which definitive agreements for sale were signed with the buyer and accordingly, these projects had been classified as "Assets held for sales". Pursuant to the cancellation of the said agreements during the year these projects assets have been classified as Non-current Investment.

24. Other expenses for the year ended on March 31, 2018 includes provision for doubtful trade receivables aggregating to Rs.1,221.20 Million (for the year ended March 31, 2017 is Rs.2,978.28 Million).

25. Exceptional items represent interest/penal interest charged and benefits withdrawn by the lenders upto March 31, 2017 that were extended pursuant to CDR/SDR scheme from the cut off date (i.e. November 30, 2013).

(e) In accordance with the payment of Gratuity Act, 1972 the Company provides for gratuity covering eligible employees. The liability on account of gratuity is covered partially through a recognized Gratuity Fund managed by Life Insurance Corporation of India and balance is provided on the basis of valuation of the liability by an independent actuary as at the period end. The invested return earned on the policy comprises bonus declared by LIC having regard to LIC''s investment earnings. The information on the allocation of the fund into major asset classes and expected return on each major class are not available. The management understands that LIC''s overall portfolio assets are well diversified and as such, the long-term return of the policy is expected to be higher than the rate of return on Central Government Bonds.

26. Financial Instruments

26.1 Capital risk management

The Company manages its capital to ensure that the Company will be able to continue as going concern while maximising the return to stakeholders through optimisation of debt and equity balance. The Company is not subject to any externally imposed capital requirements.

The capital structure of the Company consists of net debt (borrowings as detailed in Notes 21, 23 & 25 and 14 & 15 offset by cash and bank balances) and total equity of the Company. Equity consists of equity capital, share premium and all other equity reserves attributable to the equity holders.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants.

26.2 Financial risk management

The Company''s principal financial liabilities comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance and support the Company''s operations. The Company''s principal financial assets comprise investments, cash and bank balance, trade and other receivables.

The Company is exposed to various financial risks such as market risk, credit risk and liquidity risk. The financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives.

a. Market risk

The Company''s activities expose it primarily to the financial risk of changes in foreign currency exchange rates and changes in interest rates. There have been no changes to the Company''s exposure to market risk or the manner in which it manages and measures the risk in recent past.

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises two types of risk: interest rate risk and currency risk. Financial instruments affected by market risk include borrowings and bank deposits.

i. Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company''s exposure to the risk of changes in market interest rates is limited as the Company''s borrowing bear fixed interest rate.

ii. Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the Company''s borrowings. The Company''s foreign currency risks are identified, measured and managed at periodic intervals in accordance with the Company''s policies. For details of un-hedged foreign currency refer Note 58.

b. Credit risk

Credit risk is the risk that counterparty will default on its contractual obligations resulting in financial loss to the company. The Company has adopted a policy of only dealing with creditworthy customers.

Credit risk on trade receivables and unbilled work-in-progress is limited as the customers of the Company mainly consists of the government promoted entities having a strong credit worthiness. For other customers, the Company uses a provision matrix to compute the expected credit loss allowance for trade receivables and unbilled work-in-progress. The provision matrix takes into account available external and internal credit risk factors such as credit ratings from credit rating agencies, financial condition, ageing of accounts receivable and the Company''s historical experience for customers.

At March 31, 2018, the company did not consider there to be any significant concentration of credit risk, which had not been adequately provided for. The carrying amount of the financial assets recorded in the financial statements, grossed up for any allowances for losses, represents the maximum exposure to credit risk.

c. Liquidity risk

The Company manages liquidity risk by maintaining adequate reserves and banking facilities, by continuously monitoring forecast and actual cash flows and by matching the maturity profiles of financial assets and liabilities for the Company. The Company has established an appropriate liquidity risk management framework for it''s short-term, medium term and long-term funding requirement.

The table below summarizes the maturity profile of the Company''s financial assets and financial liabilities based on contractual undiscounted payments:

27. Fair Value measurements

The fair value of the financial assets are included at amounts at which the instruments could be exchanged in a current transaction between willing parties other than in a forced or liquidation sale.

The following methods and assumptions were used to estimate the fair value:

(a) Fair value of cash and short term deposits, trade and other short term receivables, trade payables, other current liabilities, approximate their carrying amounts largely due to the short-term maturities of these instruments.

(b) Financial instruments with fixed and variable interest rates are evaluated by the Company based on parameters such as interest rates and individual credit worthiness of the counterparty. Based on this evaluation, allowances are taken to account for the expected losses of these receivables.

B. Fair value hierarchy:

Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 - Input other than quoted prices included within Level 1 that are observable for the assets or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

28.1 These Companies have provided/agreed to provide corporate guarantee to the lenders of the Company (i.e. IVRCL Limited) to the extent of all amounts payable to CDR lenders, the monitoring institutions and the security trustee under the Master Restructuring Agreement (MRA) pursuant to scheme of CDR. During the year, the arrangement of CDR/SDR has failed even though, the guarantees are continued alive.

29. Segment Reporting

a) Business segment:

The Company has considered "Engineering & Construction" as one business segment for disclosure in the context of Indian Accounting Standard 108 "Operating Segment". The Company is engaged in the business of Engineering & Construction segment only for the period under report.

b) Geographical Segment:

During the period under report, the Company has engaged in its business primarily within India. The conditions prevailing in India being uniform, no separate geographical disclosure is considered necessary.

30. Standalone financial statements include:

a. Out of the 32 jointly controlled entities, the unaudited financial statement/ financial information of 5 jointly controlled entities as certified by the Management, whose financial results reflect the Company''s Share as at March 31, 2018 and share in profit (net) Rs.24.64 million for the year ended on that date. Further, the standalone financial statements does not include the financial results of 4 jointly controlled entities. In the opinion of the management, financial results of such JVs is not material to the Company.

b. the unaudited financial results of a branch Kingdom of Saudi Arabia included in the standalone financial statements of the Company whose financial statements/financial information reflects total assets of Rs.0.01 million as at March 31, 2018 and total revenue is Nil for the year ended on that date.

31. During the year, Managerial Remuneration paid to one of the Director (resigned during the year) was in excess of the minimum remuneration allowable under the Companies Act, 2013. Accordingly, an amount of Rs. 3.76 million has been accounted as due from him. The management is in the process of making / obtaining requisite approval from the Central Government in this regard.

32. These financial statements pertain to a substantial period prior to commencement of Corporate Insolvency Resolution Process (CIRP) of the Company and before the appointment of the Resolution Professional (RP) for the Company. Therefore, the RP is not in a position to verify the authenticity or varacity of the information provided herein. In absence of the Board of Directors, the RP is approving these statements for the purposes of compliance with the provisions of the Companies Act, 2013 and on the basis of representation by the key managerial personnel (KMP) of the Company and others regarding authenticity or varacity of the information provided in the financial statements. Approval of the RP and affixing of signature on these statements by the RP should not be construed as endorsement or certification by the RP of any facts or figures provided herein.

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Mar 31, 2016

1. Terms / Rights attached to Equity Shares

The Company has only one class of equity shares having a face value of '' 2 per share and each holder of equity shares is entitled to one vote per share. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation, the holders of equity shares will be entitled to receive the remaining assets of the Company, after distribution of all preferential amounts, in proportion to their shareholdings.

2. Details of Shares Reserved for issue under Options

(a) For details of shares reserved for issue under Employee Stock Options (ESOP) plan of the company, Refer Note 49.

(b) As fully described in Note 48, during the previous year, pursuant to the Corporate Debt Restructuring Scheme (CDR) and subsequent invocation of Strategic Debt Restructuring (SDR) by the lenders of the Company during the year, subject to the SDR guidelines issued by Reserve Bank of India and other applicable regulatory and legal framework, the CDR lenders are entitled to convert outstanding debt (principal as well as unpaid interest) into equity shares of the Company at the sole discretion and on demand as per the agreed terms in the MRA and SDR package. In relation to the outstanding debt as at March 31, 2016 a total amount of '' 23,020.74 million and a total amount of '' 407.80 million is reserved for the conversion of 943 859 934 shares and 46 526 091 pursuant to CDR and SDR schemes respectively.

3. Terms of Security, interest and repayment

(a) 12.15% Non-Convertible Debentures -

2,000 Debentures of Rs.1,000,000 each issued to Life Insurance Corporation of India during the year 2008-09. The debentures were due for redemption at the end of five years (i.e., December 19, 2013) from the date of allotment. The debentures are secured by way of first pari passu charge over certain specific fixed assets including immovable properties of the Company. IDBI Trusteeship Services Limited, Mumbai were the trustees for the debenture holders in respect of the below non-convertible debentures.

(b) Working Capital Term Loan - I

WCTL - I is secured by first paripassu charge on fixed assets excluding the exclusive security given to various lenders (WCTL - I amounting to '' 1,946.10 million is further secured by first and exclusive charge on all present and future fixed assets and current assets, except lease rights of the lease hold land of IVRCL TLT Private Limited, a subsidiary of the company), book debts beyond the cover period and non-current assets excluding retention money and investments. Second paripasssu on entire stocks, book-debts upto cover period, unbilled revenue, retention money and any current assets as per audited balance sheet both present and future (also Refer Note No. 48)

WCTL - I shall be repaid after a moratorium of 25 months from COD in 31 structured quarterly installments, commencing from quarter ending March 31, 2016. WCTL - I carries rate of interest of SBI Base Rate plus 1.25% p.a. from cut-off date with annual reset.

(c) Working Capital Term Loan - II

WCTL - II is secured by first parispassu charge on entire stocks, book-debts up to cover period, unbilled revenue, retention money and any current assets as per audited balance sheet both present and future. second parispassu charge on fixed assets, book debts beyond the cover period and non-current assets excluding retention money and investments both present and future (also Refer Note No. 48)

(d) Priority Debt

Rs.1,217.98 million (Rs. 749.97 million) has been availed out of Rs.1,750.00 million Priority Debt sanctioned. Priority Debt is to be repaid in 21 structured quarterly installments, commencing from quarter ending March 31, 2016. Priority Debt carries rate of interest of SBI Base Rate plus 2.00% from cut-off date with annual reset.

Priority Debt is secured by first parispassu charge on fixed assets excluding the exclusive security given to various lenders, book debts beyond the cover period and non-current assets excluding retention money and investments. Second paripassu on entire stocks, book-debts up to cover period, unbilled revenue, retention money and any current assets as per audited balance sheet both present and future (also Refer Note No. 48)

(e) Term Loans from Banks

(i) ICICI Bank

The loan amount of Rs.1,783.68 million, is secured by first and exclusive hypothecation charge over specific fixed assets of the Company including freehold land. The rate of interest is SBI Base Rate plus 1.25% p.a. The loan is repayable after a moratorium of 28 months from cut-off date in 30 structured quarterly installments commencing from quarter ending June 30, 2016 (also Refer Note No. 48)

(ii) IndusInd Bank

The loan amount of '' 714.20 million ('' 696.99 million), is secured by equitable mortgage of land and pledge of certain equity shares held in subsidiaries, as per the terms of sanction letter. The rate of interest is SBI Base Rate plus 1.25% from cut-off date with annual reset. The loan is repayable after a moratorium of 28 months from cut-off date in 30 structured quarterly instalments commencing from quarter ending June 30, 2016 (also Refer Note No. 48)

(iii) Punjab & Sind Bank

Secured by first and exclusive hypothecation charge over specific fixed assets of the Company. The rate of interest is Base Rate plus 1.50% p.a. The balance outstanding as at March 31, 2016 is '' 50.55 million, which is overdue.

(iv) AXIS Bank

The loan amount of '' 296.50 million carries rate of interest of SBI Base Rate plus 1.25% p.a from cut-off date with annual reset. Out of loan amount of '' 296.50 million, '' 46.50 million was secured by specific equipments. The loan is repayable after a moratorium of 28 months from cut-off date in 30 structured quarterly installments commencing from quarter ending June 30, 2016 (also Refer Note No. 48)

(v) Nova Scotia

The loan amount of Rs.250.00 million carries rate of interest of SBI Base Rate plus 1.25% p.a from cut-off date with annual reset and is secured by mortagage of freehold land. The loan is repayable after a moratorium of 28 months from cut-off date in 30 structured quarterly installments commencing from quarter ending June 30, 2016 (also Refer Note No. 48)

(vi) Standard Chartered Bank (External Commercial Borrowings)

Secured by first charge on exclusive hypothecation of construction equipment procured out of loan amount. The details for each disbursement are as under:

(f) Term Loans from Others

(i) TATA Capital Financial Services Limited

The loan amount of '' 133.33 million is secured by mortgage of freehold non-agricultural land. The rate of interest is SBI Base Rate plus 1.25% from cut-off date with annual reset. The loan is repayable after a moratorium of 28 months from cut-off date in 30 structured quarterly installments commencing from quarter ending June 30, 2016 (also Refer Note No. 48)

(ii) SREI Equipment Finance Private Limited

The loan amount of Rs.1,215.62 million (Rs. 1,075.41 million) is secured by first charge by way of hypothecation of specific movable assets. The rate of interest is SBI Base Rate plus 1.25% from cut-off date with annual reset. The loan is repayable after a moratorium of 28 months from cut-off date in 30 structured quarterly installments commencing from quarter ending June 30, 2016 (also Refer Note No. 48)

4. Cash Credits and Working Capital Demand Loan from Consortium Banks

Cash Credits and Working Capital Demand Loans are secured by hypothecation of book debts, inventories and other current assets (excluding those charged to lenders of specific-funding projects). Further these loans are secured by mortgage of property in Land and Buildings owned by the Company ranking pari passu among the consortium banks aggregating to Rs.101.54 million and lien of the Fixed Deposit of Rs.4.20 million. The loans are Second Charged on current assets of the specific-funding projects on reciprocal basis. The borrowings carry interest rate ranging from 10.55% to 14.00% p.a.(also Refer Note No. 48)

5. Project Specific Working Capital Loan from Banks

Project Specific Working Capital Loan from Banks are secured by hypothecation of book debts and inventory and other current assets of respective projects.

6. Funded Interest Term Loan

The interest due and accrued on Term Loan, Non-Convertible Debentures, Short Term Loans, Equipment Term Loans, CGTL, WCTL-I, WCTL-II facilities from Cut-off-Date to till September 30, 2015 to be funded and converted into a Funded Interest

Term Loan. The proposed FITL along with accrued interest to be converted into equity based on the prevailing CDR regulatory guide lines. Out of the proposed FITL the company converted into equity amounting to Rs.420.82 million and balance left over in the FITL account subsequently into equity.

Short-Term Loans 7.4 Secured

TATA Capital Financial Services Limited

Secured by pledge of shares of following subsidiaries and subservient charge on the current assets.

(i) 29.70% shares of Salem Tollways Limited

(ii) 23% stake in Kumarpalyam Tollways Limited.

The loan is repayable in one installment. The rate of interest is 14.25% p.a. and the balance outstanding as at March 31, 2016 is '' 400.00 million ('' 392.20 million).

7. Current Maturities -

Current maturities of long term borrowing includes continuing default as at March 31, 2016 in respect of Union Bank of India

- Loan amount of Rs. 1,000.00 million repayable after moratorium period of one year in 4 equal installments of Rs.250.00 million each commencing from March 31, 2014. The rate of interest is base rate plus 4% p.a. The loan is secured by first charge on the immovable properties of the Company for Rs. 400.00 million and the remaining balance of Rs.600.00 million is secured by land belonging to RIHIM Developers Private Limited, wholly owned subsidiary of the Company. Subsequent to the year end, Union of Bank of India has initiated recovery proceedings against the company under the Securitization and Reconstruction of Financial Assets and enforcement of Security Interest Act, 2002 in respect of outstanding loan of aggregating Rs. 1,332.80 million including interest payable.

Notes:

1. The Company has given Corporate Guarantees aggregating to Rs.39,560.90 million (As at 31.03.2015: Rs.36,721.91 million), on behalf of certain subsidiaries to Banks and Financial Institutions. The loan amount and compulsorily convertible debentures outstanding as on March 31, 2016 are Rs.25,590.05 million (As at 31.03.2015: Rs.24,575.94 million) and Rs.2,500.00 million (As at 31.03.2015: Rs.2,500.00 million) respectively.

2. The Company enters into construction contracts with its vendors. The final amounts payable under such contracts will be based on actual measurements and negotiated rates, which are determinable as and when the work under the said contracts are completed.

3. As more fully described in Note 48, the Company and the CDR lenders executed a Master Restructuring Agreement (MRA) during the previous year. The MRA as well as the provisions of the master circular on corporate debt restructuring issued by the Reserve Bank of India, gives a right to the lenders to get a recompense of their waivers and sacrifices made as part of the CDR proposals. The recompense payable by the company is contingent on various factors including improved performance of the Company and many other conditions, as at March 31, 2016, the aggregate indicative recompense of the CDR lenders as per the MRA is Rs.2,585.00 million, payment of which is contingent on various factors including improved performance of the Company and many other conditions, the outcome of which is currently uncertain and hence the proportion of amount payable as recompense has been treated as contingent liability.

4. Impact of pending legal cases: The Company is party to several cases with clients as well as contractors, pending before various forums/courts/arbitration proceedings. It is not possible to make a fair assessment of the likely financial impact of these pending disputes/litigations until the cases are decided by the appropriate authorities.

8. Dues to Micro and Small Enterprises

Information relating to Micro and Small Enterprises under the Micro, Small and Medium Enterprises Development Act, 2006 have been determined based on the information available with the Company. The required disclosures are given below.

b) In accordance with the payment of Gratuity Act, 1972 the Company provides for gratuity covering eligible employees. The liability on account of gratuity is covered partially through a recognized Gratuity Fund managed by Life Insurance Corporation of India and balance is provided on the basis of valuation of the liability by an independent actuary as at the period end. The invested return earned on the policy comprises bonus declared by LIC having regard to LIC''s investment earnings. The information on the allocation of the fund into major asset classes and expected return on each major class are not available. The management understands that LIC''s overall portfolio assets are well diversified and as such, the long-term return of the policy is expected to be higher than the rate of return on Central Government Bonds.

c) The expense pertaining to gratuity of Rs.15.36 million (2014-15 : Rs.63.03 million) has been considered in "Contribution to Provident and Other Funds" under Note 9.

d) Key Assumptions - Compensated Absences

e) The Company makes Provident Fund, Superannuation Fund and Employee State Insurance Scheme contributions which are defined contribution plans, for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognized Rs.91.03 million (2014-15: Rs.118.21 million) for Provident Fund contributions, Rs.1.30 million (2014-15: Rs.22.22 million) for Superannuation Fund contributions and Rs.0.60 million (2014-15: Rs.1.10 million) for Employee State Insurance Scheme contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.

10. Segment Reporting

a) Business Segment

The Company has considered "Engineering & Construction" as one business segment for disclosure in the context of Accounting Standard 17. The Company is engaged in the business of Engineering & Construction segment only for the period under report.

b) Geographical Segment

During the period under report, the Company has engaged in its business primarily within India. The conditions prevailing in India being uniform, no separate geographical disclosure is considered necessary.

11. During the year managerial remuneration paid to Chairman & Managing Director was in excess of the minimum remuneration allowable as per Companies Act, 2013, accordingly an amount of Rs.12.46 million has been accounted as due from director. Total due from director as at March 31, 2016 is Rs.18.69 million.

12. Certain trade receivables, unbilled revenue, security deposit, withheld and other deposits including bank guarantee encashed by the customers aggregating to Rs. 16,004.17 million which are subject matters of various disputes / arbitration proceedings / negotiations with the contracted/clients due to termination / fore closure of contracts and other disputes. The management of the Company is confident of positive outcome of litigations / resolutions of disputes and recovering the aforesaid dues.

13. During the year, a lender of two subsidiary Companies (Hindustan Dorr Oliver Limited & HDO Technologies Limited) has invoked corporate guarantees and initiated recovery actions against the Company for Rs.7,956.80 million in respect of such guarantees extended / executed by the Company in favour of such lender. The Company has not made any provision in respect of invocation of these corporate guarantees.

14. As at March 31, 2016, equity investment of Rs.657.53 million and loans and advances of Rs.347.67 million in Hindustan Dorr Oliver Limited, a subsidiary company whose net worth has eroded and continues to incur losses as on March 31, 2016. The management of the Company is confident of improvement in the company''s future operations and the financial statements have been prepared on going concern basis. The Company is of the view that above loans and advances are fully recoverable hence no provision is required and the investment in the Company is a long-term investment and no provision for diminution in the value of investment is necessary.

15. The company had entered into definitive sale agreement on March 30, 2013 with strategic investor for disinvestment in BOT projects relating to Salem Tollways Limited, Kumarapalyam Tollways Limited and IVRCL Chengapalli Tollways Limited, as a composite arrangement. The parties have in earlier year, agreed to extend and revise the key terms of the same. In respect of MOU/ definitive agreement entered into by the Company for divestment of subsidiary companies, upto March 31, 2016, the Company has received an amount of '' 850.00 million (against furnishing of Bank Guarantee for equivalent amount) from strategic investor as part of advance towards the share purchase consideration, which is refundable in case strategic investor at its sole discretion decide not to proceed with share purchase transaction and does not execute the revised definitive agreement. However, during the year all condition precedent to revised definitive agreement have been substantially completed and the sale consideration agreed for such divestment is lower than the carrying value of investments and outstanding advances. This will result into losses on divestment/diminution aggregating to Rs.3,391.76 million as on March 31, 2016. No provision has been made in books of account in respect of such losses.

In earlier year, the Company has signed a binding agreement for divestment of investment in its subsidiary Chennai Water Desalination Limited. As at March 31, 2016, detailed underlying terms for such agreement including approval of project authorities and lenders are under discussion and accordingly the investment in this subsidiary is considered as long-term investment. Based on the expected cash flow, no material adjustment is considered necessary to the carrying value of the investments.

16. The Company has outstanding loans and advances of Rs.4,289.36 million given to subsidiaries engaged in BOT and other projects, which are under disputes with the concessionaire, and other subsidiaries that have significant accumulated losses as at March 31, 2016. The management of the Company is at various stages of negotiation/communication/arbitration with respective contractee/clients of such subsidiaries engaged in BOT and other projects to recover the dues and cost incurred by the Company and taking necessary steps to turnaround the loss making subsidiary Companies. In view of this no provision has been considered necessary by the management in respect of such advances.

17. The Company has Investment of Rs.6,732.85 million in subsidiaries engaged in BOT and other projects, which are under disputes with the concessionaire, and other subsidiaries that have significant accumulated losses as at March 31, 2016. The management of the Company is at various stages of negotiation/communication/arbitration with respective contractee/ clients of such subsidiaries engaged in BOT and other projects to recover the dues and cost incurred by the Company and taking necessary steps to turnaround the loss making subsidiary Companies. Considering the long term nature of investments the management has considered such investments as good and fully recoverable.

18. During the year the company has recognized claims of Rs.610.70 million on certain irrigation projects which are at advance stage of approval / release of payment by the respective clients / departments and a claim of Rs.338.40 million towards the cost escalation on a road project which has been accepted by the concessionaire, a subsidiary company and concessionaire is in the process of financing from the lenders. In the opinion of the management, no significant uncertainty exists as on March 31, 2016 in respect of realization of above claims.

19. As at March 31, 2016 certain trade receivables aggregating to Rs.2,246.82 millions and unbilled revenue amounting to Rs.1,143.40 million, are outstanding respect of the projects having slow progress/no billing for long period of time for want of requisite funds and various other reasons. The management is hopeful of generating requisite finances and to resolve all the pending issues with contractee/clients to revive and recover the dues. In view of the above, such trade receivables and unbilled revenue have been considered good and fully recoverable by the management.

20. As at March 31, 2016 various advances, aggregating to Rs.1,310.42 million are outstanding for long period of time which were given to various vendors/sub-contractors and other parties for various supplies/services to be made/provided. The management is confident that such advances are fully recoverable and no provision is considered necessary in respect of such advances.

21. During the year the Company has incurred a Net Loss of Rs.10,604.39 million resulting in to accumulated losses of Rs.20,401.42 million and substantial erosion of its Net worth. The Company has obligations towards borrowings aggregating to Rs.53,430.08 million including an amount of Rs.15,003.07 million falling due over next twelve months period, obligations pertaining to operations including unpaid creditors and statutory dues as at March 31, 2016. These matters require the Company to generate additional cash flows to fund the operations as well as other statutory obligations notwithstanding the current level of low operating activities. The Lenders of the Company had in earlier year approved a Corporate Debt Restructuring Scheme (CDR) with certain reliefs in relation to repayment timelines of loans and accumulated unpaid interest with certain conditions w.e.f June 30, 2014. The restructuring required certain sacrifices and additional funding in the form of priority lending from Lenders and commitments from the promoters in terms of infusion of additional funds and sale of certain land parcels and divestment of stake in certain subsidiaries undertaking BOT and other projects. The efforts to raise additional funds, however, could not materialize during the year and due to continuous irregularity in the account, the Joint Lenders have decided to adopt Strategic Debt Restructuring (SDR) in their meeting held on 26th November, 2015 as corrective Action Plan involving conversion of part of their debt into equity share capital to facilitate majority shareholding (i.e. more than 51%) by the Joint Lenders Forum (JLF). Accordingly, 26,95,44,648 nos. of equity shares have been allotted to the JLF converting a debt amounting to Rs.3,735.85 million into equity share capital (including securities premium).

The Company is confident of implementing the divestment plan and approved restructuring scheme with lenders and meeting its obligations in due course of time. Accordingly financial statements have been prepared on the basis that the Company is a Going Concern.

22. Employee Share based Plan ESOP 2013 Scheme

The IVRCL - ESOP 2013 Scheme was approved by the shareholders in the 26th Annual General Meeting held on September 26, 2013 to grant 10,000,000 options, convertible in to 10,000,000 shares of Rs.2 on exercise of options granted to the employees. The Company is yet to grant these options to the employees.

23. During the year and earlier year the Company has not dealt in any purchase and sale of traded goods.

24. Certain creditors have filed winding up petitions against the Company under section 433,434 and 439 of the Companies Act, 1956 before Hon''ble High Court of Telengana & Andhra Pradesh. The matter is presently subjudice and the company is taking appropriate steps to settle the matter.

25. Confirmation of balances could not be obtained for various loans aggregating to Rs.1,628.98 million by lender banks and for banks balances aggregating to Rs.11.33 million. Management believes that no material adjustments would be required in books of account upon receipt of these confirmations.

26. The Assessments of Income Tax completed up to the A.Y 2013-14 (including the Block of Assessments). Provisions relating to the earlier years of Income Tax up to Assessments completed had been set off against the Tax Deducted at Source and Advance Tax. The advance / provision left over if any in excess of the liability has been charged off / credited to Profit and Loss account during the year. Further deferred tax aggregating to Rs.306.52 million has been charged off to profit and loss account during the year.

27. During the year ended March, 31 2016 an under construction structure of a project in progress collapsed. The matter involving this accident is being investigated by the local police. The company is in process of assessment of damage and filing insurance claim for such loss. Pending assessment of loss in damage, no provision has been made in the books of accounts.

28. Exceptional Item for the quarter and year ended March 31, 2016 relates reduction in interest on restructured debt computed and provided at the effective interest rates as per Corporate Debt Restructuring Scheme from cut- off date, subject to confirmation from lenders, has been recorded as exceptional item.

59. Standalone financial results includes:

2. the unaudited financial results of 22 jointly controlled entities as certified by the Management, whose financial results reflect the Company''s Share as at March 31, 2016 and share in profit (net) Rs.87.24 million for the year ended on that date.

b. the unaudited financial results of a branch Kingdom of Saudi Arabia included in the standalone financial statements of the Company whose financial statements / financial information reflect total assets of Rs.0.01 million as at March 31, 2016 and total revenue is Nil for the year ended on that date.

30. Figures for the previous year have been regrouped /rearranged wherever considered necessary to conform to the figures presented in the current year.

---

Mar 31, 2015

1. Corporate Information

The Company is engaged in the business of development and execution of Engineering, Procurement, Construction and Commissioning (EPCC) and Lump Sum Turn Key (LSTK) facilities in various Infrastructure projects such as Water Supply, Roads and Bridges, Townships and Industrial Structures, Power Transmission, etc. for Central/State Governments, other Local Bodies and private sector.

1.2 Terms / Rights attached to Equity Shares

The Company has only one class of equity shares having a face value of Rs. 2 per share and each holder of equity shares is entitled to one vote per share. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation, the holders of equity shares will be entitled to receive the remaining assets of the Company, after distribution of all preferential amounts, in proportion to their shareholdings.

1.3 Aggregate number of Equity Shares alloted as fully paid-up for consideration other than cash during 5 years immediately preceding the date of Balance Sheet

The Company had allotted 133,504,929 shares of Rs. 2 each in the year 2009-10 as fully paid bonus shares in the ratio of 1:1 by utilizing Rs. 267.01 million from General Reserve.

1.4 Shareholders holding more than 5% shares of the Company

No shareholder is holding more than 5% shares of the Company during the current year and previous year.

1.5 Details of Shares Reserved for issue under Options

For details of shares reserved for issue under Employee Stock Options (ESOP) plan of the company, Refer Note 46.

As fully described in Note 42, during the year, pursuant to the Corporate Debt Restructuring Scheme (CDR) approved by Empowered Group (CDR EG) vide letter dated June 30, 2014, the CDR lenders have a right to convert restructured debt (including funded interest term loan) into equity shares at the sole discretion and on demand as per the agreed terms in the MRA. In relation to the loans restructured by the CDR lenders a total amount to Rs. 28,877.82 million would qualify for the conversion of 1,184,002,485 shares at the sole discretion of the CDR lenders.

2.1 12.15% Non-Convertible Debentures

2,000 Debentures of Rs. 1,000,000 each issued to Life Insurance Corporation of India during the year 2008-09. The debentures were due for redemption at the end of five years (i.e., December 19, 2013) from the date of allotment. The debentures are secured by way of first pari passu charge over certain specific fixed assets including immovable properties of the Company. IDBI Trusteeship Services Limited, Mumbai were the trustees for the debenture holders in respect of the below non-convertible debentures.

2.2 The Board of Directors of the Company in its meeting held on January 18, 2014 had accorded its approval for restructure of the debts of the Company under Corporate Debt Restructuring (CDR) Mechanism of the Reserve Bank of India. The proposal is only for the company and not for any of its subsidiaries and associates. CDR Empowered Group (CDR EG) in its meeting held on June 28, 2014 has approved the CDR scheme submitted by the Company and issued letter of approval on June 30, 2014. As on March 31, 2015 CDR related documents have been executed and creation of security is in the process. On restructuring, effect of CDR Scheme in the books of account has been given as follows.

2.3 Working Capital Term Loan - I

Irregularity in working capital limits, comprising devolved Letter of Credits (pre and post Cut-off Date {(COD) i.e November 30, 2013} upto December 31, 2014), invoked Bank Guarantees, interchangeability/other irregularity and shortfall in Drawing Power amounting to Rs. 13,175.01 million has been carved out as Working Capital Term Loan - I (WCTL - I). WCTL - I shall be repaid after a moratorium of 25 months from COD in 31 structured quarterly installments, commencing from quarter ending March 31, 2016. WCTL - I carries rate of interest, SBI Base Rate plus 1.25% p.a. from cut-off date with annual reset.

WCTL - I is secured by first pari passu charge on fixed assets excluding the exclusive security given to various lenders (WCTL - I amounting to Rs. 1,946.10 million is further secured by first and exclusive charge on all present and future fixed assets and current assets, except lease rights of the lease hold land of IVRCL TLT Private Limited, a subsidiary of the Company), book debts beyond the cover period and non-current assets excluding retention money and investments. Second pari passu on entire stocks, book-debts upto cover period, unbilled revenue, retention money and any current assets as per audited balance sheet both present and future (also Refer Note 42).

2.4 Working Capital Term Loan - II

Invoked Bank Guarantees from COD to March 31, 2015 amounting to Rs. 3,091.43 million has been carved out as Working Capital Term Loan - II (WCTL - II). WCTL - II shall be repaid after a moratorium of 25 months from Cut-off date in 31 structured quarterly installments, commencing from quarter ending March 31, 2016. WCTL - II carries rate of interest SBI Base Rate plus 1.25% p.a. from cut-off date with annual reset (also Refer Note 42)

WCTL - II is secured by first pari passu charge on entire stocks, book-debts upto cover period, unbilled revenue, retention money and any current assets as per audited balance sheet both present and future. second pari passu charge on fixed assets, book debts beyond the cover period and non-current assets excluding retention money and investments both present and future (also Refer Note No 42)

2.5 Priority Debt

Rs. 749.97 million has been availed out of Rs. 1,750.00 million Priority Debt sanctioned. Priority Debt shall be repaid in 21 structured quarterly installments, commencing from quarter ending March 31, 2016. Priority Debt carries rate of interest, SBI Base Rate plus 2.00% p.a. from cut-off date with annual reset.

Priority Debt is secured by first pari passu charge on fixed assets excluding the exclusive security given to various lenders, book debts beyond the cover period and non-current assets excluding retention money and investments. Second pari passu on entire stocks, book-debts upto cover period, unbilled revenue, retention money and any current assets as per audited balance sheet both present and future (also Refer Note 42)

2.6 Term Loans from Banks

(a) ICICI Bank

The loan amount of Rs. 1,783.68 million, is secured by first and exclusive hypothecation charge over specific fixed assets of the Company including freehold land. The rate of interest is SBI Base Rate plus 1.25% p.a. The loan is repayable after a moratorium of 28 months from cut-off date in 30 structured quarterly installments commencing from quarter ending June 30, 2016 (also Refer Note 42)

(b) IndusInd Bank

The loan amount of Rs. 696.99 million, is secured by equitable mortgage of land and pledge of certain equity shares held in subsidiaries, as per the terms of sanction letter. The rate of interest is SBI Base Rate plus 1.25% p.a. from cut-off date with annual reset. The loan is repayable after a moratorium of 28 months from cut-off date in 30 structured quarterly installments commencing from quarter ending June 30, 2016 (also Refer Note 42)

(c) Punjab & Sind Bank

Secured by first and exclusive hypothecation charge over specific fixed assets of the Company. The rate of interest is Base Rate plus 1.50% p.a. The balance outstanding as at March 31, 2015 is Rs. 50.55 million, which is overdue.

(d) AXIS Bank

The loan amount of Rs. 296.50 million carries rate of interest, SBI Base Rate plus 1.25% p.a. from cut-off date with annual reset. Out of loan amount of Rs. 296.50 million, Rs. 46.50 million was secured by specific equipments. The loan is repayable after a moratorium of 28 months from cut-off date in 30 structured quarterly installments commencing from quarter ending June 30, 2016 (also Refer Note 42)

(e) Nova Scotia

The loan amount of Rs. 250.00 million carries rate of interest, SBI Base Rate plus 1.25% p.a.from cut-off date with annual reset and is secured by mortgage of freehold land. The loan is repayable after a moratorium of 28 months from cut-off date in 30 structured quarterly installments commencing from quarter ending June 30, 2016 (also Refer Note 42)

(g) Union Bank of India

Loan of amount of Rs. 1,000.00 million repayable after moratorium period of one year in 4 equal installments of Rs. 250.00 million each. The rate of interest is base rate plus 4% p.a. The loan amount of Rs. 400.00 million has been included under secured loans and is secured by first charge on the immovable properties of the Company and the remaining balance of Rs. 600.00 million is secured by land belonging to RIHIM Developers Private Limited, wholly owned subsidiary of the Company and has been included under unsecured loan.

2.7 Term Loans from Others

(a) TATA Capital Financial Services Limited

The loan is secured by mortgage of freehold non-agricultural land. The rate of interest is SBI Base Rate plus 1.25% p.a. from cut-off date with annual reset. The loan is repayable after a moratorium of 28 months from cut-off date in 30 structured quarterly installments commencing from quarter ending June 30, 2016 (also Refer Note 42)

(b) SREI Equipment Finance Private Limited

The loan is secured by first charge by way of hypothecation of specific movable assets and mortgage of freehold agricultural land. The rate of interest is SBI Base Rate plus 1.25% p.a. from cut-off date with annual reset. The loan is repayable after a moratorium of 28 months from cut-off date in 30 structured quarterly installments commencing from quarter ending June 30, 2016 (also Refer Note 42)

2.8 Equipment Loans from Banks and Non-Banking Financial Companies (NBFCs)

Equipment Loans are secured by first charge and hypothecation of specified machinery, equipment and vehicles. Such loans are repayable within one year and carry interest rate ranging from 8.50% to 13.50% p.a.

3.1 Cash Credits and Working Capital Demand Loan from Consortium Banks

Cash Credits and Working Capital Demand Loans are secured by hypothecation of book debts, inventories and other current assets (excluding those charged to lenders of specific-funding projects). Further these loans are secured by mortgage of property in Land and Buildings owned by the Company ranking pari passu among the consortium banks aggregating to Rs. 101.54 million and lien of the Fixed Deposit of Rs. 4.20 million. The borrowings carry interest rate ranging from 11.25% to 14.00% p.a.(also Refer Note 42).

3.2 Project Specific Working Capital Loan from Banks

Project Specific Working Capital Loan from Banks are secured by hypothecation of book debts and inventory and other current assets of respective projects.

Short-Term Loans

3.3 Secured

TATA Capital Financial Services Limited

Secured by pledge of shares of following subsidiaries and subservient charge on the current assets.

(i) 29.70% shares of Salem Tollways Limited

(ii) 29.70% stake in Kumarpalyam Tollways Limited.

The loan is rescheduled during the year and repayable in one installment. The rate of interest is 14.25% p.a. and the balance outstanding as at March 31, 2015 is Rs. 392.20 million.

4. Contingent Liabilities and Commitments (Rs.in million)

As at As at 31.03.2015 31.03.2014

(i) Contingent Liabilities:

(a) Bank Guarantees issued by the banks on behalf of the Company 13,517.49 20,030.56 and Letter of Credits

(b) Corporate Guarantees issued by the Company on behalf of its 37,015.59 39,812.93 subsidiaries, associates and others (Refer Note 1 below)

(c) Claims against the Company not acknowledged as debts 2,732.38 971.18

(d) Disputed Value Added Tax / Service Tax 3,490.89 6,385.28

(ii) Commitments:

(a) Estimated amount of contracts to be executed on capital account 67.22 79.86 (net of advances)

(b) Commitments towards investment in subsidiaries 973.71 1,283.64

(c) Other Commitments (Refer Note 2 below) - -

Notes:

1. The Company has given Corporate Guarantees aggregating to Rs. 36,870.59 million (As at 31.03.2014: Rs. 39,245.54 million), on behalf of certain subsidiaries to Banks and Financial Institutions. The loan amount and compulsorily convertible debentures outstanding as on March 31, 2015 are Rs. 24,690.74 million (As at 31.03.2014: Rs. 19,582.38 million) and Rs. 2,500.00 million (As at 31.03.2014: Rs. 2,367.30 million) respectively.

2. The Company enters into construction contracts with its vendors. The final amounts payable under such contracts will be based on actual measurements and negotiated rates, which are determinable as and when the work under the said contracts are completed.

3. As more fully described in Note 42, the Company and the CDR lenders executed a Master Restructuring Agreement (MRA) during the year. The MRA as well as the provisions of the master circular on corporate debt restructuring issued by the Reserve Bank of India, gives a right to the lenders to get a recompense of their waivers and sacrifices made as part of the CDR proposals . The recompense payable by the company is contingent on various factors including improved performance of the Company and many other conditions, as at March 31, 2015, the aggregate indicative recompense of the CDR lenders as per the MRA is Rs. 1,646.60 million.

4. Impact of pending legal cases: The Company is party to several cases with clients as well as contractors, pending before various forums/courts/arbitration proceedings. It is not possible to make a fair assessment of the likely financial impact of these pending disputes/litigations until the cases are decided by the appropriate authorities.

5. Related Party Disclosure

Information regarding Related Party Transactions as per Accounting Standard 18 is given below: 35.1 List of Related Parties and Relationships

Sl Name No.

A Subsidiaries {The ownership, directly or indirectly through subsidiary (ies)}

1 Hindustan Dorr-Oliver Limited

2 IVRCL PSC Pipes Private Limited

3 IVR Enviro Projects Private Limited

4 Chennai Water Desalination Limited

5 Salem Tollways Limited

6 Kumarapalyam Tollways Limited

7 IVRCL Steel Construction & Services Limited

8 Jalandhar Amritsar Tollways Limited

9 IVRCL Indore Gujarat Tollways Limited

10 IVRCL Chengapalli Tollways Limited

11 IVRCL Patalaganga Truck Terminals Pvt. Limited

12 IVRCL Goa Tollways Limited

13 IVRCL-Cadagua Hogenakkal Water Treatment Company Private Limited

14 Alkor Petroo Limited

15 IVRCL Building Products Limited

16 IVRCL Chandrapur Tollways Limited

17 Sapthashva Solar Limited

18 RIHIM Developers Private Limited

19 IVRCL TLT Private Limited

20 IVRCL Raipur Bilaspur Tollways Limited

21 IVRCL Narnual Bhiwani Tollways Limited

22 IVR Hotels and Resorts Limited

23 SPB Developers Private Limited

24 IVRCL Multilevel Car Parking Private Limited

25 IVRCL Lanka (Private) Limited

26 First STP Private Limited

27 IVRCL Gundugolanu Rajahmundry Tollways Limited

28 IVRCL Patiala Bathinda Tollways Limited

29 IVR Prime Developers (Tambaram) Private Limited

30 HDO Technologies Limited

31 HDO (UK) Limited

32 Davymarkham (India) Private Limited

33 HDO Zambia Limited

34 IVR Prime Developers (Palakkad) Private Limited

35 IVR Prime Developers (Guindy) Private Limited

36 IVRCL Mega Malls Limited

37 Agaram Developers Private Limited

38 Mummidi Developers Private Limited

45 Chodavaram Developers Private Limited

46 Simhachalam Prime Developers Private Limited

47 Siripuram Developers Private Limited

48 Bibinagar Developers Private Limited

49 IVR Prime Developers (Erode) Private Limited

50 IVR Prime Developers (Guntur) Private Limited

51 IVR Prime Developers (Kakinada) Private Limited1

52 IVR Prime Developers (Araku) Private Limited

53 IVR Prime Developers (Pudukkottai) Private Limited1

54 Absorption Aircon Engineer Private Limited

55 IVR Vaanaprastha Private Limited

56 IVR PUDL Resorts & Clubs Private Limited

57 IVR Prime Developers (Thandiarpet) Private Limited1

58 IVR Prime Developers (Gummidipundy) Private Limited1

59 IVR Prime Developers (Kodambakkam) Private Limited1

60 IVR Prime Developers (Arumbakkam) Private Limited1

61 IVR Prime Developers (Anna Nagar) Private Limited1

62 IVRCL Solar Energy Private Limited

63 IVR Prime Developers (Amalapuram) Private Limited

64 IVR Prime Developers (Anakapalle) Private Limited1

65 IVR Prime Developers (Rajampeta) Private Limited1

66 IVR Prime Developers (Tanuku) Private Limited1

67 IVR Prime Developers (Red Hills) Private Limited

68 IVR Prime Developers (Rajahmundry) Private Limited1

69 IVR Prime Developers (Tuni) Private Limited

70 IVR Prime Developers (Bobbilli) Private Limited

71 IVR Prime Developers (Bhimavaram) Private Limited

72 IVR Prime Developers (Adayar) Private Limited

73 IVR Prime Developers (Ananthapuram) Private Limited1

74 IVR Prime Developers (Perumbadur) Private Limited1

75 IVR Prime Developers (Egmore ) Private Limited

76 IVR Prime Developers (Ashram) Private Limited1

77 IVR Prime Developers (Retiral Homes) Private Limited1

78 Geo IVRCL Engineering Limited

79 Duvvda Developers Private Limited

80 Kunnam Developers Private Limited

81 Vedurwada Developers Private Limited

82 Rudravaram Developers Private Limited

39 Samatteri Developers Private Limited

40 Annupampattu Developers Private Limited

41 Tirumani Developers Private Limited

42 Ilavampedu Developers Private Limited

43 Gajuwaka Developers Private Limited

44 IVR Prime Developers (Mylapore) Private Limited1

83 Geo Prime Developers Private Limited

84 Theata Developers Private Limited

85 Kasibugga Developers Private Limited

86 Vijayawada Developers Private Limited

87 Eluru Developers Private Limited

1. Applications have been filed before the Registrar of Companies, Andhra Pradesh to 'strike off' of names under the "Fast Track Exit Scheme".

B Associate (Where the Company Exercises Significant influence)

1 Viva Infrastructure Pvt. Limited

2 Paresh Infrastructures Private Limited

3 IVRCL International Infrastructures & Projects LLC

4 Sushee - IVRCL Arunachal Highway Limited

C Joint Ventures

1 Bhanu - IVRCL Associates

2 IVRCL - Tantia (JV)

3 IVRCL, SEW & Prasad Hyderabad J.V

4 IVRCL, Navayuga & SEW Joint Venture

5 Navayuga, IVRCL & SEW Joint Venture

6 IVRCL - Harsha (JV)

7 SPCL- IVRCLJV

8 IVRCL - JL (JV)

9 UAN Raju IVRCL Construction JV

10 IVRCL - KBL (JV) Hyderabad

11 IVRCL - KBL - MEIL (JV) Hyderabad

12 IVRCL - CR18G (JV)

13 IVRCL - KMB - HDO Joint Venture

14 IVRCL-MEIL (NC-28) Joint Venture

15 IVRCL-MEIL (NC-33) Joint Venture

16 IVRCL - SUSHEE Consortium

17 IVRCL SEW & WPIL (JV) Hyderabad

18 IVRCL - MBL (JV) Hyderabad

19 IVRCL BATPASCO WPIL & MHI (JV) Hyderabad

20 IVRCL BATPASCO ABB & AAG (JV) Hyderabad

21 IVRCL - CR18G Consortium (J.V)

22 MEIL IVRCL HCC & WPIL (JV)

23 IVRCL - KIPL (JV)

24 IVRCL - RAJ (JV)

25 UNITY - IVRCL Joint Venture

26 IVRCL SAI SUDHIR (JV)

27 CR18G - IVRCL (JV)

28 IVRCL - SUSHEE JOINT VENTURE

29 IVRCL - RTE Joint Venture

30 KMB - IVRCL Joint Venture

31 IVRCL - BPL -UCC (JV)

32 IVRCL-MRT(JV)

33 SAPL & MBL - IVRCL (JV)

34 G.SHANKAR-IVRCL (J.V)

35 IVRCL-MEIL (J.V)

36 MEIL-IVRCL (J.V)

37 IVRCL-TAI INFRA (JV)

38 IVRCL LTD-AJAY PROTECH PVT.LTD.(JV)_

D Enterprises owned or significantly influenced by key management personnel or their relatives

1 S.V.Equities Limited

2 Palladium Infrastructures & Projects Limited

3 Soma Hotels & Resorts Limited

4 Eragam Holdings Limited

5 Eragam Finlease Limited

6 Indus Palms Hotels & Resorts Limited

7 A.P.Enercon Engineers Private Limited

E Key Management Personnel

1 Mr. E. Sudhir Reddy Chairman & Managing Director

2 Mr. K. Ashok Reddy Joint Managing Director

3 Mr. R. Balarami Reddy Joint Managing Director & CFO

4. Mr. B.Subrahmanyam Company Secretary

F Relatives of Key Management Personnel

1 Mr. E. Ella Reddy Relative of Chairman & Managing Director

2 Mrs. E. Sujatha Reddy

3 Mr. E. Sunil Reddy

b) In accordance with the payment of Gratuity Act, 1972 the Company provides for gratuity covering eligible employees. The liability on account of gratuity is covered partially through a recognized Gratuity Fund managed by Life Insurance Corporation of India and balance is provided on the basis of valuation of the liability by an independent actuary as at the period end. The invested return earned on the policy comprises bonus declared by LIC having regard to LIC's investment earnings. The information on the allocation of the fund into major asset classes and expected return on each major class are not available. The management understands that LIC's overall portfolio assets is well diversified and as such, the long-term return of the policy is expected to be higher than the rate of return on Central Government Bonds.

c) The expense pertaining to gratuity of Rs. 63.03 million (2013-14 : Rs. 8.16 million) has been considered in "Contribution to Provident and Other Funds" under Note 23.

e) The Company makes Provident Fund, Superannuation Fund and Employee State Insurance Scheme contributions which are defined contribution plans, for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised Rs. 118.21 million (2013-14: Rs. 127.76 million) for Provident Fund contributions, Rs. 22.22 million (2013-14: Rs. 21.31 million) for Superannuation Fund contributions and Rs. 1.10 million (2013-14: Rs. 1.49 million) for Employee State Insurance Scheme contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.

6. Segment Reporting

a) Business Segment

The Company has considered "Engineering & Construction" as one business segment for disclosure in the context of Accounting Standard 17. The Company is engaged in the business of Engineering & Construction segment only for the period under report.

b) Geographical Segment

During the period under report, the Company has engaged in its business primarily within India. The conditions prevailing in India being uniform, no separate geographical disclosure is considered necessary.

7. During the year ended March 31, 2015 managerial remuneration, amounting to Rs. 12.00 million in respect of an executive director is subject to Central Government approval and Rs. 9.41 million in respect of two executive directors for which the Company is in the process of making the application to the Central Government has been paid. Pending the approval from the Central Government the excess amount of Rs. 38.98 million (including Rs. 17.57 million for the earlier period) has been accounted as due from directors.

8. During the previous year exceptional item relates to Trade Receivables, which were qualified by the Statutory Auditors in their Independent auditorsRs. report in earlier periods. National Stock Exchange of India Limited vide letter dated March 24, 2014 has directed the company to rectify the qualification raised by the Statutory Auditors. Accordingly, provision has been made during the previous year ended March 31, 2014 for the same. However, the Board of Directors is of the view that these receivables are fully recoverable.

9. In respect of certain customers the Company has initiated legal / arbitration proceedings. The trade receivables and other current assets from such customers as at March 31, 2015 aggregates to Rs. 11,948.93million. The management is confident that the outcome of the legal proceedings will be favorable and no provision is considered necessary at this stage. The Board of Directors is of the view that, these receivables are good and fully recoverable.

10. Unbilled revenue includes Rs. 1,542.62million outstanding for a period of more than three years and not billed to the customers. The Company is in continuous engagement with the customers for billing and realization of the work done. The Board of Directors is of the view that, these will be billed and are good and fully recoverable.

11. The Company has executed the final Master Restructuring Agreement (MRA)/other definitive documents on June 30, 2014 with the majority of participating lenders banks, consequent to approval from Corporate Debt Restructuring Cell (CDR Cell). In accordance with the CDR scheme, the CDR lenders have waived the obligation of the Company to pay any liquidated damages, default or penal interest /interest/further interest charged by the Lenders in excess of the concessional rates approved under CDR scheme with effect from November 30, 2013 (the "cut-off date", the "COD").

Pursuant to CDR scheme, from COD the interest on the restructured debts has been recomputed and provided at the effective interest rates as per the CDR scheme on the balances of lender banks as appearing in the books of account. Accordingly, the interest payable to these banks has been recalculated in accordance with the CDR scheme. The Company has accounted for CDR scheme (reclassifications and interest calculations) in the books for the year ended March 31, 2015 as follows:

a. The rate of interest has been changed/ revised and reduced to State Bank of India (SBI) base rate plus 1.25 % (currently effective rate is 11.25% per annum with effect from the COD). Further, a sum of Rs. 568.15 million, which represents reduction in interest for the period from the COD to the date of giving effect of CDR scheme by the respective banks as adjusted for the interest payments made during the period to the lenders, has been recorded as exceptional item.

b. Conversion of Corporate Guarantees amounting to Rs. 924.28 million and Rs. 170.00 million to subsidiary companies namely Alkor Petroo Limited and IVRCL TLT Private Limited respectively, into Corporate Guarantee Term Loan.

c. The interest due and accrued with effect from the COD to December 31, 2014 on cash credit facilities and upto September 30, 2015 on other term borrowings shall be funded and converted into Funded Interest Term Loan (FITL) and lenders shall have the option to convert the same along with accrued interest thereon into equity at the end of each calendar quarters. Accordingly till March 31, 2015, Rs. 4,319.29 million has been converted into FITL and consequently lenders have exercised their conversion option and converted Rs. 3,713.43 million into equity upto March 31, 2015.

Further, CDR scheme envisage:

i. Additional security of surplus assets in the form of various land parcels in the name subsidiary companies by way of first and second parri passu charge on such assets.

ii. Pledge of 100% unencumbered (both present and future) shares held by the promoters in the Company.

iii. Corporate guarantee of all group companies where the issuance of the corporate guarantee is not barred by respective lenders.

iv. Pledge of unencumbered shares/investments of all major subsidiaries/group companies.

v. Personal guarantee of Chairman and Managing Director of the Company.

43. a) The company had entered into definitive sale agreement on March 30, 2013 with strategic investor for disinvestment in BOT projects relating to Salem Tollways Limited, Kumarapalyam Tollways Limited and IVRCL Chengapalli Tollways Limited, as a composite arrangement. The parties have during the year, agreed to extend and revise the key terms of the same. According to the revised letter of intent between the parties, the transaction will be subject to due diligence process in relation to the share purchase transaction and Commercial Operation Date (COD) timeline as agreed, before executing the revised definitive agreement. The Company has received an amount of Rs. 300.00 million (against furnishing of Bank Guarantee for equivalent amount) from strategic investor as part of advance towards the share purchase consideration, which is refundable in case strategic investor at its sole discretion decide not to proceed with share purchase transaction and does not execute the revised definitive agreement. Pending fulfillment of the condition precedent to the revised definitive agreement, the management believes that the investments are long-term and no material adjustment is considered necessary to the carrying value of the investments.

b) During the year, the Company has signed a binding agreement for divestment of investment in its subsidiary Chennai Water Desalination Limited. As at March 31, 2015, detailed underlying terms for such agreement including approval of project authorities and lenders are under discussion and accordingly the investment in this subsidiary is considered as long-term investment. Based on the expected cash flow, no material adjustment is considered necessary to the carrying value of the investment.

12. The accumulated losses of the subsidiary, Hindustan Dorr-Oliver Limited, as at March 31, 2015, have eroded its net worth. The management of the Company is confident of improvement in the company's future operations and the financial statements have prepared on going concern basis. The Company is of the view that the investment in the company amounting to Rs. 657.53 million is a long-term investment and no provision for diminution in the value of investment is necessary.

13. Short Term Loans & Advances to subsidiary companies include an amount of Rs. 1,094.28 million, being Corporate Guarantee Term Loan (Refer Note 42 b) and Rs. 300.00 million, being Working Capital Loan of two subsidiaries taken over by the Company. In the opinion of the Board of Directors, these advances are fully recoverable from subsidiaries.

14. Employee Share based Plan ESOP 2013 Scheme

The IVRCL - ESOP 2013 Scheme was approved by the shareholders in the 26th Annual General Meeting held on September 26, 2013 to grant 10,000,000 options, convertible in to 10,000,000 shares of Rs. 2 on exercise of options granted to the employees. The Company is yet to grant these options to the employees.

ESOP 2007 Scheme

The IVRCL - ESOP 2007 Scheme approved by the shareholders in the 20th Annual General Meeting held on September 7, 2007 to grant 4,200,000 options, convertible in to 4,200,000 shares of Rs. 2 on exercise of options granted to the employees was lapsed during the previous year.

15. Pursuant to Schedule II of the Companies Act, 2013, with effect from April 1, 2014, the Company has adopted revised useful life of the assets aligning the same with those specified in Schedule II. The Company has fully depreciated the carrying value of assets, net of residual value, where the remaining useful life of the asset was determined to be Nil as on April 1, 2014 and has adjusted an amount of Rs. 136.42 million from General Reserve under Reserves and Surplus.

16. Certain creditors have filed winding up petitions against the Company under section 433,434 and 439 of the Companies Act, 1956 before Hon'ble High Court of Telengana & Andhra Pradesh. The matter is presently subjudice and the company is taking appropriate steps to settle the matter.

17. Figures for the previous year have been regrouped /rearranged wherever considered necessary to conform to the figures presented in the current year.

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Mar 31, 2014

1. Corporate Information

The Company is engaged in the business of development and execution of Engineering, Procurement, Construction and Commissioning (EPCC) and Lump Sum Turn Key (LSTK) facilities in various Infrastructure projects such as Water Supply, Roads and Bridges, Townships and Industrial Structures, Power Transmission, etc. for Central/State Governments, other Local Bodies and private sector.

2. Related Party Disclosure

Information regarding Related Party Transactions as per Accounting Standard 18 as notified in the Companies (Accounting Standards) Rules, 2006 is given below:

2.1 List of Related Parties and Relationships

Sl Name No.

A Subsidiaries {The ownership, directly or indirectly through subsidiary (ies)}

1 Hindustan Dorr-Oliver Limited

2 IVRCL PSC Pipes Private Limited

3 IVR Enviro Projects Private Limited

4 Chennai Water Desalination Limited

5 Salem Tollways Limited

6 Kumarapalyam Tollways Limited

7 IVRCL Steel Construction & Services Limited

8 Jalandhar Amritsar Tollways Limited

9 IVRCL Indore Gujarat Tollways Limited

10 IVRCL Chengapalli Tollways Limited

11 IVRCL Patalaganga Truck Terminals Pvt. Limited

12 IVRCL Goa Tollways Limited

13 IVRCL-Cadagua Hogenakkal WaterTreatment Company Private Limited

14 Alkor Petroo Limited

15 IVRCL Building Products Limited

16 IVRCL Chandrapur Tollways Limited

17 Sapthashva Solar Limited

18 RIHIM Developers Private Limited

19 IVRCL TLT Private Limited

20 IVRCL Raipur Bilaspur Tollways Limited

21 IVRCL Narnual Bhiwani Tollways Limited

22 IVR Hotels and Resorts Limited

23 SPB Developers Private Limited

24 IVRCL Multilevel Car Parking Private Limited

25 IVRCL Lanka (Private) Limited

26 First STP Private Limited

27 IVRCL Gundugolanu Rajahmundry Tollways Limited

28 IVRCL Patiala Bathinda Tollways Limited

29 IVR Prime Developers (Tambram) Private Limited

30 HDO Technologies Limited

31 HDO (UK) Limited

32 Davymarkham Limited

33 Davymarkham (India) Private Limited

34 HDO Zambia Limited

35 IVR Prime Developers (Palakkad) Private Limited

36 IVR Prime Developers (Guindy) Private Limited

37 IVRCL Mega Malls Limited

38 Agaram Developers Private Limited

39 Mummidi Developers Private Limited

40 Samatteri Developers Private Limited

41 Annupampattu Developers Private Limited

42 Tirumani Developers Private Limited

43 Ilavampedu Developers Private Limited

44 Gajuwaka Developers Private Limited

45 IVR Prime Developers (Mylapore) Private Limited1

46 Chodavaram Developers Private Limited

47 Simhachalam Prime Developers Private Limited

48 Siripuram Developers Private Limited

49 Bibinagar Developers Private Limited

50 IVR Prime Developers (Erode) Private Limited

51 IVR Prime Developers (Guntur) Private Limited

52 IVR Prime Developers (Kakinada) Private Limited1

53 IVR Prime Developers (Araku) Private Limited

54 IVR Prime Developers (Pudukkottai) Private Limited1

55 Absorption Aircon Engineer Private Limited

56 IVR Vaanaprastha Private Limited

57 IVR PUDL Resorts & Clubs Private Limited

58 IVR Prime Developers (Thandiarpet) Private Limited1

59 IVR Prime Developers (Gummidipundy) Private Limited1

60 IVR Prime Developers (Kodambakkam) Private Limited1

61 IVR Prime Developers (Arumbakkam) Private Limited1

62 IVR Prime Developers (Anna Nagar) Private Limited1

63 IVRCL Solar Energy Private Limited

64 IVR Prime Developers (Amalapuram) Private Limited

65 IVR Prime Developers (Anakapalle) Private Limited1

66 IVR Prime Developers (Rajampeta) Private Limited1

67 IVR Prime Developers (Tanuku) Private Limited1

68 IVR Prime Developers (Red Hills) Private Limited

69 IVR Prime Developers (Rajahmundry) Private Limited1 7Q IVR Prime Developers (Tuni) Private Limited

71 IVR Prime Developers (Bobbilli) Private Limited

72 IVR Prime Developers (Bhimavaram) Private Limited

73 IVR Prime Developers (Adayar) Private Limited

74 IVR Prime Developers (Ananthapuram) Private Limited1

75 IVR Prime Developers (Perumbadur) Private Limited1

76 IVR Prime Developers (Egmore ) Private Limited

77 IVR Prime Developers (Ashram) Private Limited1

78 IVR Prime Developers (Retiral Homes) Private Limited1

79 Geo IVRCL Engineering Limited

80 Duvvda Developers Private Limited

81 Kunnam Developers Private Limited

82 Vedurwada Developers Private Limited

83 Rudravaram Developers Private Limited

84 Geo Prime Developers Private Limited

85 Theata Developers Private Limited

86 Kasibugga Developers Private Limited

87 Vijayawada Developers Private Limited

88 Eluru Developers Private Limited

1. Applications have been filed before the Registrar of Companies, Andhra Pradesh to ''strike off'' of names under the "Fast Track Exit Scheme".

B Associate (Where the Company Exercises Significant influence)

1 Viva Infrastructure Pvt. Limited

2 Paresh Infrastructures Private Limited

3 IOT Utkal Energy Services Limited

4 IVRCL International Infrastructures & Projects LLC

5 Sushee - IVRCL Arunachal Highway Limited

C Joint Ventures

1 Bhanu - IVRCL Associates

2 IVRCL - Tantia (JV)

3 IVRCL, SEW & Prasad Hyderabad J.V

4 IVRCL, Navayuga & SEW Joint Venture

5 Navayuga, IVRCL & SEW Joint Venture

6 IVRCL - Harsha (JV)

7 SPCL - IVRCL JV

8 IVRCL - JL (JV)

9 UAN Raju IVRCL Construction JV

10 IVRCL - KBL (JV) Hyderabad

11 IVRCL - KBL - MEIL (JV) Hyderabad

12 IVRCL - CR18G (JV)

13 IVRCL - KMB - HDO Joint Venture

14 IVRCL-MEIL (NC-28) Joint Venture

15 IVRCL-MEIL (NC-33) Joint Venture

16 IVRCL - SUSHEE Consortium

17 IVRCL SEW & WPIL (JV) Hyderabad

18 IVRCL - MBL (JV) Hyderabad

19 IVRCL BATPASCO WPIL & MHI (JV) Hyderabad

20 IVRCL BATPASCO ABB & AAG (JV) Hyderabad

21 IVRCL - CR18G Consortium (J.V)

22 MEIL IVRCL HCC & WPIL (JV)

23 IVRCL - KIPL (JV)

24 IVRCL - RAJ (JV)

25 UNITY - IVRCL Joint Venture

26 IVRCL SAI SUDHIR (JV)

27 CR18G - IVRCL (JV)

28 IVRCL - SUSHEE JOINT VENTURE

29 IVRCL - RTE Joint Venture

30 KMB - IVRCL Joint Venture

31 IVRCL - BPL -UCC (JV)

32 IVRCL-MRT(JV)

33 SAPL & MBL - IVRCL (JV)

34 G.SHANKAR-IVRCL (J.V)

35 IVRCL-MEIL (J.V)

36 MEIL-IVRCL (J.V)

D Enterprises owned or significantly influenced by key management personnel or their relatives

1 S.V.Equities Limited

2 Palladium Infrastructures & Projects Limited

3 Soma Hotels & Resorts Limited

4 Eragam Holdings Limited

5 Eragam Finlease Limited

6 Indus Palms Hotels & Resorts Limited

7 A.P.Enercon Engineers Private Limited

E Key Management Personnel

1 Mr. E. Sudhir Reddy Chairman & Managing Director

2 Mr. K. Ashok Reddy Executive Director

3 Mr. R. Balarami Reddy Executive Director - Finance & Group CFO

F Relatives of Key Management Personnel

1 Mr. E. Ella Reddy

2 Mrs. E. Sujatha Reddy

3 Mr. E. Sunil Reddy

4 Mrs. E. Indira Reddy Relative of Chairman & Managing Director

5 Mr. E. Siddhanth Reddy

6 Mr. E. Sanjeeth Reddy

7 Ms.E.Suha Reddy

8 Ms.E. Soma Reddy } Relative of Director

b) In accordance with the payment of Gratuity Act, 1972 the Company provides for gratuity covering eligible employees. The liability on account of gratuity is covered partially through a recognized Gratuity Fund managed by LifeInsurance Corporation of India and balance is provided on the basis of valuation of the liability by an independent actuary as at the period end. The invested return earned on the policy comprises bonus declared by LIC having regard to LIC''s investment earnings. The information on the allocation of the fund into major asset classes and expected return on each major class are not available. The management understands that LIC''s overall portfolio assets is well diversified and as such, the long-term return of the policy is expected to be higher than the rate of return on Central Government Bonds.

c) The expense pertaining to gratuity of Rs.8.16 million (2012-13 : Rs.17.35 million) has been considered in "Contribution to Provident and Other Funds" under Note 23.

e) The Company makes Provident Fund, Superannuation Fund and Employee State Insurance Scheme contributions which are defined contribution plans, for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised Rs.127.76 million (2012-13: Rs. 110.32 million) for Provident Fund contributions, Rs. 21.31 million (2012-13: Rs. 17.24 million) for Superannuation Fund contributions and Rs. 1.49 million (2012-13: Rs. 2.21 million) for Employee State Insurance Scheme contributions in the Statement of Profit and Loss. The contributions payable to these plan by the Company are at rates specified in the rules of the schemes.

3. Segment Reporting

a) Business Segment

The Company has considered "Engineering & Construction" as one business segment for disclosure in the context of Accounting Standard 17 as notified in the Companies (Accounting Standards) Rules, 2006. The Company is engaged in the business of Engineering & Construction segment only for the period under report.

b) Geographical Segment

During the period under report, the Company has engaged in its business primarily within India. The conditions prevailing in India being uniform, no separate geographical disclosure is considered necessary.

4. The Company had entered into definitive sale agreements on March 30, 2013, with the strategic partner for disinvestment of 74% holdings in BOT Projects relating to Salem Tollways Limited, Kumarapalayam Tollways Limited and IVRCL Chengapalli Tollways Limited, as a composite arrangement, subject to approvals for all the projects from National Highway Authority of India (NHAI) and the Lenders. Pending approval from the lenders the investments in these projects are considered as long-term investments. Based on the expected cash flows, no provision is considered necessary to the carrying value of the investments.

5. Exceptional Item relates to Trade Receivables, which were qualified by the Statutory Auditors in their Independent auditors'' report for the nine months period ended March 31, 2013, in their Independent auditors'' review report for the quarter ended June 30, 2013, the quarter and six months ended September 30, 2013, the quarter and nine months ended December 31,2013. National Stock Exchange of India Limited vide letter dated March 24, 2014 has directed the company to rectify the qualification raised by the Statutory Auditors. Accordingly, provision has been made during the year ended March 31,2014 for the same. However, the Board of Directors is of the view that these receivables are fully recoverable.

6. In respect of certain customers the Company has initiated legal / arbitration proceedings. The trade receivables and other current assets from such customers as at March 31, 2014 aggregates to Rs. 6,447.45 million. The management is confident that the outcome of the legal proceedings will be favorable and no provision is considered necessary at this stage.

7. Unbilled revenue includes Rs. 995.33 million outstanding for a period of more than three years and not billed to the customers. The Company is in continuous engagement with the customers for billing and realization of the work done.

8. During the year, subsequent to the Settlement Application made during the period ended March 31,2013 in respect of the search and seizure operations carried out by the Income Tax authorities, the Income Tax Settlement Commission has issued final order under Section 245(D)4 of the Income Tax Act, 1961 based on which the Company has accounted additional tax expense of Rs. 66.66 million and interest on deferred payment of tax amounting to Rs. 106.30 million included under "Tax expense" and "Finance Cost" respectively. The aforesaid amounts are gross of interest on tax refunds receivable amounting to Rs. 94.13 million and has been included under "Other Income". The Company has also accounted for tax expense of Rs.130.32 million relating to the previous year ended March 31, 2013.

9. The Company has on January 20, 2014 filed an application with Corporate Debt Restructuring (CDR) Cell as prescribed under the Reserve Bank of India (RBI) guidelines by way of reference to CDR Cell.

10. During the year ended March 31, 2014 managerial remuneration, amounting to Rs. 7.64 million in respect of an executive director is subject to Central Government approval and Rs. 4.55million in respect of two executive directors for which the Company is in the process of making the application to the Central Government, has been paid. Pending the approval from the Central Government the excess amount of Rs. 17.57million (including Rs. 5.38 million for the earlier period) has been accounted as due from directors.

During the current year, the Company has received Central Government approval in respect of excess remuneration paid during the period April 01, 2011 to June 30, 2012 amounting to Rs. 11.40 million which has been charged to "Employee Benefits Expense" for the year ended March 31, 2014.

11. The accumulated losses of the subsidiary, Hindustan Dorr-Oliver Limited, as at March 31,2014, have eroded its net worth. The management of the Company is confident of improvement in the company''s future operations and the financial statements have prepared on going concern basis. The Company is of the view that the investment in the company amounting to Rs. 657.53 million is a long-term investment and no provision for diminution in the value of investment is necessary.

12. Employee Share based Plan ESOP 2013 Scheme

The IVRCL - ESOP 2013 Scheme approved by the shareholders in the 26th Annual General Meeting held on September 26, 2013 to grant 10,000,000 options, convertible in to 10,000,000 shares of Rs. 2 on exercise of options granted to the employees. The Company is yet to grant these options to the employees.

ESOP 2007 Scheme

The IVRCL - ESOP 2007 Scheme approved by the shareholders in the 20th Annual General Meeting held on September 7, 2007 to grant 4,200,000 options, convertible in to 4,200,000 shares of Rs. 2 on exercise of options granted to the employees. The scheme is lapsed during the year.

13. Operating Lease

i. The Company has taken various plant and machinery including construction equipment under non-cancellable operating lease. The future minimum lease payments in respect of these as at March 31, 2014 are as follows:

ii. Lease payments in respect of obligation under non-cancellable operating lease of Rs. 177.87 million (2012-13 : Rs. 133.44 million) have been included under "Machinery Hire Charges".

14. Certain creditors have filed winding up petitions against the Company under section 433,434 and 439 of the Companies Act, 1956 before Hon''ble High Court of Andhra Pradesh. The matter is presently subjudice and the company is taking appropriate steps to settle the matter.

15. Figures for the previous period have been regrouped /rearranged wherever considered necessary to conform to the figures presented in the current period.

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Mar 31, 2013

1. Corporate Information

The Company is engaged in the business of development and execution of Engineering, Procurement, Construction and Commissioning (EPCC) and Lump Sum Turn Key (LSTK) facilities in various Infrastructure projects such as Water Supply, Roads and Bridges, Townships and Industrial Structures, Power Transmission, etc. for Central/State Governments, other Local Bodies and private sector.

2.1 Cash Credits and Working Capital Demand Loan from Consortium Banks

Cash Credits and Working Capital Demand Loans are secured by hypothecation of book debts, inventories and other current assets (excluding those charged to lenders of specific-funding projects) and certain Plant & Machinery and equipment valuing Rs.137.32 million and Rs. 0.66 million not charged to other lenders. Further these loans are secured by mortgage of property in Land and Buildings owned by the Company ranking pari passu among the consortium banks aggregating to Rs. 133.71 million and lien of the Fixed Deposit of Rs.4.20 million. The loans are Second Charged on current assets of the specific-funding projects on reciprocal basis. The borrowings carry interest rate ranging from 10.20% to 14.00% p.a.

2.2 Project Specific Working Capital Loan from Banks

Project Specific Working Capital Loan from Banks are secured by hypothecation of book debts and inventory and other current assets of respective projects.

2.3 Short-Term Loans from Banks - Bank of Nova Scotia

Loan is repayable in 1 installment within 30 days (i.e., April 5, 2013) from the date of disbursement. The rate of interest is 12.75% p.a. and the balance outstanding as at March 31, 2013 is Rs. 250.00 million

2.4 Commercial Paper

The amount of Commercial Papers outstanding as at March 31, 2013 is Rs. Nil (2011-12 : Rs. 1,100.00 million). The maximum amount outstanding during the period was Rs. 1,100.00 million (2011-12 : Rs. 7,400.00 million).

3. Trade Receivables as at March 31, 2013 include amounts aggregating to:

a) Rs. 347.07 million relating to claims receivable from certain contractee clients. The claims are on account of deviation in design, additional overheads, interest due to overstay and idle cost. The claims are considered realizable based on favourable developments arising out of continuous contract management steps taken by the Company, and

b) Rs. 1,810.35 million (including Rs. 717.58 million which are under arbitration) outstanding for a period of more than three years. The Company is in continuous engagement with the customers for realisation of dues.

The Board of Directors is of the view that the receivables covered by (a) and (b) above are good and fully recoverable.

4. Based on the Term Sheet entered into by the Company with the strategic partner for disinvestment of 74% holdings in BOT Projects relating to Salem Tollways Limited, Kumarapalayam Tollways Limited and IVRCL Chengapalli Tollways Limited, as a composite arrangement, the Company entered into definitive sale agreements on March 30, 2013, subject to approvals for all the projects from National Highway Authority of India (NHAI) and the Lenders. The Company on May 7, 2013 received communication from NHAI, stating that, the disinvestment of the holdings for one of the project cannot be more than 49%, until the project is completed.

Consequent to the communication received from NHAI, the Company intends to continue with the projects and as such, the investments in these projects are considered as long-term investments. Based on the expected cash flows, no provision is considered necessary to the carrying value of the investments.

5. Composite Scheme of Arrangement

a) During the previous financial period, pursuant to the Composite Scheme of Arrangement under Section 391 to 394 of the Companies Act, 1956 between the Company, IVRCL Assets & Holdings Limited (IVRCL A&H), RIHIM Developers Private Limited (RDPL) and IVRCL TLT Private Limited (IVRCL TLT) and their respective shareholders, which was sanctioned by the Hon''ble High Court of Andhra Pradesh vide its order dated July 2, 2012, effective from April 1, 2011 (the appointed date):

(i) all the properties, assets and liabilities of the Real Estate Undertaking of IVRCL A&H have been transferred to and vested with RDPL; (ii) all the properties, assets and liabilities of Remaining Undertaking (primarily relating to Infrastructure Development Business) of IVRCL A&H have been transferred to and vested with the Company and accounted for under "Purchase Method" as prescribed by Accounting Standard 14 notified by the Companies (Accounting Standards) Rules, 2006. (iii) all the properties, assets and liabilities of Tower Manufacturing Undertaking of the Company have been transferred to and vested with IVRCL TLT transferred at values appearing in the books of accounts of the Company without consideration.

b) Pursuant to the Composite Scheme of Arrangement and after considering the cancellation of shares held by the Company, 39,876,790 equity shares of Rs. 2 each of the Company have been issued to the shareholders of IVRCL A&H in the ratio of 5 equity shares of Rs. 2 each of the Company for every 6 equity shares of Rs. 10 each held in IVRCL A&H.

6. Segment Reporting

a) Business Segment

The Company has considered "Engineering & Construction" as one business segment for disclosure in the context of Accounting Standard 17 as notified in the Companies (Accounting Standards) Rules, 2006. The Company is engaged in the business of Engineering & Construction segment only for the period under report.

b) Geographical Segment

During the period under report, the Company has engaged in its business primarily within India. The conditions prevailing in India being uniform, no separate geographical disclosure is considered necessary.

7. The Income-tax department had carried out search and seizure operations during 2009-10 and 2011-12 at the business premises of the Company located at various places in India and the residential premises of an employee. During the proceedings before the Income-tax Settlement Commission, it was brought to the notice that an employee had indulged in misappropriation of materials and certain expenditure on procurement of materials, contract / sub contract payments, labour, power and fuel, transportation and general administration could include possible diversion of funds for purposes other than business. During the current period, the Company filed a Settlement Application submitting additional income of Rs. 1,387.74 million (in respect of the aforesaid expenditure) and subsequently paid the tax of Rs. 426.21 million and interest on tax of Rs. 153.35 million through adjustment of refund, Tax deducted at Source etc. The aforesaid amounts have been included in the Statement of Profit and Loss under ''Current tax relating to prior years'' and ''Interest – Others'' under Finance Cost (Note 25) respectively.

8. The shareholders of the Company, through a special resolution, have approved the remuneration of executive directors in the Annual General Meeting held on December 24, 2012. Due to inadequate profits during the period, managerial remuneration paid to the executive directors aggregating to Rs. 15.19 million is in excess of the prescribed limits specified under Schedule XIII of the Companies Act, 1956, and is subject to the Central Government approval. Pending approval from the Central Government, the excess amount of Rs. 26.51 million (including Rs. 18.52 million relating to the previous period) has been included under due from directors in ''Short-term Loans and Advances'' (Note 18).

9. Employee Share based Plan – ESOP 2007 Scheme

The IVRCL – ESOP 2007 Scheme approved by the shareholders in the 20th Annual General Meeting held on September 7, 2007 to grant 4,200,000 options, convertible in to 4,200,000 shares of Rs. 2 on exercise of options granted to the employees. The Company is yet to grant these options to the employees.

10. Derivative Instruments

(a) The details of foreign currency exposures on account of External Commercial Borrowings that have been hedged by cross currency swap are given below.

11. Operating Lease

i. The Company has taken various plant and machinery including construction equipment under non-cancellable operating lease. The future minimum lease payments in respect of these as at March 31, 2013 are as follows:

ii. Lease payments in respect of obligation under non-cancellable operating lease of Rs. 133.44 million (2011-12 : Rs. 44.94 million) have been included under "Machinery Hire Charges".

12. Balances with statutory / government authorities include claims filed by the Company with Director General of Foreign Trade aggregating to Rs. 248.62 million (As at 30.06.2012: Rs. 415.19 million) towards reimbursement of duty paid under the Deemed Exports Scheme.

13. Figures for the previous period have been regrouped /rearranged wherever considered necessary to conform to the figures presented in the current period.

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Mar 31, 2011

1. All amounts in the financial statements are presented in Rupees in million except per share data and as otherwise stated. Figures in brackets represent corresponding previous year figures in respect of Profit and Loss items and in respect of Balance Sheet items as on the Balance Sheet date of the previous year. Figures for the previous year have been regrouped /rearranged wherever considered necessary to conform to the figures presented in the current year.

2. The name of the Company has been changed to IVRCL Limited effective 18* March, 2011.

3. Debentures (Privately Placed)

a) Secured NonConvertible Debentures

2,000, 12.15% Secured NonConvertible Redeemable Debentures ® Rs. 1,000,000 each issued to Life Insurance Corporation of India during the year 200809. IDBI Trusteeship Services Ltd, Mumbai are the trustees for the debenture holders. The debentures shall be redeemed at the end of five years from the date of allotment i.e. December 19, 2013. The debentures are secured with asset cover of 1.25 times by way of first pari passu charge over certain specific fixed assets including immovable properties of the Company.

1,050, 8.85% Secured NonConvertible Redeemable Debentures ® Rs. 1,000,000 each were issued to the following banks during the year 200910. IDBI Trusteeship Services Ltd, Mumbai were the trustees for the debenture holders. The debentures shall be redeemed at the end of Seventeen months from the date of allotment i.e. April 27,2011. The debentures are secured with asset cover of 100% by way of first pari passu charge over certain specific fixed assets including immovable properties of the Company.

b) The debentures are listed on Wholesale Debt Market (WDM) segment of National Stock Exchange (NSE). 4. Secured Loans

a) Term Loans

Term loams are secured by way of first charge and hypothecation of specific machinery and equipment purchased.

Term Loans include External Commercial Borrowings from Standard Chartered Bank London of UJSD 12.50 million (equivalent toRs. 571.63 million) availed during the year. The principal and interest components of the ECB are hedged and duly covered against foreign exchange fluctuations.

b) Equipment Loam from Banks and Non Banking Financial Companies (NBFCs) Equipment Loans are secured by first charge and hypothecation of specified machinery, equipment and vehicles.

c) Working Capital Demand Loan from Consortium Banks

i. Working Capital Demand Loans are secured by hypothecation of book debts, inventories and other current assets (excluding those charged to lenders of specificfunding projects) and certain Plant & Machinery and equipment valuing Rs. 282.92 million and Rs. 39.85 million not charged to other lenders. Further these loans are secured by mortgage of property in Land and Buildings owned by the Company ranking pari passu among the consortium banks aggregating to Rs. 101.53 million and lien of the Fixed Deposit ofRs. 4.20 million.

ii. The amount of Commercial Papers outstanding as at March 31, 2011 is Rs. 3,250 million (Rs. 3,200 million). The maximum amount outstanding during the year was Rs. 7,000 million (Rs. 4,500 million).

d) Project Specific Working Capital Loan from Banks

Project Specific Working Capital Loans from Banks are secured by hypothecation of the assets mentioned below for respective projects.

4. Foreign Currency Convertible Bonds

During the year, the balance of unconverted portion of Foreign Currency Convertible Bonds aggregating to Rs. 341.62 million (equivalent to UJSD 7.60 million) were redeemed along with a redemption premium (including withholding tax) of Rs. 162.46 million (equivalent to UJSD 3.61 million) The above mentioned premium amount has been charged to Securities Premium Account.

5. Contingent Liabilities

(Rs. im milliom)

As at As at

31.03.2011 31.03.2010

a) Bank Guarantees / Letters of Credit issued by the banks on behalf of the Compaq 40,459.23 32,283.70

b) Corporate Guarantees issued by the Company on behalf of its subsidiaries 6,587.50 5,055.00

c) Claims against the Company not acknowledged as debts 474.07 563.92

d) Inctome Tax demand under appeal 28.22 28.22

e) Disputed Value Added Tax / Service Tax 3,302.92 1,738.94

Estimated amount of contracts to be executed on capital account Rs. 119.76 million (Rs. 193.18 million) net of advances of Rs. 80.11 millions 171.11 million)

6. The tax relief available to the Company under Section 80IA of the Income Tax Act had in earlier years upto FY 2009 been transferred to a Special Reserve account. This tax relief was withdrawn with retrospective effect In the Finance Bill (No.2) 2009 and hence provision has been made for additional tax aggregating to Rs. 1,409.30 million in the previous year 200910. An amount of Rs. 1,411.00 million previously appropriated to a Special Reserve Account created for the purpose has been re credited to the Profit and Loss account during the previous year i.e. 200910.

7. Related Party Disclosure

Information regarding Related Party Transactions a* per Accounting Standard 18 a* notified in the Compa nies (Accounting Standards) Rules, 2006 is given below:

7.1 List of Related Parties and Relationships:

A Subsidiary {The ownership, directly or indirectly through subsidiary (ies)}

SI No. Name

1 IVRCtL PSCC Pipss Private Limited

2 IVR Brwiro ProjScEtS Private Limited

3 IVRCtLAssstS& Holdings Limited

4 HimdiKthamDorrOlivsr Limited

5 Alkor Pstroo Limited

6 IVRCCL Steel CtomstriMtiorK & Servictss Limited

7 jalardhar Amritsar Tollways Limited

8 Salsm Tollways Limited

9 Kumarapalyam Toll ways Limited

10 Cthsrwai Water Dssalimatiom Limited

11 First $TP Private Limited

12 IVRCtL Building ProdiMtS Limited

13 HDO (UK) Limited

(formerly IMCO (22010) Limited)

14 Davymarkham Limited

15 IVRCCL Irdors ffiujarat Tollways Limited

16 IVRCCL Cthsmgapalli Tollways Limited

17 IVRCCL Holdings & Servictes Pte. Limited

18 $PB Dsvslopsrs Private Limited

19 Siom Pamvsl Tollways Private Limited

20 IVR Hotels amdRssorts Limited

21 ffiso IVRCCL Emgimssrimg Limited

22 IVRCCL Msga Malls Limited

23 HDO Tscthrtologiss Limited

24 IVRCCL Patalagamga Tructk Tsrmimals Pvt. Limited

25 IVRCtLCGoa Toll ways Limited

26 IVRCtLCtadagua Hogsmakkal Water Trsatmsmt CCompamy Private Limited

27 IVRCCL Cthamdrapur Tollways Limited

28 IVRCCL International FZE

29 Davymarkham (India) Private Limited

30 Agaram Dsvslopsrs Private Limited

31 PapamkiKhi Dsvslopsrs Private Limited

32 Mummidi Dsvslopsrs Private Limited

33 Samattsri Dsvslopsrs Private Limited

34 Duvvda Dsvslopsrs Private Limited

35 Amrwpampattu Dsvslopsrs Private Limited

36 Ko«am Dsvslopsrs Private Limited

37 Tirumami Dsvslopsrs Private Limited

38 llavampsdu Dsvslopsrs Private Limited

39 Haripuram Dsvslopsrs Private Limited

40 CChodavaram Dsvslopsrs Private Limited

41 Vsdurwada Dsvslopsrs Private Limited

42 Rudravaram Dsvslopsrs Private Limited

43 ffiajuwaka Dsvslopsrs Private Limited

44 CGso Prims Dsvslopsrs Private Limited

45 Thsata Dsvslopsrs Private Limited

46 IVR Prims Dsvslopsrs (Mylapors) Private Limited

47 IVR Prims Dsvslopsrs (Palakkad ) Private Limited

48 IVR Prims Dsvslopsrs ((Guimdy) Private Limited

49 ffiamaa Dsvslopsrs Private Limited

50 Simhacthalam Prims Dsvslopsrs Private Limited

51 Siripuram Dsvslopsrs Private Limited

52 Kasibugga Dsvslopsrs Private Limited

53 Vijayawada Dsvslopsrs Private Limited

54 Eluru Dsvslopsrs Private Limited

55 IVR Prims Dsvslopsrs ( Nsllors) Private Limited

56 IVR Prims Dsvslopsrs (Amalapuram ) Private Limited

57 IVR Prims Dsvslopsrs ( Erods ) Private Limited

58 IVR Prims Dsvslopsrs ((Guirtur) Private Limited

59 IVR Prims Dsvslopsrs ( Kakimada ) Private Limited

60 IVR Prims Dsvslopsrs (Araku ) Private Limited

61 IVR Prims Dsvslopsrs ( Pudukkottai) Private Limited

62 Absorption Airctom Emgimssr Private Limited

63 IVR Prims Dsvslopsrs (Vamaprastha) Private Limited

64 IVR PUDL Rssorts & Ctlubs Private Limited

65 IVR Prims Dsvslopsrs (Thamdiarpst) Private Limited

66 IVR Prims Dsvslopsrs (ffiummidipiwdy) Private Ltd.,

67 IVR Prims Dsvslopsrs (Kodambakkam) Private Limited

68 IVR Prims Dsvslopsrs (Arumbakkam ) Private Limited

69 IVR Prims Dsvslopsrs (Arwa Nagar) Private Limited

70 IVR Prims Dsvslopsrs (Pallavaram ) Private Limited

71 IVR Prims Dsvslopsrs (Wsst Mambalam ) Private Ltd.,

72 Bibimagar Dsvslopsrs Private Limited

73 IVR Prims Dsvslopsrs (Amakapalls) Private Limited

74 IVR Prims Dsvslopsrs (Rajampsta) Private Limited

75 IVR Prims Dsvslopsrs (Tarwku) Private Limited

76 IVR Prims Dsvslopsrs (Rsd Hills) Private Limited

77 IVR Prims Dsvslopsrs (Rajahmiwdry) Private Limited

78 IVR Prims Dsvslopsrs (Tumi) Private Limited

79 IVR Prims Dsvslopsrs (Bobbilli) Private Limited

80 IVR Prims Dsvslopsrs (Bhimavaram) Private Limited

81 CGSVK Mampowsr Supply & Servicers Private Limited (formerly IVR Prims Dsvslopsrs (Valasaravakkam) Private Ltd)

82 IVR Prims Dsvslopsrs (Adayar) Private Limited

83 IVR Prims Dsvslopsrs (Amamthapuram) Private Limited

84 IVR Prims Dsvslopsrs (Psrumbadur) Private Limited

85 IVR Prims Dsvslopsrs (Egmors) Private Limited

86 IVR Prims Dsvslopsrs (Tambram) Private Limited

87 IVR Prims Dsvslopsrs (Ashram) Private Limited

88 IVR Prims Dsvslopsrs (Rstiral Homss) Private Limited

89 IVR Prims Dsvslopsrs (Avadi) Private Limited

90 IVR Prims Dsvslopsrs (Alwarpst) Private Limited

91 IVRCtL Multilevel CCar Parking Private Limited

B Associates (where the Company Exercises Significant influence)

SI No. Name

1 Viva ImfrastriMturs Pvt. Limited

2 Parssh ImfrastriMturss Private Limited

3 IVR Prims IT SEZ Private Limited

4 IVRCtL International ImfrastriMturss & Projscts LLC

( joint ventures

SI No. Name

1 BharwIVRCtL Associates

2 IVRCtLTamtiaGV)

3 IVRCtL, SEW & Prasad Hydsrabad j.V

4 IVRCtL, Navayuga & SEW joint Vsmturs

5 Navayuga, IVRCtL & SEW joint Vsmturs

6 IVRCtLHarshaGV)

7 SPCCLIVRCtL jV

8 IVRCtLjLGV)

9 UJANRajii IVRCtL CtorMriMtiomjV

10 IVRCtL KBLGV) Hydsrabad

11 IVRCtL KBL MEILGV) Hydsrabad

12 IVRCtL CCR28CG GV)

13 IVRCtL SEW & WPIL (JV) Hydsrabad

14 IVRCtLMBLGV) Hydsrabad

15 IVRCtL BATPASCCO WPIL & MHI GV) Hydsrabad

16 IVRCtL BATPASCCO ABB & AACG GV) Hydsrabad

17 IVRCtLCCR18CG Consortium GV)

18 MEIL IVRCtL HCCCt & WPIL GV)

19 IVRCtLKIPLGV)

20 IVRCtLRAJGV)

21 WNITYIVRdLJoimtVemtUMt

22 IVRCELSAISUJDHIROV)

23 CER18GIVRCELGV)

24 IVRCEL SLUSHEE Joimt VemtUire

D Enterprises owned or significantly influenced by key management personnel or their relatives

SI No. Name

1 S.V.EqUities Limited

2 Palladium Infrastructures & Projects Limited

3 Soma Hotels & Resorts Limited

4 Eragam Holdings Limited

5 Eragam Fimlease Limited

6 Irdus Palms Hotels & Resorts Limited

7 A.P.Emercom Engineers Private Limited

iF Key Managment Personnel

1. Mr. E. Sudhir Reddy Chairman & Mamagimg Director

2. Mr. K. Ashok Reddy Executive Director

3. Mr. R. Balarami Reddy Executive Director Fima«e & Group CFO FF

Relatives of Key Management Personnel

1. Mr. E. Ella Reddy Relative of Chairman & Mamagimg Director

2. Mrs. E. Sujatha Reddy Relative of Chairman & Mamagimg Director

3. Mrs. E. Indira Reddy Relative of Chairman & Mamagimg Director

4. Mr. E. Siddhamth Reddy Relative of Chairman & Mamagimg Director

5. Mr. E. Samjeeth Reddy Relative of Chairman & Mamagimg Director

6. Mr. E. Sumil Reddy Relative of Chairman & Mamagimg Director

7. Ms. E. Suha Reddy Relative of Director

8. Ms. E. Soma Reddy Relative of Director

9. Mrs. R. Vami Relative of Executive Director Fima«e & _Group CFO_

b) The expense pertaimimg to gratuity of Rs. 20.90 million (Rs. 22.73 million) has been considered in "Contribution to Provident, Superannuation and Other Funds" under Schedule 1 7.

8. Segment Reporting

a) Busings Segment

The Company has considered "Engineering & Construction" as one business segment for disclosure in the context of Accounting Standard 1 7 as notified in the Companies (Accounting Standards) Rules, 2006. The Company is engaged in the business of Engineering & Construction segment only for the year under report.

b) Geographical Segment

During the year under report, the Company has engaged in its business primarily within India. The conditions prevailing in India being uniform, no separate geographical disclosure is considered necessary

9. Employee Share based Plan ESOP 2007 Scheme

The IVRCL ESOP 2007 Scheme approved by the shareholders in the 20th Annual General Meeting held or* September 7, 2007 to grant 4,200,000 option, convertible in to 4,200,000 shares of Rs. 2 on exercise of options granted to the employees. The Company is yet to grant these options to the employees.

10. The net loss from derivative transaction in steel and crude oil of Rs. Nil (Rs. 3.15 million) have been charged to the Profit and Loss Account under the head Administrative and Other Expenses.

11. Sundry Debtors includes claims aggregating to Rs. 347.02 million (Rs. 347.02 million) receivable from certain contractee clients. The claims are on account of deviation in design, additional overheads, interest due to overstay and idle cost. The claims are considered realisabl based on favorable developments arising out of continuous contract management steps taken by the Company.

Sundry Debtors considered good include claims aggregating to Rs. 285.08 million (Rs. 291.36 million) under arbitration relating to certain projects. The management is of the view that these claims are fully recoverable.

12. Capital WorkinProgress includes assets held for sale of Rs. Nil (Rs. 150.20 million). During the year, the Company has decided to utilize these assets for business purposes and accordingly capitalized the acquisition value of Rs. 150.20 million under buildings.

13. Sale of Products include Rs. Mil (Rs. 1,060.15 million) being sale of project stores and consumables to subcontractors.

14. The Company holds 240,000 equity shares of Rs. 100 each amounting to Rs. 24.00 million in Telcon Ecoroad Resurfaces Private Limited.

A scheme of arrangement has been entered into between Telcon Ecoroad Resurfaces Private Limited and Telco Construction Equipment Company Limited for transfer and vesting of 'Road Laying Business' operations across India of Telcon Ecoroad Resurfaces Private Limited to Telco Construction Equipment Company Limited pursuant to sections 391 to 394 of the Companies Act, 1956.

The scheme of arrangement has been filed with the Hon'ble High Court of Karnataka and the approval from the court is pending.

15. During the year, the Company has purchased equity shares of Alkor Petroo Limited and IVRCL Building Products Limited from its subsidiary, IVRCL Assets & Holdings Limited. As a result of which the above said Companies have become direct subsidiaries of the Company.

16. Other Current Assets include claim* filed by the Company with Director General of Foreign Trade aggregating to Rs. 283.73 million (Rs. 215.91 million) towards reimbursement of duty paid under the Deemed Exports Scheme.

---

Mar 31, 2010

Company overview

The Company, IVRCL Infrastructures & Projects Limited, is engaged in the business of development and execution of Engineering Procurement, Construction and Commissioning (EPCC) and Lump Sum Turn Key (LSTK) facilities in various Infrastructure projects like Water Supply, Roads and Bridges, Townships and Industrial Structures, Power Transmission, etc for Central/State Governments, other local bodies and private sector in the country.

1. All amounts in the financial statements are presented in Rupees in million except per share data and as otherwise stated. Figures in brackets represent corresponding previous year figures in respect of Profit and Loss items and in respect of Balance Sheet items as on the Balance Sheet date of the previous year. Figures for the previous year have been regrouped /rearranged wherever considered necessary to conform to the figures presented in the current year.

2. Debentures :

a) Secured Non Convertible Debentures:

2,000, 12.15% Secured Non Convertible Redeemable Debentures @ Rs.1,000,000 each issued to Life Insurance Corporation of India during the year 2008-09. IDBI Trusteeship Services Ltd, Mumbai are the trustees for the debenture holders. The debentures shall be redeemed at the end of five years from the date of allotment i.e. December 19, 2013. The debentures are secured with asset cover of 1.25 times by way of first pari passu charge over certain specific fixed assets including immovable properties of the Company.

1,050, 8.85% Secured Non Convertible Redeemable Debentures @ 1,000,000 each issued to the following banks during the current year. IDBI Trusteeship Services Ltd, Mumbai are the trustees for the debenture holders. The debentures shall be redeemed at the end of Seventeen months from the date of allotment i.e. April 27, 2011. The debentures are secured with asset cover of 100% by way of first pari passu charge over certain specific fixed assets including immovable properties of the Company.

b) Unsecured Non Convertible Debentures:

During the year, the Company has issued 150 8.75% Unsecured Non Convertible Redeemable Debentures @ 1,000,000 each to the following Banks. IDBI Trusteeship Services Ltd, Mumbai are the trustees for the debenture holders. The debentures shall be redeemed at the end of Fifteen months from the date of allotment i.e. December 29, 2010 .

c) The debentures (Secured and Unsecured) are listed on Wholesale Debt Market (WDM) segment of National Stock Exchange (NSE)

d) Debenture Redemption Reserve :

Rs.315.29 million (Rs.100.00 million) has been set aside towards redemption of these debentures and is carried as part of Reserves and Surplus.

3. Foreign Currency Convertible Bonds :

Option for conversion of bonds into equity shares has not been exercised by any of the Foreign Currency Convertible Bond holder during the year. Rs.44.27 million has been credited (Rs.80.72 million debited) to the Profit and Loss Account during the year towards foreign exchange translation difference on Foreign Currency Convertible Bonds.

4. Investments :

a) During the year, IVR Strategic Resources & Services Limited and IVRCL Water Infrastructure Limited, the wholly owned subsidiaries of the Company have been amalgamated with IVRCL Assets & Holdings Limited (formerly IVR Prime Urban Developers Limited) which is another subsidiary of the Company, pursuant to the order of the Honble High Court of Andhra Pradesh dated February 26, 2010, with retrospective effect from April 1, 2009. As per the scheme of amalgamation approved by Honble High Court of Andhra Pradesh the Company has received 59,463,572 equity shares face value of Rs.10 each in IVRCL Assets & Holdings Limited.

b) During the year, Company has invested into 5,000,000 7% Cumulative Redeemable Preference Shares of Rs.100 each in Salem Tollways Limited (a subsidiary of the Company) by converting the sponsor loan of Rs.500 million which was given on July 31, 2006.

4. Contingent Liabilities: (Rs. in million)

As at As at March 31, 2010 March 31, 2009

4.1 Bank Guarantees / Letters of Credit issued by the banks on behalf of the Company 32,283.70 23,159.17

Corporate Guarantees issued by the Company on behalf of its subsidiaries 5,055.00 2,055.00

Claims against the Company not acknowledged as debts 563.92 73.46 Income Tax demand contested in appeal 28.22 14.13

Disputed Sales Tax / Service Tax 1,738.94 152.58

4.2 Estimated amount of contracts to be executed on capital account Rs.193.18 million (Rs.65.70 million)

5. The tax relief available to the Company under Section 80IA of the Income Tax Act had in earlier years been transferred to a Special Reserve account. This tax relief was withdrawn with retrospective effect In the Finance Bill (No.2) 2009 and hence provision has been made for additional tax aggregating to Rs.1,409.30 million. An amount of Rs.1,411.00 million previously appropriated to a Special Reserve account created for the purpose has been recredited to the Profit and Loss account.

6. Related Party Disclosure

Information regarding Related Party Transactions as per Accounting Standard 18 as notified in the Companies (Accounting Standards) Rules, 2006 is given below:

Sl No. Name

A Subsidiary {The ownership, directly or indirectly through subsidiary (ies)}

1. IVRCL PSC Pipes Pvt. Ltd.,

2. IVR Enviro Projects Pvt. Ltd.,

3. IVRCL Assets & Holdings Ltd., (Formely IVR Prime Urban Developer Ltd.,)

4. Hindusthan Dorr-Oliver Ltd.,

5. Alkor Petroo Ltd.,

6. IVRCL Steel Constructions & Services Ltd.,

7. Jalandhar Amritsar Tollways Ltd.,

8. Salem Tollways Ltd.,

9. Kumarapalyam Tollways Ltd.,

10. Chennai Water Desalination Ltd.,

11. First STP Pvt. Ltd.,

12. IVRCL Building Products Ltd.,

13. IMCO (22010) Ltd.,

14. Davymarkham Holdings Ltd.,

15. Davymarkham Ltd.,

16. IVRCL Indore Gujarat Tollways Ltd.,

17. IVRCL Chengapalli Tollways Ltd.,

18. IVRCL Holdings & Services Pte. Ltd.,

19. IVRCL Infrastructures & Projects (Botswana) (Pty) Ltd.,

20. SPB Developers Pvt. Ltd.,

21. Sion Panvel Tollways Pvt. Ltd.,

22. IVR Hotels and Resorts Ltd.,

23. Geo IVRCL Engineering Ltd.,

24. IVRCL Mega Malls Ltd.,

25. HDO Technologies Ltd.,

26. Agaram Developers Pvt. Ltd.,

27. Papankuzhi Developers Pvt. Ltd.,

28. Mummidi Developers Pvt. Ltd.,

29. Samatteri Developers Pvt. Ltd.,

30. Annupampattu Developers Pvt. Ltd.,

31. Kunnam Developers Pvt. Ltd.,

32. Tirumani Developers Pvt. Ltd.,

33. IIavampedu Developers Pvt. Ltd.,

34. Haripuram Developers Pvt. Ltd.,

35. Chodavaram Developers Pvt. Ltd.,

36. Vedurwada Developers Pvt. Ltd.,

37. Rudravaram Developers Pvt. Ltd.,

38. Gajuwaka Developers Pvt. Ltd.,

39. Geo Prime Developers Pvt. Ltd.,

40. Theata Developers Pvt. Ltd.,

41. Duvvda Developers Pvt. Ltd.,

42. IVR Prime Developers (Mylapore) Pvt. Ltd.,

43. IVR Prime Developers (Palakkad ) Pvt. Ltd.,

44 IVR Prime Developers (Guindy) Pvt. Ltd.,

45. Gamaa Developers Pvt Ltd.,

46. Simhachalam Prime Developers Pvt. Ltd.,

47. Siripuram Developers Pvt. Ltd.,

48. Kasibugga Developers Pvt. Ltd.,

49. Vijayawada Developers Pvt. Ltd.,

50. Eluru Developers Pvt. Ltd.,

51. IVR Prime Developers (Nellore) Pvt. Ltd.,

52. IVR Prime Developers (Amalapuram) Pvt Ltd.,

53. IVR Prime Developers (Erode) Pvt. Ltd.,

54. IVR Prime Developers (Guntur) Pvt. Ltd.,

55. IVR Prime Developers (Kakinada) Pvt. Ltd.,

56. IVR Prime Developers (Araku) Pvt. Ltd.,

57. IVR Prime Developers (Pudukkotti) Pvt. Ltd.,

58. Absorption Aircon Engineer Pvt. Ltd.,

59. IVR Prime Developers (Vanaprastha) Pvt. Ltd.,

60. IVR PUDL Resorts & Clubs Pvt. Ltd.,

61. IVR Prime Developers (Thandiarpet) Pvt. Ltd.,

62. IVR Prime Developers (Gummidipundy) Pvt. Ltd.,

63. IVR Prime Developers(Kodambakkam) Pvt. Ltd.,

64. IVR Prime Developers (Arumbakkam) Pvt. Ltd

65. IVR Prime Developers (Anna Nagar) Pvt. Ltd.,

66. IVR Prime Developers (Pallavaram) Pvt. Ltd.,

67. IVR Prime Developers (West Mamabalam) Pvt. Ltd.,

68. Bibinagar Developers Pvt. Ltd.,

69. IVR Prime Developers (Anakapalle) Pvt. Ltd.,

70. IVR Prime Developers (Rajampeta) Pvt. Ltd.,

71. IVR Prime Developers (Tanuku) Pvt. Ltd.,

72. IVR Prime Developers (Red Hills) Pvt. Ltd.,

73. IVR Prime Developers (Rajahmundry) Pvt. Ltd.,

74. IVR Prime Developers (Tuni) Pvt. Ltd.,

75. IVR Prime Developers (Bobbilli) Pvt. Ltd.,

76. IVR Prime Developers (Bhimavaram) Pvt. Ltd.,

77. IVR Prime Developers (Valasaravakkam) Pvt. Ltd.,

78. IVR Prime Developers (Adayar) Pvt. Ltd.,

79. IVR Prime Developers (Ananthapuram) Pvt. Ltd.,

80. IVR Prime Developers (Perumbadur) Pvt. Ltd.,

81. IVR Prime Developers (Egmore) Pvt. Ltd.,

82. IVR PRime Developers (Tambram) Pvt. Ltd.,

83. IVR Prime Developers (Ashram) Pvt. Ltd.,

84. IVR Prime Developers (Retiral Homes) Pvt. Ltd.,

85. IVR Prime Developers (Avadi) Pvt. Ltd.,

86. IVR Prime Developers (Alwarpet) Pvt. Ltd.,

B. Associate (Where the Company Exercises Significant Influence)

Sl No. Name

1. Viva Infrastructure Pvt. Ltd.,

2. Paresh Infrastructure Pvt. Ltd.,

3. IVR Prime IT SEZ Pvt. Ltd.,

4. Rayalseema Expressway Pvt. Ltd.,

C. Joint Venture

1. Bhanu - IVRCL Associates

2. IVRCL - Tantia

3. IVRCL, SEW & Prasad

4. IVRCL, Navayuga & SEW

5. Navayuga, IVRCL &SEW

6. IVRCL Harsha

7. SPCL - IVRCL

8. IVRCL JL

9. UAN Raju IVRCL Construction

10. IVRCL KBL

11. IVRCL KBL MEIL

12. IVRCL CR 18G

13. IVRCL SEW & WPIL

14. IVRCL MBL

15. IVRCL BATPASCO WPIL & MHI

16. IVRCL BATPASCO ABB & AAG

17. IVRCL CR 18G Consortium

18. MEIL IVRCL, HCC & WPIL

19. IVRCL - KIPL

20. IVRCL - SAISUDHIR

21. UNITY -IVRCL

22. IVRCL - CADAGUA

23. IVRCL-RAJ

24. CR 18 G - IVRCL

D. Enterprises owned or significantly influenced by Key Managment Personel or their relatives:

1. S.V. Equities Ltd.,

2. Palladium Infrastructures & Projects Ltd.,

3. Soma Hotels & Resorts Ltd.,

4. Eragam Holdings Ltd.,

5. Eragam Finlease Ltd.,

6. Indus Palms Hotels & Resorts Ltd.,

7. A.P. Enercon Engineers Pvt. Ltd.,

E. Key Managment Personnel

1. Mr. E. Sudhir Reddy Chairman & Managing Director

2. Mr. K. Ashok Reddy Executive Director

3. Mr. R. Balarami Reddy Executive Director - Finance & Group CFO

F. Relatives of Key Management Personnel

1. Mr. E. Ella Reddy

2. Mrs. E. Sujatha Reddy

3. Mrs. E. Indira Reddy Relative of Chairman & Managing Director

4. Mr. E. Siddhanth Reddy

5. Mr. E. Sanjeeth Reddy

6. Mr. E. Sunil Reddy

7. Mr.E Suha Reedy } Relative of Director

8. Mr.E. Soma Reddy Relative of Executive Director - Finace &

9. Mrs. R. Vani Group CFO

Notes:

a) Loans and Advances shown above are repayable on demand; there is no repayment schedule except for IVRCL Assets & Holding Limited, Alkor Petroo Limited and IVRCL Building Products Limited.

b) Above Loans and Advances are interest free except loans given to IVRCL Assets & Holdings Limited, Alkor Petroo Limited, IVRCL Building Products Limited and UAN Raju - IVRCL Construction.

c) None of the loanees have made investments in the shares of the Company.

Note:

a) In accordance with the payment of Gratuity Act, 1972 the Company provides for gratuity covering eligible employees. The liability on account of gratuity is covered partially through a recognized Gratuity Fund managed by Life Insurance Corporation of India and balance is provided on the basis of valuation of the liability by an independent actuary as at the year end. The invested return earned on the policy comprises bonus declared by LIC having regard to LICs investment earnings. The information on the allocation of the fund into major asset classes and expected return on each major class are not readily available. The management understands that LICs overall portfolio assets is well diversified and as such, the long term return of the policy is expected to be higher than the rate of return on Central Government Bonds.

b) The expense pertaining to gratuity of Rs.22.73 million (Rs.32.01 million) has been considered in “Contribution to Provident, Superannuation and Other Funds” under Schedule 17.

c) In view of the change in leave rules, the Company has reversed an excess liability of Rs.64.90 million. The net amount credited to the profit and loss account during the year is Rs.20.91 million, whereas the expense recognized in the previous year was Rs.91.78 million.

7. Segment Reporting :

a) Business Segment:

The Company has considered “Engineering & Construction” as one business segment for disclosure in the context of Accounting Standard 17 as notified in the Companies (Accounting Standards) Rules, 2006. The Company is engaged in the business of Engineering & Construction segment only for the year under report.

b) Geographical Segment:

During the year under report, the Company has engaged in its business primarily within India. The conditions prevailing in India being uniform, no separate geographical disclosure is considered necessary.

8. Employee Share based Plan – ESOP 2007 Scheme :

The IVRCL – ESOP 2007 Scheme approved by the shareholders in the 20th Annual General Meeting held on September 7, 2007 to grant 4,200,000 options, convertible in to 4,200,000 shares of exercise of options granted to the employees. The Company is yet to grant these options to the employees.

9. During the year, the Company entered into certain derivative transaction in steel and crude oil. The net loss from the transactions of Rs.3.15 million (Rs.2.36 million) have been charged to the Profit and Loss Account under the head Administrative and Other Expenses.

10. Sundry Debtors includes claims aggregating to Rs. 347.02 million (Rs.506.13 million) receivable from certain contractee clients. The claims are on account of deviation in design, additional overheads, interest due to overstay and idle cost. The claims are considered realisable based on favorable developments arising out of continuous contract management steps taken by the Company.

11. Capital Work-in-Progress include assets held for sale of Rs.150.20 million (Rs.187.75 million).

12. Sale of Products include Rs.1,060.15 million (Rs. Nil) being sale of project stores and consumables to sub-contractors.

13. The Company has availed exemption from audit of financial statements of Dubai Branch as required under section 228 of the Companies Act, 1956 for the year ended March 31, 2010 by virtue of Rule 3 of Companies (Branch Audit Exemption) Rules, 1961.