Mar 31, 2025
XVII Provisions and Contingent Liabilities
Provisions are recognized when the Company has a present
obligation (legal or constructive) as a result of a past event,
it is probable that the Company will be required to settle the
obligation and a reliable estimate can be made of the amount
of the obligation.
The amount recognized as a provision is the best estimate
of the consideration required to settle the present obligation
at the end of the reporting period, taking into account the
risks and uncertainties surrounding the obligation. When
a provision is measured using the cash flows estimated
to settle the present obligation, its carrying amount is the
present value of those cash flows (when the effect of the time
value of money is material).
Contingent liabilities are disclosed for:
(i) possible obligations which will be confirmed only by future
events not wholly within the control of the Company or
(ii) present obligations arising from past events where it is not
probable that an outflow of resources will be required to
settle the obligation or a reliable estimate of the amount of
the obligation cannot be made.
Commitments include the amount of purchase order (net of
advances) issued to parties for completion of assets.
Contingent Assets are not recognised in Financial Statements.
If an inflow of economic benefits has become probable,
contingent assets are disclosed.
Contingent Assets are assessed continually to ensure that
developments are appropriately reflected in the Financial
Statements. If it has become virtually certain that an inflow of
economic benefits will arise, the asset and the related income
are recognised in the Financial Statements of the period in
which the changes occurs.
Provisions, contingent liabilities, contingent assets and
commitments are reviewed at each Balance Sheet date.
XVIII Segment Reporting
The Chief Operational Decision Maker monitors the operating
results of its business segments separately for the purpose of
making decisions about resource allocation and performance
assessment. Segment performance is evaluated based on
profit or loss and is measured consistently with profit or loss
in the financial statements. The operating segments have
been identified on the basis of nature of product / services.
The Board of Directors of the Company has appointed the
Managing Director as the Chief Operating Decision Maker
(CODM) who is assessing the financial performance and
position of the Company and makes strategic decisions.
2b Use of Accounting Judgements, Assumptions and
Estimates
In the application of the Company''s accounting policies,
management of the Company is required to make judgements,
estimates and assumptions about the carrying amounts
of assets and liabilities that are not readily apparent from
other sources. The estimates and associated assumptions
are based on historical experience and other factors that
are considered to be relevant. Actual results may differ from
these estimates. The estimates and underlying assumptions
are reviewed on an ongoing basis. Revisions to accounting
estimates are recognized in the period in which the estimate is
revised if the revision affects only that period, or in the period
of the revision and future periods if the revision affects both
current and future periods. Detailed information about each
of these estimates and judgements is included in relevant
notes together with information about the basis of calculation
for each affected line item in the financial statements.
Following are the key areas of judgements, assumptions
and estimates which have significant effect on the amounts
recognized in the financial statements:
a. Estimation of Net Realisable Value (NRV) for inventory
(Refer Note 2 (a) (VIII) and 11)
Inventory is stated at the lower of cost and net realizable
value (NRV).
NRV of completed or developed inventory is assessed by
reference to market conditions, prices and trends existing at
the reporting date and is determined by the company based
on comparable transactions observed /identified for similar
properties in the same geographical market serving the
same real estate segment.
NRV in respect of inventory under development is assessed
with reference to market prices and trends existing at the
reporting date for similar completed property, less the
estimated cost to complete construction and an estimate of
the time value of money to the date of completion.
Estimated cost to complete is reviewed at each year end by
considering cost escalation and overruns basis the progress
of the project.
b. Impairment of other Non-Financial Assets
The Company assesses at each reporting date whether
there is an indication that an asset may be impaired. If any
indication exists, or when annual impairment testing for
an asset is required, the Company estimates the asset''s
recoverable amount. An asset''s recoverable amount is the
higher of an asset''s fair value less costs of disposal and its
value in use. When the carrying amount of an asset exceeds
its recoverable amount, the asset is considered impaired
and is written down to its recoverable amount. In assessing
value in use, the estimated future cash flows are discounted
to their present value using a pre-tax discount rate that
reflects current market assessment of the time value of
money and the risk specific to the asset. In determining fair
value less cost of disposal, recent market transactions are
taken into account. If no such transactions can be identified,
an appropriate valuation model is used. These calculations
are corroborated by valuation multiples or other available
fair value indicators.
c. Impairment of Financial Assets (Refer Note 2 (a) (VII), 7,
8, and 9)
The impairment provisions for financial assets are based on
assumptions about the risk of default and expected loss rates.
The Company uses judgement in making these assumptions
and selecting the inputs for impairment calculation, based on
Company''s past history, existing market conditions as well
as forward looking estimates at the end of each reporting
period.
d. Useful life and residual value of Property, Plant and
Equipment and Investment Property (Refer Note 2 (a) (III),
2 (a) (IV) and 3 and 4)
Useful lives of Property, Plant and Equipment and Investment
Property are based on the life prescribed in Schedule II of
the Companies Act, 2013. In cases, where the useful lives
are different from that prescribed in Schedule II, they are
based on technical advice. Assumptions also need to be
made when the Company assesses whether an asset may
be capitalised and which components of the cost of the asset
may be capitalised.
e. Recognition and Measurement of Defined Benefit
Obligations (Refer Note 2 (a) (XI) and 39)
The obligation arising from defined benefit plan is determined
on the basis of actuarial assumptions. Key actuarial
assumptions include discount rate, expected return on plan
assets, trends in salary escalation and attrition rate. The
discount rate is determined by reference to market yields
at the end of the reporting period on government bonds.
The period to maturity of the underlying bonds correspond
to the probable maturity of the post employment benefit
obligations.
f. Fair Value Measurement of Financial Instruments (Refer
Note 2 (a) (VII) and 35)
When the fair values of the financial assets and liabilities
recorded in the Balance Sheet cannot be measured based
on the quoted market prices in active markets, their fair
value is measured using valuation technique. The inputs
to these models are taken from the observable market
wherever possible, but where this is not feasible, a review
of judgement is required in establishing fair values. Any
changes in assumptions could affect the fair value relating
to financial instruments.
2c Changes in Accounting Policies and Disclosures
New and Amended Standards
The Company applied for the first-time certain standards
and amendments, which are effective for annual periods
beginning on or after 1 April 2024. The Company has not
early adopted any standard, interpretation or amendment
that has been issued but is not yet effective.
The Ministry of Corporate Affairs has notified Companies
(Indian Accounting Standards) Amendment Rules, 2024 to
amend the following Ind AS which are effective for annual
periods beginning on or after 1st April 2024.
(i) Ind AS 117 Insurance Contracts
These amendments had no significant impact on the
accounting policies and disclosure made in the standalone
financial statements of the Company.
(ii) Amendments to Ind AS 116 Leases - Lease Liability in a
Sale and Leaseback
These amendments had no significant impact on the
accounting policies and disclosure made in the standalone
financial statements of the Company.
2d Recent Pronouncements
The Ministry of Corporate Affairs notifies new standard
or amendments to existing standards. There is no such
notification which would have been applicable from 1st April
2025.
G Risk Management Framework
The Company''s Board of Directors has overall responsibility for the establishment and oversight of the Company''s risk management
framework. The Board of Directors has established the Risk Management Committee, which is responsible for developing and
monitoring the Company''s risk management policies. The Committee reports regularly to the Board of Directors on its activities.
The Company''s risk management policies are established to identify and analyse the risks faced by the Company to set appropriate
risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed
regularly to reflect changes in market conditions and the Company''s activities. The Company through its training and management
standards and procedures aims to maintain a disciplined and constructive control environment in which all employees understand
their roles and obligations.
a Credit Risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet
its contractual obligations, and arises principally from the Company''s receivables from customers, loans and investment in
debt securities. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the
creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company
establishes an allowance for doubtful debts and impairment that represents its estimate of incurred losses in respect of trade
and other receivables and investments and loans.
The Company''s maximum exposure to credit risk is the carrying value of each class of financial assets.
(i) Trade and other receivables
Customer credit risk for realty sales is managed by entering into sale agreements in the case of sale of under-construction flats
/ premises which stipulate construction milestone based payments and interest clauses in case of delays and also by requiring
customers to pay the total agreed sale value before handover of possession of the premises / flats, thereby substantially
eliminating the Company''s credit risk in this respect. In the case of sale of finished units, sale agreements are executed only upon
/ against full payment.
(iv) Cash & Cash Equivalents and other bank balances (including non current deposits with banks)
The Company held cash and bank balances with credit worthy banks of Rs. 5,809 Lakhs at 31st March 2025 (31st March 2024: Rs.
2,253 Lakhs). The credit risk on cash & cash equivalents and other bank balances is limited as the Company generally invests in
deposits with banks where credit risk is largely perceived to be extremely insignificant.
b Liquidity Risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities
that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as
possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions,
without incurring unacceptable losses or risking damage to the Company''s reputation.
Management monitors rolling forecasts of the Company''s liquidity position on the basis of expected cash flows. The Company
manages its liquidity risk by preparing monthly cash flow projections to monitor liquidity requirements. In addition, the Company
projects cash flows and considering the level of liquid assets necessary to meet these, monitoring the Balance Sheet liquidity
ratios against internal and external regulatory requirements and maintaining debt financing plans.
(i) Exposure to Liquidity Risk
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and
undiscounted, and include estimated interest payments and exclude the impact of netting agreements.
c) Market Risk
Market risk is the risk that changes in market prices such as foreign exchange rates, interest rates and equity prices will affect
the Company''s income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive
financial instruments including foreign currency receivables and payables and long term debt. The Company is exposed to market
risk primarily related to interest rate risk and the market value of the investments.
d) Currency Risk
The functional currency of the Company is Indian Rupee. Currency risk is not material, as the Company does not have significant
exposure in foreign currency.
(i) Exposure to Currency Risk
The currency profile of Financial Assets and Financial Liabilities as at 31st March 2025 and 31st March 2024 is Nil.
(ii) Interest Rate Risk
Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk
of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest
rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the
interest rates.
Exposure to interest rate risk
In order to optimize the Company''s position with regards to interest income and interest expenses and to manage the interest rate
risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and
floating rate financial instruments in its total portfolio. According to the Company interest rate risk exposure is only for floating
rate borrowings. The interest rate profile of the Company''s interest-bearing financial instruments as reported to the management
of the Company is as follows.
A) In respect of tax matters
(i) The Company is of the view that it has a good case with likelihood of liability / any loss arising out of these tax matters being
remote. Accordingly, pending settlement of the tax dispute, no adjustment has been made in the Standalone Financial Statements
for the year ended 31st March, 2025.
(ii) Contingent liability for Income Tax pertains to dispute towards non deduction of TDS on subvention interest.
(iii) Contingent liability for VAT demand pertains to demand arising on grounds of turnover computation, sub contractors deduction
and various other grounds. The Company has filed an appeal against the aforesaid order.
(iv) Contingent liability for service tax demand pertains to levy of service tax on transfer of development rights (TDR) and demand
on account of non reversal of CENVAT credit pertaining to exempt service of construction of public parking lot for Municipal
Corporation of Greater Mumbai (MCGM). The Company has filed reply to the show cause cum demand notices.
(v) Contingent Liability for GST pertains to Disallowance of ITC claimed in Trans 1 and excess ITC credit claimed by the Company for
which appeal has been filed.
B) In respect of other matters
i) Disputed claims pertain to litigations with respect of Projects of the Company filed by the customers on account of delayed
possession, poor quality of apartments and infrastructure, pending conveyance of property and various other matters. The
Company has gone into appeal in respect of these matters in various forums.
Notes:
1. Terms and Conditions of Transactions with related parties
a. Rent / Licence Fee Income:
Rent / Licence Fee Income earned from a related party based on mutual negotiation. The Company enters in to Rent / Licence
agreement with related party at an amount it expects to be entitled to in lieu of use of assets / entitlements duly supported by
benchmarking study. The receivable outstanding balance of rent / licence fee income are unsecured and require settlement in cash.
No guarantee or other security has been received against these receivables.
b. Advance against sale of Realty Stock:
Advance against for sale of Realty Stock is received from related parties basis terms agreed at the time of booking of flats / plots. The
terms of booking are comparable to third party bookings and are carried out at arm''s length post considering prevalent schemes,
if any. The demands raised for advance against sale of Realty Stock are required to be settled in cash.
c. Project Management Consultancy Fees (PMC):
The Company has entered into PMC agreement with a related party. The terms of PMC fees are mutually agreed and negotiated
basis the time and efforts involved in providing these services. The invoices raised for PMC fees are payable within a credit period
of 30 days and are unsecured. No guarantee or other security has been received against these receivables.
d. Fees for Business Support and Brand Management Fees:
The Company is paying Business Support and Brand Management fees to a related party basis agreement mutually agreed and
negotiated. The Fees are payable at an agreed percentage of Revenue as per benchmarking study conducted. The amounts are
payable within 30 days of raising of invoice.
e. Receiving of Services:
The Company receives services (Professional and other services) from related parties on the same terms as applicable to third
parties in an arm''s length transaction and in the ordinary course of business. Trade payable outstanding balances are unsecured
and require settlement in cash.
f. Donation given:
Donations are paid to a foundation in which Key Management Personnel has significant influence. These are paid for CSR activities
carried out by this foundation basis the CSR obligations of the Company. The foundation utilises these amounts for the defined CSR
purposes.
g. Loans given to Related Parties:
The Company has granted loans for infrastructure purposes to its subsidiary companies and joint ventures. The loans granted to
subsidiary companies are interest free considering the furtherance of the business objectives of the Company. The loans granted to
joint venture are interest bearing basis the comparable benchmark rate on the date of granting. The loans granted to subsidiaries
and joint ventures are repayable on demand. The impairment of loans is disclosed in related party disclosure.
h. Loans taken from Related Parties:
Loans were taken from subsidiary Companies for funding requirements. These loans were repaid during the year and were interest
free.
i. Reimbursement of Expenses:
Reimbursement expenses are incurred and recovered/paid without markup basis the actual amount incurred. The reimbursement
of expenses is for routine expenses paid on behalf of other related parties.
j. Issue of Equity Shares:
The Company has allotted equity shares to a Related party on private placement basis. The consideration for issue of shares is
determined in compliance with SEBI (ICDR) Regulation 2018. The amounts are received as per the terms of issue and are utilised
basis the purpose of issue.
k. Investment in Non-Convertible Debentures (NCD):
The Company has made investment in a joint venture entity by way of NCD. These debentures are redeemable at par at the end
of the term of 18 months. The Joint venture entity has utilised the funds invested as per the joint venture agreement entered with
other parties of the joint venture.
l. Redemption of Debentures:
The Company has invested into Debentures of subsidiary Companies. These debentures are redeemed basis the terms of redemption.
There is no redemption of debentures during the current year.
m. Security/Guarantee provided for Subsidiaries:
The Company in past had provided security/Guarantee to the lender of Subsidiary Companies. The Borrowings of the subsidiary
Companies were fully repaid in earlier years and hence the security/guarantee by the Company are released in earlier years.
n. Remuneration to Key Management personnel (KMP):
The remuneration paid to KMP are recognised as an expense during the financial year The amounts do not include expense, if
any, recognised toward post-employment benefits and other long-term benefits of key managerial personnel. Such expenses are
measured based on an actuarial valuation done for Company as a whole. Hence, amounts attributable to KMPs are not separately
determinable. Generally, non-executive directors do not receive any gratuity or post-employment benefits from the Company. During
the year ended 31 March 2025, an amount of Rs. 11 Lakhs were incurred towards sitting fees of non-independent directors (31 March
2024: Rs. 15 Lakhs).
2. As the future liabilities for gratuity and leave encashment are provided on actuarial valuation basis for the Company, the amount
pertaining to individual is not ascertainable and therefore not included above.
3. On 29th May 2025, the Company has appointed Ms Pooja Sutradhar as Company Secretary. Mr Mukesh Gupta was Company
Secretary till 10th April 2025.
a Assets taken on Operating Lease:
The Company has lease contracts for rental property used in its operations. Leases of rental property have lease terms of 5
years which includes non-cancellable period of 4 years and 6 months. The Company obligations under its leases are secured by
the lessor''s title to the leased assets.
* Basis signed agreement
Total lease rental income recognised in the financial statement is Rs. 4,310 Lakhs (31st March, 2024 - Rs. 3,898 Lakhs).
Basic earnings per share is calculated by dividing the net profit/(loss) for the year attributable to equity shareholders (after
deducting preference dividend and attributable taxes) by the weighted average number of equity shares outstanding during the
year.
Diluted earnings per share is calculated by dividing the net profit / loss attributable for the year to equity shareholders (after
adjusting for dividend on the preference shares) by the weighted average number of equity shares outstanding during the year
plus the weighted average number of equity shares that would be issued on conversion of all the dilutive potential equity shares
into equity shares.
The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain
future development of the business. Management monitors the return on capital as well as the level of dividends to ordinary
shareholders.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements
of the financial covenants. The Board of Directors seeks to maintain a balance between the higher returns that might be possible
with higher levels of borrowings and the advantages and security afforded by a sound capital position. The Management expects
the debt equity ratio to be less than 5 times.
The Company monitors capital using a ratio of ''adjusted net debt'' to ''adjusted equity'' (gearing ratio). For this purpose, adjusted
net debt is defined as total liabilities, comprising interest-bearing loans and borrowings less cash and cash equivalents.
The Company was previously including employee related payables under Trade Payables. However, based on review of commonly
prevailing practices and to align with presentation used, the Management considered disclosure under other financial liabilities to be
more relevant. Accordingly, the figures as at 31st March, 2024 are reclassified. The Management believes that the reclassification does
not have any material impact on information presented in the Balance Sheet.
Based on the "Management Approach" as defined in Ind AS 108 - Operating Segments, the Chief Operating Decision Maker (CODM)
evaluates the Company''s performance and allocates resources based on an analysis of various performance indicators of business,
the segments in which the Company operates. The Company is primarily engaged in the business of real estate development
in India which the Management and CODM recognise as the sole business segment. Hence other disclosure of segment wise
information is not required and accordingly not provided.
Income capitalisation method is based on the principle that the capital value of any property is directly related to the income.
Therefore, if the net rental income of the property is known then the capital value can be determined. In this method, capital
value is estimated by capitalizing the net rental income by an appropriate capitalization rate (capitalization rate or cap rate is a
measure of the ratio between the net rental income produced by the ratio between the net rental income produced by the real
estate property and its capital value). Net rental income is arrived by taking the base of the rental rate of comparable properties.
The net rental income arrived at a suitable capitalization rate based on type of property, prevailing trends and professional
judgment and opinion to estimate the capital value for the specific property.
The Company has recorded Exceptional Items during the year ended 31st March 2025 amounting to Rs. -652 Lakhs (Rs. 1,721 Lakhs
during the year ended 31st March 2024) and it comprises of :
1. Current Ratio= Current Assets / Current Liability
2. Debt Equity Ratio= Total Debt including interest accrued/Total Equity
3. Debt Service coverage ratio= Net profit/loss before Tax Finance cost Depreciation and amortisation/Total long term borrowings
repaid during the year Finance cost
4. Return on Equity Ratio= Net profit/loss after Tax /Average shareholders equity fund
5. Inventory Turnover Ratio= COGS /Average Inventory
6. Trade Receivable turnover ratio=Revenue/Average trade receivable
7. Trade Payable Turnover Ratio=Realty cost incurred Other expenses/Average trade payable
8. Net Capital Turnover Ratio=Turnover/net working capital
9. Net Profit Ratio=Net profit/losses after tax/Turnover
10. Return on Capital Employed Ratio= Earning before interest and taxes/(Average equity Averge borrowing)
11. Return on Investments= Interest on loans Gain on redemtion of investments Dividend Income /(Average Investment Average
Loans)
56 During the current year, the Company has issued and allotted by way of a preferential issue 2,65,48,672 fully paid up Unlisted,
Unsecured Optionally Convertible Debentures (OCDs) of face value of Rs. 56.50/- each, amounting to Rs 15,000 Lakhs. The holder
has an option to convert the OCDs into fully paid up equity shares of face value Rs 2/- of the Company at any time within a period
of 18 (Eighteen) months from the date of allotment at conversion price of Rs 56.50/-.
Out of the above,consideration received for 1,99,11,504 fully paid up Unlisted, Unsecured OCDs amounting to Rs. 11,250 Lakhs is
invested in to joint venture Harborpeak Real Estate Private Limited by way of Non Convertible Debentures as per the terms of
the OCD subscription agreement entered with the investors.
Balance portion of Optionally Convertible Debentures of Rs. 3,750 Lakhs is classified as compound financial instrument and equity
portion of Rs. 586 Lakhs is disclosed under other Equity.
57 During the current year, Company has converted 1,53,00,000 warrants issued on preferential basis upon receipt of balance
amount of Rs 1,607 Lakhs being 75% of the warrants consideration. Warrants are converted into equity shares in the ratio of 1:1.
Disclosure as required under Section 135 of Companies Act, 2013, read with Companies (Corporate Social Responsibility Policy)
Rules, 2014 are as under:
a. Gross amount required to be spent by the Company during the year Rs. 35 lakhs (31st March 2024 - Nil)
b. CSR expenditure incurred during the year
The Company undertakes its Corporate Social Responsibility (CSR) activities through Urvi Ashok Piramal Foundation. The foundation
operates in areas of health, vocational skill training, environment and education. The Company has contributed Rs. 35 lakhs (31st
March 2024 - Rs. Nil) to the foundation for undertaking CSR activities as defined under CSR rules.
59 The Code on Social Security 2020 has been notified in the Official Gazette on 29th September, 2020. The effective date from which
the changes are applicable is yet to be notified and the rules are yet to be framed. Impact if any of the change will be assessed
and accounted in the period in which said Code becomes effective and the rules framed thereunder are notified.
Additional Regulatory Information/disclosures as required by General Instructions to Division II of Schedule III to the Companies
Act, 2013 are furnished to the extent applicable to the Company.
a. The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for
holding any Benami property.
b. The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
c. The Company have not traded or invested in Crypto currency or Virtual Currency during the financial year.
d. The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the understanding that the Intermediary shall:
(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
company (Ultimate Beneficiaries) or
(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
e. Other than as disclosed in Note no 56, the Company have not received any fund from any person(s) or entity(ies), including foreign
entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
Funding Party (Ultimate Beneficiaries) or
(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries
f. The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered
or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any
other relevant provisions of the Income Tax Act, 1961)
g. The Company has not been declared wilful defaulter by any banks / Financial Institution.
61 Revenue from operations and profits for the previous year includes Rs.1,928 Lakhs from sale of residual area of a project,
completed in earlier years, recognised pursuant to transfer of control in accordance with Ind-AS 115.
There are no new standards that are notified, but not yet effective, upto the date of issuance of the Company''s financial statements.
63 The Company has balance with the below mentioned companies struck off under Section 248 of the Companies Act 2013:
accounting software where the audit trail has been enabled. Additionally, the audit trail of prior years has been preserved by
the Company as per the statutory requirements for record retention to the extent it was enabled and recorded in the respective
years.
The Company has used software for maintaining and processing of Payroll data, however, the feature of audit trail (edit log)
facility is not enabled.
65 The Company has availed working capital facilities from Banks / Financial Institutions which are secured against rent receivables.
The Company is not required to submit any quarterly returns / statements to the banks in relation to these working capital
facilities.
66 There are no other significant events that would require adjustments or disclosures in the financial statements as at the Balance
Sheet date.
As per our report of even date For and on behalf of the Board of Directors of Peninsula Land Limited
For S R B C & CO LLP Sd/- Sd/- Sd/-
Chartered Accountants Urvi A. Piramal Rajeev A. Piramal Nandan A. Piramal
ICAI Firm registration number: Non Executive Chairperson Executive Vice Chairman & Whole Time Director
324982E/E300003 DIN 00044954 Managing Director DIN 00045003
Sd/- DIN 00044983
per Pramod Kumar Bapna Sd/- Sd/- Sd/- Sd/-
Partner Mahesh S Gupta Krupal R. Kanakia N. Gangadharan Pooja Sutradhar
Membership No.: 105497 Director Director Chief Financial Officer Company Secretary
Place: Mumbai DIN 00046810 DIN 08876715 Place: Mumbai
Date: 29th May 2025 Date: 29th May 2025
Mar 31, 2024
Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material).
Contingent liabilities are disclosed for:
(i) Possible obligations which will be confirmed only by future events not wholly within the control of the Company or
(ii) Present obligations arising from past events where it is not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.
Commitments include the amount of purchase order (net of advances) issued to parties for completion of assets.
Contingent Assets are not recognised in Financial Statements. If an inflow of economic benefits has become probable, contingent assets are disclosed.
Contingent Assets are assessed continually to ensure that developments are appropriately reflected in the Financial Statements. If it has become virtually certain that an inflow of economic benefits will arise, the asset and the related income are recognised in the Financial Statements of the period in which the changes occurs.
Provisions, contingent liabilities, contingent assets and commitments are reviewed at each Balance Sheet date..
The Chief Operational Decision Maker monitors the operating results of its business segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the financial statements. The operating segments have been identified on the basis of nature of product / services.
The Board of Directors of the Company has appointed the Managing Director as the Chief Operating Decision Maker (CODM) who is assessing the financial performance and position of the Company and makes strategic decisions.
In the application of the Company''s accounting policies, management of the Company is required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. Detailed information about each of these estimates and judgements is included in relevant notes together with information about the basis of calculation for each affected line item in the financial statements.
Following are the key areas of judgements, assumptions and estimates which have significant effect on the amounts recognized in the financial statements:
Inventory is stated at the lower of cost and net realizable value (NRV).
NRV of completed or developed inventory is assessed by reference to market conditions, prices and trends existing at the reporting date and is determined by the company based on comparable transactions observed /identified for similar properties in the same geographical market serving the same real estate segment.
NRV in respect of inventory under development is assessed with reference to market prices and trends existing at the reporting date for similar completed property, less the estimated cost to complete construction and an estimate of the time value of money to the date of completion.
Estimated cost to complete is reviewed at each year end by considering cost escalation and overruns basis the progress
of the project.
The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset''s recoverable amount. An asset''s recoverable amount is the higher of an asset''s fair value less costs of disposal and its value in use. When the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessment of the time value of money and the risk specific to the asset. In determining fair value less cost of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples or other available fair value indicators.
The impairment provisions for financial assets are based on assumptions about the risk of default and expected loss rates. The Company uses judgement in making these assumptions and selecting the inputs for impairment calculation, based on
Company''s past history, existing market conditions as well as forward looking estimates at the end of each reporting period.
Useful lives of Property, Plant and Equipment are based on the life prescribed in Schedule II of the Companies Act, 2013. In cases, where the useful lives are different from that prescribed in Schedule II, they are based on technical advice. Assumptions also need to be made when the Company assesses whether an asset may be capitalised and which components of the cost of the asset may be capitalised.
The obligation arising from defined benefit plan is determined on the basis of actuarial assumptions. Key actuarial assumptions include discount rate, expected return on plan assets, trends in salary escalation and attrition rate. The discount rate is determined by reference to market yields at the end of the reporting period on government bonds. The period to maturity of the underlying bonds correspond to the probable maturity of the post employment benefit obligations.
When the fair values of the financial assets and liabilities recorded in the Balance Sheet cannot be measured based on the quoted market prices in active markets, their fair value is measured using valuation technique. The inputs to these models are taken from the observable market wherever possible, but where this is not feasible, a review of judgement is required in establishing fair values. Any changes in assumptions could affect the fair value relating to financial instruments.
The Ministry of Corporate Affairs notifies new standard or amendments to existing standards. There is no such notification which would have been applicable from 1st April 2024
The Company''s Board of Directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. The Board of Directors has established the Risk Management Committee, which is responsible for developing and monitoring the Company''s risk management policies. The Committee reports regularly to the Board of Directors on its activities.
The Company''s risk management policies are established to identify and analyse the risks faced by the Company to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities. The Company through its training and management standards and procedures aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers, loans and investment in debt securities. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company establishes an allowance for doubtful debts and impairment that represents its estimate of incurred losses in respect of trade and other receivables and investments and loans.
The Company''s maximum exposure to credit risk is the carrying value of each class of financial assets.
Customer credit risk for realty sales is managed by entering into sale agreements in the case of sale of under-construction flats / premises which stipulate construction milestone based payments and interest clauses in case of delays and also by requiring customers to pay the total agreed sale value before handover of possession of the premises / flats, thereby substantially eliminating the Company''s credit risk in this respect. In the case of sale of finished units, sale agreements are executed only upon / against full payment.
Credit risk on trade receivables in respect of realty rentals is limited as the customers of the Company mainly consists of Government authorities / group Companies. Based on the past history of payments received, there have been no defaults.
Credit risk on trade receivables in respect of other operating income is Nil since the terms of payment are 100% through advance billing and collections.
Based on the above factors and historical data, the Company has concluded that no ECL allowance needs to be recognised for overdue receivables.
* Financial guarantees issued by the Company on behalf of subsidiaries (including step down subsidiary) are with respect to borrowings raised by these subsidiaries. These amount will be payable on default by the Company. The Company has created provision amounting to '' Nil (31st March 2023''7,637 lakhs). Financial Guarantee obligation is included under other financial liabilities and is measured at expected outflow on account of this Guarantee.
Market risk is the risk that changes in market prices such as foreign exchange rates, interest rates and equity prices will affect the Company''s income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables and long term debt. The Company is exposed to market risk primarily related to interest rate risk and the market value of the investments.
The functional currency of the Company is Indian Rupee. Currency risk is not material, as the Company does not have significant exposure in foreign currency.
The currency profile of Financial Assets and Financial Liabilities as at 31st March 2024 and 31st March 2023 is Nil.
Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.
In order to optimize the Company''s position with regards to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio. According to the Company interest rate risk exposure is only for floating rate borrowings. The interest rate profile of the Company''s interest-bearing financial instruments as reported to the management of the Company is as follows.
The Company does not account for any fixed rate financial assets or financial liabilities at fair value through Profit or Loss. Therefore, a change in interest rates at the reporting date would not affect Profit or Loss.
A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased (decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables remain constant.
(i) The Company is of the view that it has a good case with likelihood of liability / any loss arising out of these tax matters being remote. Accordingly, pending settlement of the tax dispute, no adjustment has been made in the Standalone Ind AS Financial Statements for the year ended 31st March, 2024.
(ii) Contingent liability for VAT demand pertains to demand arising on grounds of land value deduction, turnover computation, sub contractors deduction and various other grounds. The Company has filed an appeal against the aforesaid order.
(iii) Contingent liability for service tax demand pertains to levy of service tax on transfer of development rights (TDR) and demand on account of non reversal of CENVAT credit pertaining to exempt service of construction of public parking lot for Municipal Corporation of Greater Mumbai (MCGM). The Company has filed reply to the show cause cum demand notices.
(iv) Contingent Liability for GST pertains to Disallowance of ITC claimed in Trans 1 for which appeal has been filed and SCN notice issued for disallowance of ineligible ITC under the erstwhile law claimed in TRAN-1 for which reply to department has been filed.
B) In respect of other matters
i) Disputed claims pertain to litigations with respect of Projects of the Company filed by the customers on account of delayed possession, poor quality of apartments and infrastructure, pending conveyance of property and various other matters. The Company has gone into appeal in respect of these matters in various forums.
ii) Financial guarantees issued by the Company on behalf of subsidiaries (including step down subsidiary) are with respect to borrowings raised by the respective entities. This amount will be payable on default by the concerned entity. The Company has created provision for financial guarantee obligation. The amount of contingent liability is NIL.
xii Risk Exposure
Through its defined benefit plans, the Company is exposed to number of risks, the most significant of which are detailed below
(i) Inflation rate risk:
Higher than expected increase in salary will increase the defined benefit obligation
(ii) Demographic Risk :
This is the risk of variability of results due to unsystematic nature of decrements that include mortality, withdrawal, disability and retirement. The effect of these decrements on the defined benefit obligations is not straight forward and depends on the combination of salary increase, discount rate and vesting criteria.
(iii) Interest Rate Risk:
The defined benefit obligation calculated uses a discount rate based on Government bonds. If the bond yields fall, the defined benefit obligation will tend to increase.
The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors the return on capital as well as the level of dividends to ordinary shareholders.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The Board of Directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position. The Management expects the debt equity ratio to be less than 10 times.
The Company monitors capital using a ratio of ''adjusted net debt'' to ''adjusted equity'' (gearing ratio). For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings less cash and cash equivalents.
Formula for Computing financial Ratios
1. Current Ratio= Current Assets / Current Liability
2. Debt Equity Ratio= Total Debt including interest accrued/Total Equity
3. Debt Service coverage ratio= Net profit/loss before Tax Finance cost Depreciation and amortisation/Total long term borrowings repaid during the year Finance cost Lease Payments
4. Return on Equity Ratio= Net profit/loss after Tax /Average sharegholders equity fund
5. Inventory Turnover Ratio= COGS /Average Inventory
6. Trade Receivable turnover ratio=Revenue/Average trade receivable
7. Trade Payable Turnover Ratio=Realty cost incurred Employee benefit cost Other expenses/Average trade payable
8. Net Capital Turnover Ratio=Turnover/net working capital
9. Net Profit Ratio=Net profit/losses after tax/Turnover
10. Return on Capital Employed Ratio= Earning before interest and taxes/(Average equity Averge borrowing)
11. Return on Investments= Interest on loans Gain on redemption of investments Dividend Income /(Average Investment Average Loans)
58 In view of losses the disclosure under section 135 of the Companies Act 2013 on CSR activity (Corporate social responsibility) is not applicable.
59 The Code on Social Security 2020 has been notified in the Official Gazette on 29th September, 2020. The effective date from which the changes are applicable is yet to be notified and the rules are yet to be framed. Impact if any of the change will be assessed and accounted in the period in which said Code becomes effective and the rules framed thereunder are notified.
Additional Regulatory Information/disclosures as required by General Instructions to Division II of Schedule III to the Companies Act, 2013 are furnished to the extent applicable to the Company.
a The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
b The Company do not have any transactions with companies struck off.
c The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
d The Company have not traded or invested in Crypto currency or Virtual Currency during the financial year.
e The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or
(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
f The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or
(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries
g The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).
h The Company has not been declared wilful defaulter by any banks / Financial Institution.
61 The current liabilities are higher than current assets mainly on account of borrowings repayable to group companies. Basis the financial projections for next year Management is confident of servicing its liabilities as and when it falls due.
62 During the year ended March 31, 2024, Company has reassessed old provisions pertaining to property taxes and written back an amount Rs. 400 Lakhs which is included under the head ''Revenue from operation.
63 Revenue from operations and profits for the current year includes Rs.1,928 Lakhs from sale of residual area of a project, completed in earlier years, recognised pursuant to transfer of control in accordance with Ind-AS 115.
There are no new standards that are notified, but not yet effective, upto the date of issuance of the Company''s financial statements.
65 During the year ended March 31 , 2023, a wholly owned subsidiary of the Company had entered into a debt settlement agreement with a lender, in respect of dues of Rs.11,843 Lakhs The subsidiary has fully discharged the obligation as per this agreement on July 27, 2023 and obtained no dues letter from the lender. Basis this, the resultant gain on settlement was accounted during year ended March 31, 2024 and disclosed under exceptional items.
66 During the current year, the Company has commenced recognition of revenue in relation to plotted development projects basis completion of infrastructure and handing over of possession to the customers.
67 The Company has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software, except that audit trail feature is not enabled at the database level and also for certain changes made using privileged/ administrative access rights in the software. However, no instance of audit trail feature being tampered with was noted in respect of software. The Company has used software for maintaining and processing of Payroll data, however, the feature of audit trail (edit log) facility is not available.
68 The Company has availed working capital facilities from Banks / Financial Institutions which are secured against rent receivables. The Company is not required to submit any quarterly returns / statements to the banks in relation to these working capital facilities.
69 There are no other significant events that would require adjustments or disclosures in the financial statements as at the Balance Sheet date..
As per our report of even date For and on behalf of the Board of Directors of Peninsula Land Limited
For S R B C & CO LLP Sd/- Sd/- Sd/-
Chartered fcrountams Urvi A. Piramal Rajeev A. Piramal Nandan A. Piramal
ICAI Firm registration number: Non Executive Chairperson Executive Vice Chairman & Whole Time Director
324982E/E300003 DIN 00044954 Managing Director DIN 00045003
Sd/- DIN 00044983
per Shyamsundar Pachisia Sd/- Sd/- Sd/- Sd/-
Partner Mahesh S Gupta Deepak Summanwar N. Gangadharan Mukesh Gupta
Membership No.: 049237 Director Director Chief Financial Officer Company Secretary
DIN 00046810 DIN 02017830
Place : Mumbai
Date: May 27, 2024
Mar 31, 2023
ii The Management assessed that the carrying amount of Cash and Cash Equivalents, Other Bank Balances, Trade Receivables and Other Receivables, Other Current and Non Current Financial Assets, Current Borrowings and Other Current Financial Liabilities approximate their fair values due to their short term nature. Further, carrying value of Non Current & Current Borrowings and Investments (current and non current) which are measured at amortised cost and having variable rate of interest, are reasonable approximation of the fair values.
The Company''s Board of Directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. The Board of Directors has established the Risk Management Committee, which is responsible for developing and monitoring the Company''s risk management policies. The Committee reports regularly to the Board of Directors on its activities.
The Company''s risk management policies are established to identify and analyse the risks faced by the Company to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities. The Company through its training and management standards and procedures aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers, loans and investment in debt securities. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company establishes an allowance for doubtful debts and impairment that represents its estimate of incurred losses in respect of trade and other receivables and investments and loans.
The Company''s maximum exposure to credit risk is the carrying value of each class of financial assets.
Customer credit risk for realty sales is managed by entering into sale agreements in the case of sale of under-construction flats / premises which stipulate construction milestone based payments and interest clauses in case of delays and also by requiring customers to pay the total agreed sale value before handover of possession of the premises / flats, thereby substantially eliminating the Company''s credit risk in this respect. In the case of sale of finished units, sale agreements are executed only upon / against full payment.
Credit risk on trade receivables in respect of realty rentals is limited as the customers of the Company mainly consists of Government authorities / group Companies. Based on the past history of payments received, there have been no defaults.
Credit risk on trade receivables in respect of other operating income is Nil since the terms of payment are 100% through advance billing and collections.
Based on the above factors and historical data, the Company has concluded that no ECL allowance needs to be recognised for overdue receivables.
Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine incurred and expected credit losses. Historical trends of impairment of trade receivables do not reflect any significant credit losses. Given that the macro economic indicators affecting customers of the Company have not undergone any substantial change, the Company expects the historical trend of minimal credit losses to continue. Further, Management believes that the unimpaired amounts that are past due by more than 30 days are still collectible in full, based on historical payment behaviour and extensive analysis of customer credit risk. In view of the above, the Company believes that no provision is required as per expected credit loss method.
* Financial guarantees issued by the Company on behalf of subsidiaries (including step down subsidiary) are with respect to borrowings raised by the respective subsidiaries. This amount will be payable on default by the Company. The Company has created provision amounting to '' 7,637 lakhs (31st March 2022 9,312 lakhs). The balance amount of Nil (31st March 2022 Nil) has been reported as contingent liability. (Refer Note 36(c)(i)). Financial Guarantee obligation is included under other financial liabilities and is measured at expected outflow on account of this Guarantee.
Considering the nature of the business, the Company has a policy to provide loans and financial guarantees to its group entities for undertaking projects, based on its primary business model of undertaking project developments through SPV''s. The loans given to these entities are repayable on demand and there is no past history for any default / delay / irregularity / invocation of guarantees in repayments based on demands made. Moreover, all the group entities to whom loans have been advanced, have substantial potential in the projects to repay the loan based on the valuation of such entities and their activities are controlled and managed by the Company. Accordingly ,in view of such control over operations and underlying security of the project / assets, these loans are considered adequately secured for repayments, except in cases where the independent valuation of underlying projects warrant provision for impairment.
The Company held cash and bank balances with credit worthy banks of '' 1,674 Lakhs at 31st March 2023 (31st March 2022: '' 5,703 Lakhs). The credit risk on cash & cash equivalents and other bank balances is limited as the Company generally invests in deposits with banks where credit risk is largely perceived to be extremely insignificant.
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.
Management monitors rolling forecasts of the Company''s liquidity position on the basis of expected cash flows. The Company manages its liquidity risk by preparing monthly cash flow projections to monitor liquidity requirements. In addition, the Company projects cash flows and considering the level of liquid assets necessary to meet these, monitoring the Balance Sheet liquidity ratios against internal and external regulatory requirements and maintaining debt financing plans.
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted, and include estimated interest payments and exclude the impact of netting agreements.
* Financial guarantees issued by the Company on behalf of subsidiaries (including step down subsidiary) are with respect to borrowings raised by these subsidiaries. These amount will be payable on default by the Company. The Company has created provision amounting to Rs 7,637 lakhs (31st March 2022 Rs 9,312 lakhs). Financial Guarantee obligation is included under other finacial liabilities and is measured at expected outflow on account of this Guarantee.
Market risk is the risk that changes in market prices such as foreign exchange rates, interest rates and equity prices will affect the Group''s income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables and long term debt. The Group is exposed to market risk primarily related to interest rate risk and the market value of investments.
The functional currency of the Group is Indian Rupee. Currency risk is not material, as the Group does not have significant exposure in foreign currency.
The currency profile of Financial Assets and Financial Liabilities as at 31st March 2022 and 31st March 2021 is Nil.
Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.
In order to optimize the Company''s position with regards to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio. According to the Company interest rate risk exposure is only for floating rate borrowings. The interest rate profile of the Company''s interest-bearing financial instruments as reported to the management of the Company is as follows.
The Company does not account for any fixed rate financial assets or financial liabilities at fair value through Profit or Loss. Therefore, a change in interest rates at the reporting date would not affect Profit or Loss.
A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased (decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables remain constant.
|
36 |
COMMITMENTS AND CONTINGENT LIABILITIES |
in lakhs) |
|
|
As At 31st March 2023 |
As At 31st March 2022 |
||
|
a. |
Capital Commitments |
- |
- |
|
b. |
Claims against the Company not acknowledged as debts in respect of |
||
|
(i) |
Income Tax demand under appeal |
747 |
747 |
|
(ii) VAT demand under appeal |
1,713 |
1,713 |
|
|
(iii) |
Service Tax demand under appeal |
571 |
571 |
|
(iv) |
GST demand under appeal |
754 |
754 |
|
(v) |
Disputed claims relating to certain projects (excluding interest and penalties) |
2,290 |
1,211 |
|
c. |
Guarantees given to Financial Institutions for |
||
|
(i) |
Step Down Subsidiary |
- |
- |
(i) The Company is of the view that it has a good case with likelihood of liability / any loss arising out of these tax matters being remote. Accordingly, pending settlement of the tax dispute, no adjustment has been made in the Standalone Ind AS Financial Statements for the year ended 31st March, 2023.
(ii) Contingent liability for Income Tax pertains to dispute on account of long term capital gain, conversion of land into stock in trade, disallowance of expenses and other matters. The Company has filed an appeal against the aforesaid order.
(iii) Contingent liability for VAT demand pertains to demand arising on grounds of land value deduction, turnover computation, sub contractors deduction and various other grounds. The Company has filed an appeal against the aforesaid order.
(iv) Contingent liability for service tax demand pertains to levy of service tax on transfer of development rights (TDR) and demand on account of non reversal of CENVAT credit pertaining to exempt service of construction of public parking lot for Municipal Corporation of Greater Mumbai (MCGM). The Company has filed reply to the show cause cum demand notices.
v) Contingent Liability for GST pertains to Disallowance of ITC claimed in Trans 1 for which appeal has been filed and SCN notice issued for disallowance of ineligible ITC under the erstwhile law claimed in TRAN-1 for which reply to department has been filed.
B) In respect of other matters
i) Disputed claims pertain to litigations with respect of Projects of the Company filed by the customers on account of delayed possession, poor quality of apartments and infrastructure, pending conveyance of property and various other matters. The Company has gone into appeal in respect of these matters in various forums.
ii) Financial guarantees issued by the Company on behalf of subsidiaries (including step down subsidiary) are with respect to borrowings raised by the respective entities. This amount will be payable on default by the concerned entity. The Company has created provision for financial guarantee obligation. The amount of contingent liability is NIL.
The Company has various benefit plans as under:
The Company makes contributions towards provident fund, superannuation fund and other retirement benefit plans for qualifying employees. Under the plans, the Company is required to contribute a specified percentage of payroll cost to the retirement benefit plan to fund the benefits. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.
i The Company makes annual contributions to the Group Gratuity cum Life Assurance Schemes administered by the LIC of India, a funded defined benefit plan for qualifying employees. The scheme provides for payment as under:
a On normal retirement / early retirement / withdrawal / resignation - As per the provisions of the Payment of Gratuity Act, 1972 with vesting period of 5 years of continuous service.
b On death in service - As per the provisions of the Payment of Gratuity Act, 1972 without any vesting period.
The most recent actuarial valuation of plan assets and the present value of the defined benefit obligation for gratuity was carried out as at 31st March, 2023. The present value of the defined benefit obligations and the related current service cost and past service cost, were measured using Projected Unit Credit Method
Based on the actuarial valuation obtained in this respect, the following table sets out the status of the gratuity plan and the amounts recognised in the Company''s financial statements as at Balance Sheet date:
The expected contribution for defined benefit plan for the next financial year is '' 50 Lakhs. xii Risk Exposure
Through its defined benefit plans, the Company is exposed to number of risks, the most significant of which are detailed below
(i) Inflation rate risk:
Higher than expected increase in salary will increase the defined benefit obligation
(ii) Demographic Risk :
This is the risk of variability of results due to unsystematic nature of decrements that include mortality, withdrawal, disability and retirement. The effect of these decrements on the defined benefit obligations is not straight forward and depends on the combination of salary increase, discount rate and vesting criteria.
(iii) Interest Rate Risk:
The defined benefit obligation calculated uses a discount rate based on Government bonds. If the bond yields fall, the defined benefit obligation will tend to increase.
Compensated absences are payable to employees at the rate of daily salary for each day of accumulated leave on death or on resignation or upon retirement. The liability towards compensated absences as at 31st March 2023 based on actuarial valuation using the Projected Unit Credit Method is '' 447 Lakhs (31st March 2022 - '' 423 Lakhs).
Basic earnings per share is calculated by dividing the net profit/(loss) for the year attributable to equity shareholders (after deducting preference dividend and attributable taxes) by the weighted average number of equity shares outstanding during the year.
Diluted earnings per share is calculated by dividing the net profit / (loss) attributable for the year to equity shareholders (after adjusting for dividend on the preference shares) by the weighted average number of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on conversion of all the dilutive potential equity shares into equity shares.
The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors the return on capital as well as the level of dividends to ordinary shareholders.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The Board of Directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position. The Management expects the debt equity ratio to be less than 10 times.
The Company monitors capital using a ratio of ''adjusted net debt'' to ''adjusted equity'' (gearing ratio). For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings less cash and cash equivalents.
Based on the "Management Approach" as defined in Ind AS 108 - Operating Segments, the Chief Operating Decision Maker (CODM) evaluates the Company''s performance and allocates resources based on an analysis of various performance indicators of business, the segments in which the Company operates. The Company is primarily engaged in the business of real estate development which the Management and CODM recognise as the sole business segment. Hence disclosure of segment wise information is not required and accordingly not provided.
53 The Company has debt servicing obligations to banks and financial institutions aggregating to '' 23,446 lakhs within the next twelve months and consequently the currents liabilities are higher than the current assets as at March 31,2023. Over the past few years and in the current year, the Company has taken various initiatives to reduce debt and improve liquidity through efficiency in operations, sale of inventory, settlement/renegotiation of external debts and monetization of non-core assets. The Company has posted profits of '' 5,030 lakhs for the year ended on 31st March 2023 and the net worth of the company has turned positive during the year. Total debt has reduced by '' 30,761 lakhs during the year. The promoters have infused equity of '' 2,565 lakhs during the year and have committed to infuse further equity of '' 1,607 lakhs over the next 12 months. The Company also has tied up a long-term borrowing to settle an external debt of '' 3,000 lakhs which is falling due by July 2023. The management is confident that the cash flows from operations and the aforementioned initiatives will be adequate to enable the company to meet its current liabilities as and when it falls due within the next 12 months. Hence the Company continues to prepare financial statements on going concern basis.
Income capitalisation method is based on the principle that the capital value of any property is directly related to the income. Therefore, if the net rental income of the property is known then the capital value can be determined. In this method, capital value is estimated by capitalizing the net rental income by an appropriate capitalization rate (capitalization rate or cap rate is a measure of the ratio between the net rental income produced by the ratio between the net rental income produced by the real estate property and its capital value). Net rental income is arrived by taking the base of the rental rate of comparable properties. The net rental income arrived at a suitable capitalization rate based on type of property, prevailing trends and professional judgment and opinion to estimate the capital value for the specific property.
(i) Provision made for obligations guaranteed by the Company on behalf of Group Companies. The amount is computed basis the shortfall which Company would be expected to fund basis the financial position of Group Companies.
(ii) This pertains to settlement of debt with a bank.
(iii) Impairment has been done basis assessment of recoverability of investment in debentures.
(iv) Impairment provision for loans to subsidiaries, joint ventures and associates basis assessment of it''s recoverability. The expected shortfall is computed basis the projected cash flows of the investee companies. The fair value for the purpose of impairment is determined using Level 3 fair value hierarchy. The impairment during the year resulted due to lower expected net margins in the projects of these investee Companies. The impairment accounted for exposure in joint venture and associate has also resulted on account of shortfall in contribution not being funded by the other partner.
Formula for Computing financial Ratios
1 Current Ratio= Current Assets / Current Liability
2 Debt Equity Ratio= Total Debt including interest accrued/Total Equity
3 Debt Service coverage ratio= Net profit/loss before Tax Finance cost Depreciation and amortisation/Total long term borrowings repaid during the year Finance cost
4 Return on Equity Ratio= Net profit/loss after Tax /Average sharegholders equity fund
5 Inventory Turnover Ratio= COGS /Average Inventory
6 Trade Receivable turnover ratio=Revenue/Average trade receivable
7 Trade Payable Turnover Ratio=Realty cost incurred Employee benefit cost Other expenses/Average trade payable
8 Net Capital Turnover Ratio=Turnover/net working capital
9 Net Profit Ratio=Net profit/losses after tax/Turnover
10 Return on Capital Employed Ratio= Earning before interest and taxes/(Average equity Averge borrowing)
11 Return on Investments= Interest on loans Gain on redemtion of investments Dividend Income /(Average Investment Average Loans)
57 In view of losses the disclosure under section 135 of the Companies Act 2013 on CSR activity (Corporate social responsibility) is not applicable.
58 The Code on Social Security 2020 has been notified in the Official Gazette on 29th September, 2020. The effective date from which the changes are applicable is yet to be notified and the rules are yet to be framed. Impact if any of the change will be assessed and accounted in the period in which said Code becomes effective and the rules framed thereunder are notified.
60 OTHER STATUTORY INFORMATION
a The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
b The Company do not have any transactions with companies struck off.
c The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
d The Company have not traded or invested in Crypto currency or Virtual Currency during the financial year.
e The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or
(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
f The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or
(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries
g The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).
h The Company has not been declared wilful defaulter by any banks / Financial Institution.
60 STANDARD NOTIFIED BUT NOT YET EFFECTIVE
There are no new standards that are notified, but not yet effective, upto the date of issuance of the Company''s financial statements.
61 a) During the year, the Company had entered into a settlement agreement with one of its Lenders and fully paid the agreed
settlement amount thereby discharging the outstanding debt of '' 8,502 lakhs and obtained the release of charge created on the Company''s assets and no dues letter from the lender. The resultant gain on settlement is disclosed under exceptional items.
b) During the year, a wholly owned subsidiary of the Company had entered into a debt settlement agreement with a lender, in respect of dues of ''11,843 lakhs, pursuant to which the subsidiary has made part payment of the settlement amount and agreed to pay the balance as per the terms of settlement. Pursuant thereto, the lender has filed an application for conditional withdrawal of proceedings with National Company Law Tribunal (NCLT) filed by them during the year Company is confident of making the balance payments towards the settlement as per agreed terms. The resultant debt extinguishment and gain on settlement will be accounted in FY 2023-24.
62 During the current year, the Company has commenced recognition of revenue in relation to two residential projects basis receipt of occupation certificate and handing over of possession to the customers.
63 The Company has availed working capital facilities from Banks / Financial Institutions which are secured against current assets. The Company has not submitted any quarterly returns / statements to the banks in relation to these working capital facilities.
64 There are no other significant events that would require adjustments or disclosures in the financial statements as at the Balance Sheet date.
Mar 31, 2018
1 Corporate Information
Peninsula Land Limited (âthe Companyâ) is a public limited company engaged primarily in the business of real estate development. The core business activities are carried out under various business models like own development, through subsidiaries, associates, joint ventures and joint development and other arrangements with third parties. The Company also earns income from renting of properties held by it. The Company is domiciled in India and is listed on Bombay Stock Exchange Limited (BSE) and the National Stock Exchange of India Limited (NSE). The registered office of the Company is located at 1, Peninsula Spenta, Mathuradas Mills Compound, Lower Parel, Mumbai 400013. The Company is registered with Ministry of Corporate Affairs under The Companies Act, 2013 with CIN L17120MH1871PLC000005.
The standalone financial statements of the Company for the year ended 31st March, 2018 were authorized and approved for issue by the Board of Directors on 23rd May 2018.
Terms /rights attached to Equity shares
The Company has only one class of equity shares having a par value of Rs.2/- per share. Each holder of equity share is entitled to one vote per share. All shares rank pari passu with regard to dividend and repayment of capital.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the remaining assets of the Company in proportion to the number of equity shares held by the shareholders, after distribution of all preferential amounts.
Nature of Reserves :
1. Capital Redemption Reserve :
The Company had recognised Capital Redemption Reserve on buyback of equity shares or redemption of preference shares from its retained earnings. The amount in Capital Redemption Reserve is equal to nominal amount of the equity shares bought back or redemption of preference shares.
2. Securities Premium Reserve :
Securities premium is used to record the premium on issue of shares or debentures. The reserve will be utilised in accordance with the provisions of the Companies Act, 2013.
3. General Reserve :
The Company has transferred a portion of the net profit of the Company before declaring dividend to general reserve pursuant to the earlier provisions of Companies Act, 1956. Mandatory transfer to general reserve is not required under the Companies Act, 2013.
4. Debenture Redemption Reserve (DRR) :
As per section 71 of Companies Act, 2013 and Rule 18 of the Companies (Share Capital and Debentures) Rules, 2014. The Company shall create a DRR for the purpose of redemption of debentures. The said amount is only be utilised for the purpose of redemption of debentures.
5. Retained Earnings :
Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders.
Note 2 : Effective Interest Rate (EIR) on Debentures for the year ended 31st March, 2018 ranges from 11.25% to 18.58%.
Note 3 : Debentures of Rs.203 Crores (31st March 2017 - Rs.365 Crores) paid before the maturity during the year.
Note 4 : Effective Interest Rate (EIR) on Loans other than Debentures for the year 31st March, 2018 ranges from 9.20% to 13.50%.
C Fair Value of financial assets and liabilities which are measured at Amortised Cost
i Non-Current Investments and Non Current Loans measured at Amortised Cost includes investment in Unquoted NonConvertible Debentures (NCDs) and Loan to Group Companies, the fair value of which is as stated below:
Note 1 : Quoted NCDs represent investments in a subsidiary Rs.300 Crores where these are intended for holding till maturity and hence, the fair value is considered to be the same as the carrying value.
Note 2: Unquoted debentures in other entities considered to be at carrying amount.
Note 3 : Fair value of Loans to Group Companies are considered to be at carrying amount.
Note 4: Unquoted preference shares in Group Company considered to be at carrying amount.
ii Non-Current Borrowings and Other Non Current & Current Financial Liabilities designated at Amortised Cost includes debentures issued, the fair value of which is considered to be the same as carrying amount as these debentures are not actively traded and the interest yield are similar to market interest rates.
iii The Management assessed that the carrying amount of Cash and Cash Equivalents, Other Bank Balances, Trade Receivables and Other Receivables, Other Current and Non Current Financial Assets, Current Borrowings and Other Current Financial Liabilities approximate their fair values due to their short term nature. Further, carrying value of Non-Current & Current Borrowings and Investments (current and non current) which are measured at Amortised Cost and having variable rate of interest, are reasonable approximation of the fair values.
G Sensitivity Analysis
For the fair values of non-current investments and Non-Current loans and advances, reasonably possible changes at the reporting date to one of the significant unobservable inputs, holding other inputs constant, would have the following effects.
H Risk Management Framework
The Companyâs Board of Directors has overall responsibility for the establishment and oversight of the Companyâs risk management framework. The Board of Directors has established the Risk Management Committee, which is responsible for developing and monitoring the Companyâs risk management policies. The Committee reports regularly to the Board of Directors on its activities.
The Companyâs risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Companyâs activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
a Credit Risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Companyâs receivables from customers, loans and investment in debt securities. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company establishes an allowance for doubtful debts and impairment that represents its estimate of incurred losses in respect of trade and other receivables and investments and loans.
The Companyâs maximum exposure to credit risk is the carrying value of each class of financial assets.
i Trade and other receivables
Customer credit risk for realty sales is managed by entering into sale agreements in the case of sale of under-construction flats / premises which stipulate construction milestone based payments and interest clauses in case of delays and also by requiring customers to pay the total agreed sale value before handover of possession of the premises / flats, thereby substantially eliminating the Companyâs credit risk in this respect. In the case of sale of finished units, sale agreements are executed only upon / against full payment.
Credit risk on trade receivables in respect of realty rentals is limited as the customers of the Company mainly consists of Government authorities / Group Companies. Based on the past history of payments received, there have been no defaults.
Credit risk on trade receivables in respect of other operating income is Nil since the terms of payment are 100% through advance billing and collections.
ii Impairment
Ageing of trade and other receivables that were not impaired was as follows.
Expected credit loss assessment for customers as at 31st March 2018 and 31st March 2017:
Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine incurred and expected credit losses. Historical trends of impairment of trade receivables do not reflect any significant credit losses. Given that the macro economic indicators affecting customers of the Company have not undergone any substantial change, the Company expects the historical trend of minimal credit losses to continue. Further, Management believes that the unimpaired amounts that are past due by more than 30 days are still collectible in full, based on historical payment behaviour and extensive analysis of customer credit risk. In view of the above, the Company believes that no provision is required as per expected credit loss method.
ii Loans and Financial Guarantees
The loans and advances are in the nature of advances for project in SPVs where the Company is a stakeholder and hence the risk is minimal. Based on the above factors and historical data, loss on collection of receivables is not material and hence no additional provision was made apart from provisions for impairment in respect of certain specific loans based on the fair valuation by independent valuers.
Expected credit loss assessment of loans as at 31st March 2018 and 31st March 2017:
Considering the nature of the business, the Company has a policy to provide loans and financial guarantees to its group entities for undertaking projects, based on its primary business model of undertaking project developments through SPVâs. The loans given to these entities are repayable on demand and there is no past history for any default / delay / irregularity / invocation of guarantees in repayments based on demands made. Moreover, all the group entities to whom loans have been advanced, have substantial potential in the projects to repay the loan based on the valuation of such entities and their activities are controlled and managed by the company. Accordingly ,in view of such control over operations and underlying security of the project / assets, these loans are considered adequately secured for repayments, except in cases where the independent valuation of underlying projects warrant provision for impairment.
iii Investments measured at amortised cost
The Company has investments in secured redeemable non convertible debentures and the settlement of such instruments is linked to the completion of the respective underlying projects. Further these instruments are secured by way of first charge on the underlying project assets. Moreover, there are no deviations / irregularity in terms of servicing of debt and interest in respect of these instruments. Hence no impairment has been recognised on such investments till date.
iv Cash & Cash Equivalents and other bank balances
The Company held cash and bank balances with credit worthy banks of Rs.60.86 Crores at 31st March 2018 (31st March 2017: Rs.123.81 Crores). The credit risk on cash & cash equivalents and other bank balances is limited as the Company generally invests in deposits with banks where credit risk is largely perceived to be extremely insignificant.
b Liquidity Risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Companyâs approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Companyâs reputation.
Management monitors rolling forecasts of the Companyâs liquidity position on the basis of expected cash flows. The Company manages its liquidity risk by preparing monthly cash flow projections to monitor liquidity requirements. In addition, the Company projects cash flows and considering the level of liquid assets necessary to meet these, monitoring the Balance Sheet liquidity ratios against internal and external regulatory requirements and maintaining debt financing plans.
i Financing Arrangements
The Company has access to the following undrawn borrowing facilities at the end of the reporting period
The bank overdraft facility may be drawn at any time and may be terminated by the Bank without notice, subject to the continuance of satisfactory credit ratings, the bank loan facilities may be drawn at any time and have maturity period from 3 to 5 years.
ii Exposure to Liquidity Risk
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted, and include estimated interest payments and exclude the impact of netting agreements.
c Market Risk
Market risk is the risk that changes in market prices such as foreign exchange rates, interest rates and equity prices will affect the Companyâs income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables and long term debt. The Company is exposed to market risk primarily related to interest rate risk and the market value of the investments.
d Currency Risk
The functional currency of the Company is Indian Rupee. Currency risk is not material, as the Company does not have significant exposure in foreign currency.
i Exposure to Currency Risk
The currency profile of Financial Assets and Financial Liabilities as at 31st March 2018 and 31st March 2017 is Nil.
ii Interest Rate Risk
Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.
Exposure to interest rate risk
In order to optimize the Companyâs position with regards to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio. According to the Company interest rate risk exposure is only for floating rate borrowings. The interest rate profile of the Companyâs interest-bearing financial instruments as reported to the management of the Company is as follows.
iii Price Risk
Price risk is the risk that the fair value of a financial instrument will fluctuate due to changes in market traded price. It arises from financial assets such as investments in quoted instruments and units of mutual funds.
The Company is exposed to price risk arising mainly from investments in quoted debentures measured at amortised cost, having carrying value Rs.300.00 Crores as at 31st March 2018, (31st March 2017 - Rs.300.00 Crores).
a Fair value sensitivity analysis for fixed rate Instruments
The Company does not account for any fixed rate financial assets or financial liabilities at fair value through Profit or Loss. Therefore, a change in interest rates at the reporting date would not affect Profit or Loss.
b Cash flow sensitivity analysis for variable rate Instruments
A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased (decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables remain constant.
2 Employee Benefits
The Company has various benefit plans as under:
A Defined Contribution Plan
The Company makes contributions towards provident fund, superannuation fund and other retirement benefit plans for qualifying employees. Under the plans, the Company is required to contribute a specified percentage of payroll cost to the retirement benefit plan to fund the benefits. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.
The Company has recognised the following amounts in Statement of profit and loss included in Contributions to Provident Fund and Other funds under Employee Benefit Expenses (refer note 31)
B Defined Benefit Plan
i The Company makes annual contributions to the Group Gratuity cum Life Assurance Schemes administered by the LIC of India, a funded defined benefit plan for qualifying employees. The scheme provides for payment as under:
a On normal retirement / early retirement / withdrawal / resignation - As per the provisions of the Payment of Gratuity Act, 1972 with vesting period of 5 years of continuous service.
b On death in service - As per the provisions of the Payment of Gratuity Act, 1972 without any vesting period.
The most recent actuarial valuation of plan assets and the present value of the defined benefit obligation for gratuity was carried out as at 31st March, 2018. The present value of the defined benefit obligations and the related current service cost and past service cost, were measured using Projected Unit Credit Method
Based on the actuarial valuation obtained in this respect, the following table sets out the status of the gratuity plan and the amounts recognised in the Companyâs financial statements as at Balance Sheet date:
x Sensitivity analysis
Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown below:
The sensitivity analysis above have been determined based on a method that extrapolates the impact on defined benefit obligation as a result of reasonable changes in key assumptions occurring at the end of the reporting period.
xi Expected Future Cash Flows
The expected future cash flows in respect of defined benefit gratuity plan as at March 31, 2018 were as follows:
The expected contribution for define benefit plan for the next financial year is Rs.4.84 Crores.
C Other Long Term Employee Benefits
Compensated absences are payable to employees at the rate of daily salary for each day of accumulated leave on death or on resignation or upon retirement. The charge towards compensated absences for the year ended March 31, 2018 based on actuarial valuation using the Projected Unit Credit Method is Rs.7.25 Crores (31st March 2017 - Rs.6.22 Crores)
3 Related Party Disclosure
A. Controlling Entity
(i) Ashok Piramal Group Real Estate Trust
B. Key Management Personnel
(i) Ms. Urvi A. Piramal - Non Executive Chairperson
(ii) Mr. Rajeev A. Piramal - Vice Chairman & Managing Director
(iii) Mr. Mahesh S. Gupta - Group Managing Director
(iv) Mr. Nandan A. Piramal - Wholetime Director
(v) Ms. Bhavna G. Doshi - Independent Director
(vi) Mr. Sudhindar K Khanna - Independent Director
(vii) Lt Gen (Retd) Deepak Summanwar - Independent Director
(viii) Mr. Bharat Sanghvi- Chief Financial Officer
(ix) Mr. Rajashekar Reddy- Company Secretary
C. Relatives of Key Management Personnel
(i) Mr. Harshvardhan A. Piramal - Son of Non Executive Chairperson
(ii) Ms. Sunita Gupta - Spouse of Group Managing Director
(iii) Ms. Kalpana Singhania - Sister of Non Executive Chairperson
(iv) Mr.Gautam Doshi- Spouse of Independent Director
(v) Mr.Nishith Sanghvi- Son of Chief Finance Officer
D. Subsidiaries
(i) Peninsula Holdings and Investments Private Limited
(ii) Peninsula Mega Properties Private Limited
(iii) Peninsula Crossroads Private Limited
(iv) Pavurotti Real Estate Development Private Limited
(v) Goodtime Real Estate Development Private Limited
(vi) Peninsula Mega Township Developers Limited
(vii) Midland Township Private Limited (converted from step down subsidiary to subsidiary w.e.f. 19/10/2016)
(viii) Rock First Real Estate Limited (converted from associate to subsidiary w.e.f 31/3/2018)
(ix) Goodhome Realty Limited (converted from step-down associate to subsidiary w.e.f 31/3/2018)
(x) RR Mega City Builders Limited (converted from step-down associate to subsidiary w.e.f 31/3/2018)
(xi) Truewin Realty Limited (converted from step-down associate to subsidiary w.e.f 31/3/2018)
(xii) Peninsula Realty Fund (became subsidiary from 31/3/2018)
(xiii) Peninsula GSG MHP Project - AOP (50% share) (ceased to be subsidiary from 13/10/2016)
E. Step Down Subsidiaries
(i) Inox Mercantile Company Private Limited
(ii) Peninsula Facility Management Services Limited
(iii) Peninsula Investment Management Company Limited
(iv) Peninsula Pharma Research Centre Private Limited
(v) Peninsula Trustee Limited
(vi) Planetview Mercantile Company Private Limited
(vii) RR Real Estate Development Private Limited
(viii) Takenow Property Developers Private Limited
(ix) Peninsula Integrated Land Developers Private Limited
(x) Peninsula Mega City Development Private Limited
(xi) Sketch Real Estate Private Limited
(xii) Argento Real Estate LLP (ceased to be step down subsidiary w.e.f. 15/11/2017)
(xiii) Gorena Real Estate LLP (ceased to be step down subsidiary w.e.f. 15/11/2017)
(xiv) Maxis Real Estate LLP (ceased to be step down subsidiary w.e.f. 15/11/2017)
(xv) Nebustar Real Estate LLP (ceased to be step down subsidiary w.e.f. 15/11/2017)
(xvi) Regena Real Estate LLP (ceased to be step down subsidiary w.e.f. 15/11/2017)
(xvii) Eastgate Real Estate Developers LLP
(xviii) Westgate Real Estate Developers LLP
(xix) Topvalue Real Estate Development Private Limited (converted from joint venture to step down subsidiary w.e.f. 31/03/2017)
F. Associates
(i) SEW Engineering (India) Private Limited (held for sale as at 31/03/2018)
(ii) RA Realty Ventures LLP
(iii) JM Realty Management Private Limited (held for sale as at 31/03/2018)
G. Joint Venture
(i) Bridgeview Real Estate Development LLP
H. Step Down Joint Ventures
(i) Hem Infrastructure and Property Developers Private Limited
(ii) HEM Bhattad AOP
(iii) Peninsula Brookfield Trustee Private Limited
(iv) PenBrook Capital Advisors Private Limited (formerly known as Peninsula Brookfield Investment Managers Private Limited)
I. Companies where Key Management Personnel / their relatives exercise significant influence
(i) Ashok Piramal Management Corporation Limited
(ii) Freedom Registry Limited
(iii) Morarjee Textiles Limited
(iv) Thundercloud Technologies (India) Private Limited
(v) Peninsula SA Realty Private Limited
(vi) Peninsula Townships Development Private Limited
(vii) Ashok Piramal Mega City Development Private Limited
(viii) Ashok Piramal Mega Properties Private Limited
(ix) Ashok Piramal Township Development Private Limited
(x) Goldlife Mercantile Company Private Limited
(xi) Highway Concessions One Private Limited
(xii) Miranda Bi-Metal Tools Private Limited
(xiii) PMP Auto Components Private Limited
(xiv) Powerjet Carriers and Transporters Private Limited
(xv) Delta Corp Limited
(xvi) Topvalue Brokers Private Limited
(xvii) Piramal Land Private Limited
J. Enterprises where Key Management Personnel / their relatives exercise significant influence
(i) Urvi Ashok Piramal Foundation
(ii) Morarjee Goculdas Spinning & Weaving Company Limited Senior ESOP Trust
(iii) Peninsula Land Limited ESOP Trust
4a Related Party Disclosure as per Regulation 34 (3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Loans and Advances to Subsidiaries, Associates and Companies / Enterprises under the same Management
(Repayment schedule not given as these are repayable on demand and interest free except as stated otherwise)
5 Leases
a Assets taken on Operating Lease
The Company has entered into non cancellable operating leases for motor vehicles and computer equipmentâs with lease term between three to four years. Future minimum lease payments under non - cancellable operating lease are as under:
Total lease rental cost recognised in the financial statement is Rs.0.32 Crores (31st March 2017 - Rs.0.56 Crores). Lease rentals paid amounting to Rs.0.07 Crores (31st March 2017 - Rs.0.05 Crores) has been included in Other Expenses.
b Assets given on Operating Lease
The Company has entered into operating leases on its investment property consisting of office buildings. These leases have terms of between one to ten years. All leases include a clause to enable upward revision of the rental charge on an annual basis according to prevailing market conditions. Future minimum lease income under operating lease are as under:
Total lease rental income recognised in the financial statement is Rs.35.37 Crores (31st March 2017 - Rs.34.44 Crores)
6 Earnings Per Share (EPS)
Basic earnings per share is calculated by dividing the net profit/(loss) for the year attributable to equity shareholders (after deducting preference dividend and attributable taxes) by the weighted average number of equity shares outstanding during the year.
Diluted earnings per share is calculated by dividing the net profit / loss attributable for the year to equity shareholders (after adjusting for dividend on the preference shares) by the weighted average number of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on conversion of all the dilutive potential equity shares into equity shares.
7 Disclosure as per The Micro, Small and Medium Enterprises Development Act, 2006
Based on the information available with the company, the following is the amount due to the suppliers who are registered as micro, small and medium enterprises under âThe Micro, Small and Medium Enterprises Development Act, 2006â.
8 Corporate Social Responsibility Expenditure (CSR)
Disclosure as required under Section 135 of Companies Act, 2013, read with Companies (Corporate Social Responsibility Policy) Rules, 2014 are as under:
a Gross amount required to be spent by the Company during the year Rs.Nil (31st March 2017 - Nil) b CSR expenditure incurred during the year
The Company undertakes its Corporate Social Responsibility (CSR) activities through Urvi Ashok Piramal Foundation. The foundation operates in areas of health, vocational skill training, environment and education. The Company has contributed Rs.Nil (31st March 2017 - Rs.1.65 Crores) to the foundation for undertaking CSR activities as defined under CSR rules.
9 Capital Management
The Companyâs policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors the return on capital as well as the level of dividends to ordinary shareholders.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The Board of Directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position.
The Company monitors capital using a ratio of âadjusted net debtâ to âadjusted equityâ (gearing ratio). For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings less cash and cash equivalents.
The Companyâs adjusted net debt to equity ratio as at year end is as follows.
Since the Company has incurred loss during the year ended 31st March 2018 and on virtual certainty basis as per requirements of IND AS 12 on Income Tax Para 36, the Company has not created deferred tax assets on carried forward business losses and hence, effective tax rate calculation will not appropriate rate of tax.
The Company offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same Tax Authority.
Significant Management judgement is required in determining provision for Income Tax, Deferred Income Tax assets and liabilities and recoverability of deferred income tax assets. The recoverability of deferred income tax assets is based on estimates of taxable income by each jurisdiction in which the relevant entity operates and the period over which deferred income tax assets will be recovered.
10 Segment Reporting
Based on the âManagement Approachâ as defined in Ind AS 108 - Operating Segments, the Chief Operating Decision Maker (CODM) evaluates the Companyâs performance and allocates resources based on an analysis of various performance indicators of business, the segments in which the Company operates. The Company is primarily engaged in the business of real estate development which the Management and CODM recognise as the sole business segment. Hence disclosure of segment- wise information is not required and accordingly not provided.
11 Joint Operation
The Companyâs share of interest in joint operations as at 31st March 2018 is set out below. The principal place of business of all these joint operations is in India.
Classification of Joint Operation
The Company has entered into an joint operation arrangement through a joint development agreement wherein the Company is the developer and the other partner is land owner with other rights and obligations related to any other operation related matter as defined in the agreement. Rights and obligations related to project are defined in the agreement.
(ii) Contractual Obligations
Ensuring repairs and preventive maintenance of the property and payment of related municipal taxes.
(iv) Fair Value
The Companyâs investment properties consist of commercial properties in India. The management has determined that the investment properties consist of two classes of assets - land and building - based on the nature, characteristics and risks of each property.
As at 21st December 2017, the fair values of investment property 1 was Rs.339.36 Crores. The fair value of investment property has been determined by external, independent property valuers, having appropriate recognized professional qualification and recent experience in the location and category of the property being valued.
The management is of the opinion that there would not be any significant change in the fair value of investment property between the valuation date and the reporting date.
Further the valuer has used rent capitalisation approach to arrive at the fair value. Under this approach, the rent received by the lessor less outings is capitalised with a safe rate of return. The determination of the fair value of investment properties requires the use of estimates such as gross average rental, property taxes, capitalisation rate etc.
In respect of Investment property 2, the stamp duty ready reckoner value as at 31st March 2018 as determined by the management is Rs.9.36 Crores.
12 Standards issued but not effective
a Ind AS 115 Revenue from Contracts with Customers
On March 28, 2018, the Ministry of Corporate Affairs (MCA) has notified Indian Accounting Standard (Ind AS) 115, Revenue from Contracts with Customers. Ind AS 115 introduces a five-step model to revenue recognition:
Step 1: Identify the contract(s) with a customer
Step 2: Identify the performance obligations in the contract
Step 3: Determine the transaction price
Step 4: Allocate the transaction price to the performance obligations in the contract Step 5: Recognise revenue when (or as) the entity satisfies a performance obligation
Under Ind AS 115, revenue is recognised when (or as) the entity satisfies a performance obligation by transferring a promised good or service (i.e., an asset) to a customer (i.e., when (or as) the customer obtains control of that asset) at an amount that reflects the consideration to which the entity expects to be entitled in exchange for transferring goods or services to a customer. The new revenue standard will supersede all current revenue recognition requirements under Ind AS. Either a full retrospective application or a modified retrospective application is required for accounting periods commencing on or after April 1, 2018.
The Company will adopt Ind AS 115 effective from April 1, 2018. As at the date of issuance of the companyâs financial statements, the company is in the process of evaluating the requirements of the said standard and the impact on its financial statements in the period of initial application.
13 (A) Amendments to Standards applicable to the Company
a Amendments to Ind AS 12 Recognition of Deferred Tax Assets for Unrealised Losses
The amendments clarify that an entity needs to consider whether tax law restricts the sources of taxable profits against which it may make deductions on the reversal of that deductible temporary difference. Furthermore, the amendments provide guidance on how an entity should determine future taxable profits and explain the circumstances in which taxable profit may include the recovery of some assets for more than their carrying amount.
Entities are required to apply the amendments retrospectively. However, on initial application of the amendments, the change in the opening equity of the earliest comparative period may be recognised in opening retained earnings (or in another component of equity, as appropriate), without allocating the change between opening retained earnings and other components of equity. Entities applying this relief must disclose that fact.
These amendments are effective for annual periods beginning on or after 1 April 2018. These amendments are not expected to have any impact on the Company as there are no deductible temporary differences or assets that are in the scope of the amendments.
b. Appendix B to Ind AS 21 Foreign Currency Transactions and Advance Consideration
The Appendix clarifies that, in determining the spot exchange rate to use on initial recognition of the related asset, expense or income (or part of it) on the derecognition of a non-monetary asset or non-monetary liability relating to advance consideration, the date of the transaction is the date on which an entity initially recognises the non-monetary asset or non-monetary liability arising from the advance consideration. If there are multiple payments or receipts in advance, then the entity must determine the transaction date for each payment or receipt of advance consideration.
Entities may apply the Appendix requirements on a fully retrospective basis. Alternatively, an entity may apply these requirements prospectively to all assets, expenses and income in its scope that are initially recognised on or after:
(i) The beginning of the reporting period in which the entity first applies the Appendix, or
(ii) The beginning of a prior reporting period presented as comparative information in the financial statements of the reporting period in which the entity first applies the Appendix.
The Appendix is effective for annual periods beginning on or after 1 April 2018. However, since the Companyâs current practice is in line with the interpretation, the Company does not expect any effect on its standalone financial statements.
c. Transfers of Investment Property â Amendments to Ind AS 40
The amendments clarify when an entity should transfer property, including property under construction or development into, or out of investment property. The amendments state that a change in use occurs when the property meets, or ceases to meet, the definition of investment property and there is evidence of the change in use. A mere change in managementâs intentions for the use of a property does not provide evidence of a change in use.
Entities should apply the amendments prospectively to changes in use that occur on or after the beginning of the annual reporting period in which the entity first applies the amendments. An entity should reassess the classification of property held at that date and, if applicable, reclassify property to reflect the conditions that exist at that date. Retrospective application in accordance with Ind AS 8 is only permitted if it is possible without the use of hindsight.
The amendments are effective for annual periods beginning on or after 1 April 2018. The Company will apply amendments when they become effective. However, since Company current practice is in line with the clarifications issued, the Company does not expect any effect on its financial statements.
14 Exceptional Items
The Company has recorded Exceptional Items during the year ended 31st March 2018 amounting to Rs.179.93 Crores and it comprises of :
15 Previous year figures have been regrouped / reclassified wherever necessary to conform to current yearâs classification.
Mar 31, 2017
As stated in para B (I] (a] of Note 2, the Company''s financial statements for the year ended March 31, 2017 are the first annual financial statements prepared in compliance with Ind AS.
The adoption of Ind AS was carried out in accordance with Ind AS 101, using April 1, 2015 as the transition date. Ind AS 101 requires that all Ind AS that are effective for the first Ind AS Financial Statements for the year ended March 31, 2016, be applied consistently and retrospectively for all fiscal years presented.
All applicable Ind AS have been applied consistently and retrospectively wherever required. The resulting difference between the carrying amounts of the assets and liabilities in the financial statements under both Ind AS and Previous GAAP as of the Transition Date have been recognized directly in equity at the Transition Date.
In preparing these financial statements, the Company has availed itself of certain exemptions and exceptions in accordance with Ind AS 101 as explained below:
1. Ind AS mandatory exceptions
2. Estimates
An entity''s estimates in accordance with Ind ASs at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies], unless there is objective evidence that those estimates were in error. Ind AS estimates as at 1 April 2015 are consistent with the estimates as at the same date made in conformity with previous GAAP. The Company made estimates for following items in accordance with Ind AS at the date of transition as these were not required under previous GAAP:
3. Investment in equity instruments carried at FVTPL;
4. Investment in debt instruments carried at FVTPL; and
5. Impairment of financial assets based on expected credit loss model.
6. De-recognition of Financial Assets and Liabilities
Ind AS 101 requires a first-time adopter to apply the de-recognition provisions of Ind AS 109 prospectively for transactions occurring on or after the date of transition to Ind AS. However, Ind AS 101 allows a first-time adopter to apply the de-recognition requirements in Ind AS 109 retrospectively from a date of the entity''s choosing, provided that the information needed to apply Ind AS 109 to financial assets and financial liabilities derecognized as a result of past transactions was obtained at the time of initially accounting for those transactions. The Company has elected to apply the de-recognition provisions of Ind AS 109 prospectively from the date of transition to Ind AS.
7. Classification and measurement of Financial Assets
Ind AS 101 requires an entity to assess classification and measurement of financial assets (investment in debt instruments] on the basis of the facts and circumstances that exist at the date of transition to Ind AS.
8. Exemptions from retrospective application
9. Property, plant and equipment and intangibles
Ind AS 101 permits a first-time adopter to elect to measure an item of property, plant and equipment at the date of transition to Ind ASs at its fair value and use that fair value as its deemed cost in the financial statements as at the date of transition to Ind AS. This exemption can also be used for intangible assets covered by Ind AS 38 "Intangible Assets".
Accordingly, the Company has elected to measure land and buildings at fair value as at transition date and use that fair value as deemed cost for those assets. All other items of property, plant and equipment and intangible assets have been retrospectively restated using Ind AS 16, Property, plant and equipment and Ind AS 38, Intangible assets retrospectively.
10. Investments in Subsidiaries, Joint Ventures and Associates
Ind AS 101 provides the option to measure investments in subsidiaries, joint ventures and associates at previous GAAP carrying amount as the deemed cost, if the Company in its separate financial statements have elected to account for its investments in subsidiaries, joint ventures and associates at cost. The Company has opted to report the previous GAAP carrying amount as deemed cost for investments in subsidiaries, joint ventures and associates.
11. Reconciliations
In preparing our opening IND AS Balance Sheet, we have adjusted amounts reported in financial statements prepared in accordance with IGAAP. An explanation of how the transition from IGAAP to IND AS has affected our financial performance, cash flows and financial position is set out in the following tables and the notes that accompany the tables. On transition, we did not revise estimates previously made under IGAAP except where required by IND AS.
The following reconciliations provide a quantification of the effect of significant differences arising from the transition from Previous GAAP to Ind AS in accordance with Ind AS 101:"
12. Measurement of Fair Values
Valuation techniques and significant unobservable inputs
The valuation techniques used in measuring Level 3 fair values, as well as the significant unobservable inputs used are given below.
13. Long Term Loans
14. Valuation Technique
The Company has used discounted cash flow technique. The valuation model considers the present value of expected payment, discounted using a risk adjusted discount rate. The expected payment is determined by considering the possible scenarios of forecast revenue and EBITDA, the amount to be paid under each scenario and the probability of each scenario. The Company has taken 3 years as expected recovery period for all loans which are outstanding at opening balance sheet date for the purpose of discounting. The Company has taken weighted average cost of debt for the purpose of discounting of loans.
15. Significant Observable Inputs
Risk adjusted discount rate- 15% (31 March 2016 and 1 April 2015)
16. Inter-relationship between significant unobservable inputs and fair value measurement
The estimated fair value would increase (decrease) if risk adjusted discount rate were lower (higher)
17. Non Current Investment a Valuation Technique
18. Non-Convertible Debentures :
These are held for interest till maturity largely in a subsidiary company undertaking a specific project and not intended for trading or disposal. Hence in view of the unique nature of these investments, the carrying amount is considered to be the fair value.
19 Convertible Debentures:
Discounted cash flow technique. The valuation model considers the present value of expected payment, discounted using a risk adjusted discount rate. The expected payment is determined by considering the possible scenarios of forecast revenue and EBITDA, the amount to be paid under each scenario and the probability of each scenario.
Risk Management Framework
The Company''s Board of Directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. The Board of Directors has established the Risk Management Committee, which is responsible for developing and monitoring the Company''s risk management policies. The Committee reports regularly to the Board of Directors on its activities
The Company''s risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
20. Credit Risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers, loans and investment in debt securities. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company establishes an allowance for doubtful debts and impairment that represents its estimate of incurred losses in respect of trade and other receivables and investments.
The Company''s maximum exposure to credit risk as at 31st March, 2017, 2016 and 1st April, 2015 is the carrying value of each class of financial assets.
21. Trade and other receivables
Customer credit risk for realty sales is managed by entering into sale agreements in the case of sale of under construction flats/premises which stipulate construction milestone based payments and interest clauses in case of delays and also by requiring customers to pay the total agreed sale value before handover of possession of the premises/flats, thereby substantially eliminating the Company''s credit risk in this respect. In the case of sale of finished units, sale agreements are executed only upon/against full payment.
Credit risk on trade receivables in respect of realty rentals is limited as the customers of the Company mainly consists of Government authorities / group Companies. Based on the past history of payments received, there have been no defaults.
Credit risk on trade receivables in respect of other operating income is Nil since the terms of payment are 100% through advance billing and collections.
Based on the above factors and historical data, loss on collection of receivables is not material and hence no additional provision was made.
Expected credit loss assessment for customers as at 1 April 2015, 31 March 2016 and 31 March 2017:
Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine incurred and expected credit losses. Historical trends of impairment of trade receivables do not reflect any significant credit losses. Given that the macroeconomic indicators affecting customers of the Company have not undergone any substantial change, the Company expects the historical trend of minimal credit losses to continue. Further, management believes that the unimpaired amounts that are past due by more than 30 days are still collectible in full, based on historical payment behaviour and extensive analysis of customer credit risk. In view of the above, the Company believes that no provision is required as per expected credit loss method.
The movement in the allowance for impairment in respect of trade and other receivables during the year was as follows.
22. Loans and Financial Guarantees
The loans and advances are in the nature of advances for project in SPVs where the Company is a stakeholder and hence the risk is minimal. Based on the above factors and historical data, loss on collection of receivables is not material and hence no additional provision was made apart from provisions for impairment in respect of certain specific loans based on the fair valuation by independent valuers.
Expected credit loss assessment of loans as at 1 April 2015, 31 March 2016 and 31 March 2017:
Considering the nature of the business, the Company has a policy to to provide loans and financial guarantees to its group entities for undertaking projects, based on its primary business model of undertaking project developments through SPV''s. The loans given to these entities are repayable on demand and there is no past history for any default/delay/irregularity/invocation of guarantees in repayments based on demands made. Moreover, all the group entities to whom loans have been advanced, have substantial potential in the projects to repay the loan based on the valuation of such entities and their activities are controlled and managed by the company. Accordingly ,in view of such control over operations and underlying security of the project/ assets, these loans are considered adequately secured for repayments, except in cases where the independent valuation of underlying projects warrant provision for impairment.
23. Investments measured at amortized cost
The Company has investments in secured redeemable non convertible debentures and the settlement of such instruments is linked to the completion of the respective underlying projects. Further these instruments are secured by way of first charge on the underlying project assets. Moreover, there are no deviations / irregularity in terms of servicing of debt and interest in respect of these instruments. Hence no impairment has been recognized on such investments till date
24. Cash and Cash Equivalents
The Company held cash and bank balance with credit worthy banks of Rs.77.51 crore at March 31, 2017 (March 31, 2016: Rs.32.47 crore, April 1, 2015 Rs.197.32 crore). The credit risk on cash and cash equivalents is limited as the Company generally invests in deposits with banks where credit risk is largely perceived to be extremely insignificant.
25. Liquidity Risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.
Management monitors rolling forecasts of the Company''s liquidity position on the basis of expected cash flows. The Company manages its liquidity risk by preparing monthly cash flow projections to monitor liquidity requirements. In addition, the Company projects cash flows and considering the level of liquid assets necessary to meet these, monitoring the Balance Sheet liquidity ratios against internal and external regulatory requirements and maintaining debt financing plans.
26. Financing Arrangements
The Company has access to the following undrawn borrowing facilities at the end of the reporting period
The bank overdraft facility may be drawn at any time and may be terminated by the Bank without notice, subject to the continuance of satisfactory credit ratings, the bank loan facilities may be drawn at any time and have maturity period from 3 to 5 years.
27. Exposure to Liquidity Risk
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted, and include estimated interest payments and exclude the impact of netting agreements.
28. Financial guarantees issued by the Company on behalf of associate entities are with respect to borrowings raised by the respective entities. These amounts will be payable on default by the concerned entities. As of the reporting date, none of the entities have defaulted and hence the Company does not have any present obligation to third parties in relation to such guarantees. The same has been disclosed as contingent liabilities. (Refer note 35 (c] (i]].
29. Market Risk
Market risk is the risk that changes in market prices such as foreign exchange rates, interest rates and equity prices and will affect the Company''s income or the value of its holdings of financial instruments. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables and long term debt. The Company is exposed to market risk primarily related to interest rate risk and the market value of the investments.
30. Currency Risk
The Company is exposed to currency risk on account of its trade and other payables in foreign currency. The functional currency of the Company is Indian Rupee. Currency risk is not material, as the Company does not have significant exposure in foreign currency,
31. Exposure to Currency Risk
The currency profile of Financial Assets and Financial Liabilities as at March 31, 2017, March 31, 2016 and April 1, 2015 are as below:
32. Interest Rate Risk
Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.
Exposure to interest rate risk
In order to optimize the Company''s position with regards to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio. According to the Company interest rate risk exposure is only for floating rate borrowings. The interest rate profile of the Company''s interest-bearing financial instruments as reported to the management of the Company is as follows.
33. Employee Benefit Plans
The Company has classified various benefit plans as under:
34. Defined Contribution Plan
The Company makes contributions towards provident fund, superannuation fund and other retirement benefits to a defined contribution retirement benefit plan for qualifying employees. Under the plan, the Company is required to contribute a specified percentage of payroll cost to the retirement benefit plan to fund the benefits. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.
35. The Company makes annual contributions to the Group Gratuity cum Life Assurance Schemes administered by the g LIC of India, a funded defined benefit plan for qualifying employees. The scheme provides for payment as under: §
36. On normal retirement / early retirement / withdrawal / resignation - As per the provisions of the Payment of Gratuity Act, 1972 with vesting period of 5 years of service.
37. On death in service - As per the provisions of the Payment of Gratuity Act, 1972 without any vesting period.
The most recent actuarial valuation of plan assets and the present value of the defined benefit obligation for gratuity were carried out as at March 31, 2017. The present value of the defined benefit obligations and the related current service cost and past service cost, were measured using the Projected Unit Credit Method.
Based on the actuarial valuation obtained in this respect, the following table sets out the status of the gratuity plan and the amounts recognized in the Company''s financial statements as at Balance Sheet date:
38. Movement in net Defined Benefit (Asset) Liability
The following table shows a reconciliation from the opening balances to the closing balances for net defined benefit (asset) liability and its components.
39. Other Long Term Employee Benefits
Compensated absences are payable to employees at the rate of daily salary for each day of accumulated leave on death or on resignation or upon retirement. The charge towards compensated absences for the year ended 31 March 2017 based on actuarial valuation using the projected unit credit method is Rs 6.22 crores (March 31, 2016 Rs 5.74 crores].
40. List of Related Parties and Transactions during the year as per IND AS 24 Related Party Disclosures
41. Controlling Entity
42. Ashok Piramal Group Real Estate Trust
43. Key Management Personnel
44. Ms. Urvi A. Piramal - Non Executive Chairperson (from 01/07/2015]
45. Mr. Rajeev A. Piramal - Vice Chairman & Managing Director
46. Mr. Mahesh S. Gupta - Group Managing Director
47. Mr. Nandan A. Piramal - Wholetime Director (from 26/10/2015]
48. Ms. Bhavna G. Doshi - Independent Director
49. Mr. Sudhindar K Khanna - Independent Director
50. Lt Gen (Retd] Deepak Summanwar - Independent Director
51. Mr. Pradipta K. Mohapatra - Independent Director (ceased to be related party from 13/03/2017]
52. Dr. Ajay Dua - Independent Director (ceased to be related party from 26/10/2015]
53. Late Mr. D. M. Popat - Independent Director (ceased to be related party from 28/08/2015]
54. Mr. Bharat Sanghavi - Chief Finance Officer
55. Mr. Rajashekhar Reddy - Company Secretary
56. Relatives of Key Management Personnel with whom transactions have been entered during the year
57. Mr. Harshvardhan A. Piramal - Son of Non Executive Chairperson
58. Ms. Sunita Gupta - Spouse of Group Managing Director
59. Ms. Kalpana Singhania - Sister of Non Executive Chairperson
60. Mr Gautam Doshi - Spouse of Independent Director
61. Mr. Nishith Sanghavi - Son of Chief Finance Officer
62. Subsidiary Companies
63. Peninsula Holdings and Investments Private Limited
64. Peninsula Mega Properties Private Limited
65. Peninsula Crossroads Private Limited
66. Pavurotti Real Estate Private Limited
67. Goodtime Real Estate Development Private Limited
68. Peninsula Mega Township Developers Limited
69. Peninsula GSG MHP Project - AOP (50% share] (subsidiary till 14/09/2016]
70. Midland Township Private Limited (ceased to be step down subsidiary from 19/10/2016 and became subsidiary from 19/10/2016]
71. Step Down Subsidiary Companies / Enterprises
72 Inox Mercantile Company Private Limited
73. Peninsula Facility Management Services Limited
74. Peninsula Investment Management Company Limited
75. Peninsula Pharma Research Centre Private Limited
76. Peninsula Trustee Limited
77. Planetview Mercantile Company Private Limited
78. RR Real Estate Development Private Limited
79. Takenow Property Developers Private Limited
80. Peninsula Integrated Land Developers Private Limited
81. Peninsula Mega-City Development Private Limited
82. Sketch Real Estate Private Limited
83. Topvalue Real Estate Development Limited (wef 31st March, 2017)
84. Argento Real Estate LLP
85. Gorena Real Estate LLP
86. Maxis Real Estate LLP
87. Nebustar Real Estate LLP
88. Regena Real Estate LLP
89. Eastgate Real Estate Developers LLP
90. Westgate Real Estate Developers LLP
91. Associates
92. SEW Engineering (India) Private Limited
93. RA Realty Ventures LLP
94. Rockfirst Real Estate Limited
95. JM Realty Management Private Limited
96. Step Down Associates
97. Goodhome Realty Limited
98. RR Mega City Builders Limited
99. Truewin Realty Limited
100. Joint Ventures
101. Bridgeview Real Estate Development LLP
102. Step Down Joint Ventures
103. HEM Infrastructure and Property Developers Private Limited
104. HEM Bhattad AOP
105. Peninsula Brookfield Trustee Private Limited (Equity is held through wholly owned subsidiary)
106. Peninsula Brookfield Investment Managers Private Limited (Equity is held through wholly owned subsidiary]
107. Topvalue Real Estate Development Limited (wef 31st March, 2017)
108. Entities where Key Management Personnel / their relatives exercise significant influence having transactions during the year
109. Ashok Piramal Management Corporation Limited
110. Freedom Registry Limited
111. Morarjee Textiles Limited
112. Thundercloud Technologies (India) Private Limited
113. Peninsula SA Realty Private Limited
114. Peninsula Townships Development Private Limited
115. Ashok Piramal Mega City Development Private Limited
116. Ashok Piramal Mega Properties Private Limited
117. Ashok Piramal Township Development Private Limited
118. Goldlife Mercantile Company Private Limited
119. Topvalue Brokers Private Limited
120. Piramal Land Private Limited
121. Highway Concessions One Private Limited (Formerly known as Piramal Roads Infra Private Limited)
122. Cromwell Tools (I) Private Limited
123. Miranda Bi-Metal Tools Private Limited (Formerly known as Miranda Ultra Tools Private Limited)
124. PMP Auto Components Private Limited
125. Powerjet Carriers and Transporters Private Limited
126. Delta Corp Limited
127. Enterprises where Key Management Personnel / their relatives exercise significant influence
128. Peninsula Land Limited ESOP Trust
129. Urvi Ashok Piramal Foundation
130. Morarjee Goculdas Spinning & Weaving Company Limited Senior ESOP Trust
131. Resources / Premises sharing with related parties
(Transactions involving resource / premise sharing with under mentioned related parties which are for non monetary consideration]
132. Subsidiaries and Step Down Subsidiaries
133. Peninsula Holdings and Investments Private Limited
134. Peninsula Mega Properties Private Limited
135. Peninsula Crossroads Private Limited
136. Pavurotti Real Estate Private Limited
137. Goodtime Real Estate Development Private Limited
138. Peninsula Mega Township Developers Limited
139. Peninsula GSG MHP Project - AOP (50% share]
140. Midland Township Private Limited
141. Inox Mercantile Company Private Limited
142. Peninsula Facility Management Services Limited
143. Peninsula Investment Management Company Limited
144. Peninsula Pharma Research Centre Private Limited
145. Peninsula Trustee Limited
146. Planetview Mercantile Company Private Limited
147. RR Real Estate Development Private Limited
148. Takenow Property Developers Private Limited
149. Peninsula Real Estate Management Private Limited
150. Peninsula Integrated Land Developers Private Limited
151. Peninsula Mega-City Development Private Limited
152. Sketch Real Estate Private Limited
153. Argento Real Estate LLP
154. Gorena Real Estate LLP
155. Maxis Real Estate LLP
156. Nebustar Real Estate LLP
157. Regena Real Estate LLP
158. Eastgate Real Estate Developers LLP
159. Westgate Real Estate Developers LLP
160. Companies where Key Management Personnel / their relatives exercise significant influence
161. Ashok Piramal Management Corporation Limited
162. Thundercloud Technologies (India] Private Limited
163. Peninsula SA Realty Private Limited
164. Peninsula Townships Development Private Limited
165. Ashok Piramal Mega City Development Private Limited
166. Ashok Piramal Mega Properties Private Limited
167. Ashok Piramal Township Development Private Limited
168. Goldlife Mercantile Company Private Limited
169. Topvalue Brokers Private Limited
170. Peninsula Mega City Development Private Limited
171. CAMS Learning Private Limited
172. EDUSTAR Learning Private Limited
173. Bridgepoint Learning Private Limited c Associate
174. Rockfirst Real Estate Limited
175. Step Down Associate
176. Peninsula GSG MHP Project - AOP (50% share)
178. Joint Venture
179. Bridgeview Real Estate Development LLP
General Terms of Lease Rentals:
180.. Lease Rentals are charged on the basis of agreed terms.
181.. Assets are taken on lease over a period of 4 to 5 years.
General Terms of Lease Rentals:
182. Lease Rentals are charged on the basis of agreed terms.
183. Assets are given on lease for a period ranging between 1 year to 10 years.
184. The lease agreements can be renewed on mutually agreed terms with the lessee.
185. Earnings Per Share (EPS)
Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the parent by the weighted average number of Equity shares outstanding during the year.
Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the parent (after adjusting for interest on the convertible preference shares] by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.
186. Disclosure as per The Micro, Small and Medium Enterprises Development Act, 2006
Company has sent letters to suppliers to confirm whether they are covered under Micro, Small and Medium Enterprises Development Act 2006 as well as they have filed required memorandum with the prescribed authorities. Out of the letters sent to the parties, some confirmations have been received till the date of finalization of Balance Sheet. Based on the confirmations received, the outstanding amounts payable to suppliers covered under Micro, Small and Medium Enterprises Development Act 2006 are given below.
187. Corporate Social Responsibility Expenditure (CSR)
Disclosure as required under Section 135 of Companies Act, 2013, read with Companies (Corporate Social Responsibility Policy) Rules, 2014 are as under:
188. Gross amount required to be spent by the Company during the year Rs.NIL (previous year Rs.1.66 crores) b CSR expenditure incurred during the year
The Company undertakes its Corporate Social Responsibility (CSR) activities through Urvi Ashok Piramal Foundation. The foundation operates in areas of health, vocational skill training, environment and education. The Company has contributed Rs.1.65 crores (previous year Rs.1.66 crores) to the foundation for undertaking CSR activities as defined under CSR rules.
189. Capital Management
The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors the return on capital as well as the level of dividends to ordinary shareholders.
The Board of Directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position.
The Company monitors capital using a ratio of ''adjusted net debt'' to ''adjusted equity''. For this purpose, adjusted net debt is defined as total liabilities, comprising interest-bearing loans and borrowings less cash and cash equivalents.
The company offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority.
Deferred Tax Assets include Rs.65.90 crores (PY Rs.44.76 crores) on account of unabsorbed tax losses. Such tax losses include losses recorded consequent to the scheme of merger of certain Group Companies with the Company in an earlier year. Based on realistic estimates of future stream of earnings only from (a) the currently operational projects and (b) sale of a plot of land, which is at an advance stage of negotiations, the management considered that it is virtually certain that the Company will generate sufficient taxable income to utilize such tax losses
Significant management judgment is required in determining provision for income tax, deferred income tax assets and liabilities and recoverability of deferred income tax assets. The recoverability of deferred income tax assets is based on estimates of taxable income by each jurisdiction in which the relevant entity operates and the period over which deferred income tax assets will be recovered.
190. MAT Credit Entitlement of Rs.53.13 crores (Previous year Rs.53.13 crores) is based on future performance of the Company as projected by the Management which has been relied upon by the Auditors.
191. As per Notification of Ministry of Corporate Affairs dated 30th March 2017 details of specified bank notes (SBN) held and transacted during the period from 8th November 2016 to 30th December 2016 are as provided in table below.
192. Segment Reporting
Based on the "Management Approach" as defined in Ind AS 108 - Operating Segments, the Chief Operating Decision Maker (CODM] evaluates the Company''s performance and allocates resources based on an analysis of various performance indicators of business, the segments in which the Company operates. The Company is primarily engaged in the business of real estate development which the Management and CODM recognize as the sole business segment. Hence disclosure of segment- wise information is not required and accordingly not provided.
193. Joint Operation
The Company''s share of interest in joint operations as at 31 March 2017 is set out below. The principal place of business of all these joint operations is in India.
Classification of joint operation
The Company has entered into an joint operation arrangement through a joint development agreement wherein the Company is the developer and the other partner is land owner with other rights and obligations related to any other operation related matter as defined in the agreement. Rights and obligations related to project are defined in the agreement.
194. Contractual Obligations
Ensuring repairs and preventive maintenance of the property and payment of related municipal taxes.
195. Leasing Arrangements
In view of the recent revaluation of investment property, the Management is of the view that the carrying value can be considered as fair value
The Company obtains independent valuations for its investment properties, in the event where observable current market prices are not available. The best evidence of fair value is current prices in an active market for similar properties. Where such information is not available, the group considers information from a variety of source including:
196. Current price in an active market for properties of different nature or recent prices of similar properties in less active markets, adjusted to reflect those balances.
197. Discounted cash flow projections based on reliable estimates of future cash flows.
198. Capitalized income projections based upon a property''s estimated net market income, and a capitalization rate derived from an analysis of market evidence.
199. The fair values of investment properties have been determined by ABC Consultants. The main inputs used are the rental growth rates, expected vacancy rates, terminal yields and discount rates based on comparable transactions and industry data. All resulting fair value estimates for investment properties are included in Level 3.
200. The Company has made Nil (previous year Nil] donations to political parties during the year.
201. Previous year figures have been regrouped / reclassified wherever necessary to conform to current year''s classification.
202. The figures have been rounded off to two decimals in crores.
203. The Company is registered with Ministry of Corporate Affairs under CIN L17120MH1871PLC000005
204. There are no significant subsequent events that would require adjustments or disclosures in the financial statements as on the Balance Sheet date.
Mar 31, 2016
1 OTHER NOTES FORMING PART OF FINANCIAL STATEMENTS
2 Company Profile
The Company is primarily engaged in the business of real estate development. The core business activities are carried out under various business models like own development, through subsidiaries, associates, joint ventures and joint development and other arrangements with third parties. The Company also earns income from renting of properties held by it.
3 In the opinion of the Board, the current assets, loans and advances are approximately of the value stated if realized in the ordinary course of business. The provisions for all known liabilities are adequate.
4 Recognition of Income and Expenses for on-going projects are based upon actual sales value, estimated costs, Managements judgment of overall project profitability and work completion status. The work completion status is determined based on the actual costs incurred vis-a-vis the estimated cost of the project. The estimated costs of every project are reviewed periodically and revised whenever required. The consequential effect of such revision is considered in the year of revision and over the balance future period of the project.
5 Employee Benefit Plans
The Company has classified various benefit plans as under:
a Defined Contribution Plan
The Company has recognized the following amounts in Profit and Loss Account which are included under Contributions to Funds under Employee Benefit Expenses (refer note 19)
b Defined Benefit Plan and Other Long Term Employee Benefits
i. Gratuity (Funded)
ii. Leave Encashment (Non funded)
In terms of the Guidance Note on implementing the revised AS 15, issued by the Accounting Standards Board of the Institute of Chartered Accountants of India, the Gratuity Trust set up by the Company is treated as defined benefit plan since the Company has to meet the shortfall, if any. However at the year end, no shortfall remains unprovoked for.
Leave encashment is payable to eligible employees who have earned leaves during the employment and / or separation as per the Company''s policy.
Valuations in respect of Gratuity and Leave Encashment, as at the Balance Sheet date, are based on the following assumptions.
Note: As the Company does not have plan assets for leave encashment policy, disclosures pertaining to plan assets are not shown.
6 List of Related Parties and Transactions during the year as per AS 18 Related Party Disclosures
a. Controlling Entity
(i) Ashok Piramal Group Real Estate Trust
b Subsidiary Companies
(i) Peninsula Holdings and Investments Private Limited
(ii) Renato Finance and Investments Private Limited (ceased to be a subsidiary from 01/10/2014)
(iii) Peninsula Mega Properties Private Limited
(iv) Peninsula Crossroads Private Limited
(v) Pavurotti Real Estate Private Limited
(vi) Goodtime Real Estate Development Private Limited
(vii) Peninsula Mega Township Developers Limited
(viii) Flaxo Real Estate Private Limited (ceased to be subsidiary from 01/10/2014 and step down subsidiary till 31/07/2014)
c Step Down Subsidiary Companies
(i) Inox Mercantile Company Private Limited
(ii) Peninsula Facility Management Services Limited
(iii) Peninsula Investment Management Company Limited
(iv) Peninsula Pharma Research Centre Private Limited
(v) Peninsula Trustee Limited
(vi) Planetview Mercantile Company Private Limited
(vii) RR Real Estate Development Private Limited
(viii) Takenow Property Developers Private Limited
(ix) Peninsula Real Estate Management Private Limited
(x) Peninsula Integrated Land Developers Private Limited
(xi) Peninsula Mega City Development Private Limited
(xii) Midland Township Private Limited
(xiii) Sketch Real Estate Private Limited
(xiv) Hem Infrastructure and Property Developers Private Limited
d Enterprises over which Company exercises significant control
(i) Argento Real Estate LLP
(ii) Gorena Real Estate LLP
(iii) Maxis Real Estate LLP
(iv) Nebustar Real Estate LLP
(v) Regena Real Estate LLP
(vi) Eastgate Real Estate Developers LLP
(vii) Westgate Real Estate Developers LLP
(viii) Peninsula GSG MHP Project - AOP (50% share)
e Associates
(i) JM Realty Management Private Limited
(ii) SEW Engineering (India) Private Limited
(iii) RA Realty Ventures LLP
f Step Down Associate
(i) HEM Bhattad AOP
g Companies where Key Management Personnel / their relatives exercise significant influence having transactions during the year
(i) Ashok Piramal Management Corporation Limited
(ii) Freedom Registry Limited
(iii) Morarjee Textiles Limited
(iv) Thundercloud Technologies (India) Private Limited
(v) Peninsula SA Realty Private Limited
(vi) Peninsula Townships Development Private Limited
(vii) Rockfirst Real Estate Limited (ceased to be related party from 11/11/2014)
(viii) Ashok Piramal Mega City Development Private Limited
(ix) Ashok Piramal Mega Properties Private Limited
(x) Ashok Piramal Township Development Private Limited
(xi) Goldlife Mercantile Company Private Limited
(xii) Pune Football Club Limited
(xiii) Topvalue Brokers Private Limited
(xiv) CAMS Learning Private Limited
(xv) EDUSTAR Learning Private Limited
(xvi) Bridgepoint Learning Private Limited
(xvii) Piramal Land Private Limited
(xviii) Highway Concessions One Private Limited (Formerly known as Piramal Roads Infra Private Limited)
(xix) Cromwell Tools (I) Private Limited
(xx) Miranda Bi-Metal Tools Private Limited (Formerly known as Miranda Ultra Tools Private Limited)
(xxi) PMP Auto Components Private Limited
(xxii) Peninsula Brookfield Capital Advisors Limited
(xxiii) Powerjet Carriers and Transporters Private Limited
(xxiv) Delta Corp Limited
h Joint Ventures
(i) Bridgeview Real Estate Development LLP
(ii) Peninsula Brookfield Trustee Private Limited (Equity is held through wholly owned subsidiary)
(iii) Peninsula Brookfield Investment Managers Private Limited (Equity is held through wholly owned subsidiary)
i Enterprises where Key Management Personnel / their relatives exercise significant influence
(i) Peninsula Land Limited ESOP Trust
(ii) Urvi Ashok Piramal Foundation
(iii) Morarjee Goculdas Spinning & Weaving Company Limited Senior ESOP Trust
j Key Management Personnel
(i) Ms. Urvi A. Piramal - Non Executive Chairperson (from 01/07/2015)
(ii) Mr. Rajeev A. Piramal - Vice Chairman & Managing Director
(iii) Mr. Mahesh S. Gupta - Group Managing Director
(iv) Mr. Nandan A. Piramal - Whole time Director (from 26/10/2015)
(v) Mr. Bharat S Sanghavi - Chief Financial Officer
(vi) Mr. Rajashekhar Reddy - Company Secretary
k Relatives of Key Management Personnel with whom transactions have been entered during the year
(i) Mr. Harshvardhan A. Piramal - Son of Non Executive Chairperson
(ii) Ms. Sunita Gupta - Spouse of Group Managing Director
(iii) Ms. Kalpana Singhania - Sister of Non Executive Chairperson
(iv) Mr. Nishith Sanghavi - Son of Chief Financial Officer
XIX Resources / Premises sharing with related parties
(Transactions involving resource / premise sharing with under mentioned related parties which are for non monetary consideration)
a Subsidiaries and Step Down Subsidiaries
(i) Peninsula Mega Properties Private Limited
(ii) Peninsula Holdings and Investments Private Limited
(iii) Renato Finance and Investments Private Limited
(iv) Inox Mercantile Company Private Limited
(v) Peninsula Facility Management Services Limited
(vi) Peninsula Investment Management Company Limited
(vii) Peninsula Mega Township Developers Limited
(viii) Peninsula Pharma Research Centre Private Limited
(ix) Peninsula Trustee Limited
(x) Planet view Mercantile Company Private Limited
(xi) RR Mega Property Developers Private Limited
(xii) RR Real Estate Development Private Limited
(xiii) Takenow Property Developers Private Limited
(xiv) Peninsula Mega City Development Private Limited
(xv) Peninsula Real Estate Management Private Limited
(xvi) Peninsula Crossroads Private Limited
(xvii) Goodtime Real Estate Development Private Limited
(xviii) Flaxo Real Estate Private Limited
(xix) Peninsula Integrated Land Developers Private Limited
b Companies where Key Management Personnel / their relatives exercise significant influence
(i) Ashok Piramal Management Corporation Limited
(ii) Thundercloud Technologies (India) Private Limited
(iii) Peninsula SA Realty Private Limited
(iv) Peninsula Townships Development Private Limited
(v) Rockfirst Real Estate Limited
(vi) Ashok Piramal Mega City Development Private Limited
(vii) Ashok Piramal Mega Properties Private Limited
(viii) Ashok Piramal Township Development Private Limited
(ix) Goldlife Mercantile Company Private Limited
(x) Pune Football Club Limited
(xi) Topvalue Brokers Private Limited
(xii) Peninsula Mega City Development Private Limited
(xiii) CAMS Learning Private Limited
(xiv) EDUSTAR Learning Private Limited
(xv) Bridgepoint Learning Private Limited
c Enterprises over which Company exercises significant control
(i) Argento Real Estate LLP
(ii) Gorena Real Estate LLP
(iii) Maxis Real Estate LLP
(iv) Nebustar Real Estate LLP
(v) Regena Real Estate LLP
(vi) Eastgate Real Estate Developers LLP
(vii) Westgate Real Estate Developers LLP
(viii) Peninsula GSG MHP Project - AOP (50% share)
d Joint Venture
(i) Bridgeview Real Estate Development LLP
8.a Related Party Disclosure as per Regulation 34 (3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Loans and Advances to Subsidiaries, Associates and Companies / Enterprises under the same Management (Repayment schedule not given as these are repayable on demand and interest free except as stated otherwise)
Total lease rental cost recognized in the financial statement is Rs, 0.64 Crores [Previous Year Rs, 0.81 Crores]. This rental cost is inclusive of service tax.
General Terms of Lease Rentals:
a. Lease Rentals are charged on the basis of agreed terms.
b. Assets are taken on lease over a period of 4 to 5 years.
Total lease rental income recognized in the financial statement is Rs, 34.33 Crores (Previous year Rs, 36.64 Crores) General Terms of Lease Rentals:
a. Lease Rentals are charged on the basis of agreed terms.
b. Assets are given on lease for a period ranging between 1 year to 10 years.
c. The lease agreements can be renewed on mutually agreed terms with the lessee.
Deferred Tax Assets include Rs, 65.90 crores (PY Rs, 44.76 crores) on account of unabsorbed tax losses. Such tax losses include losses recorded consequent to the scheme of merger of certain Group Companies with the Company in an earlier year. Based on realistic estimates of future stream of earnings only from (a) the currently operational projects and (b) sale of a plot of land, which is at an advance stage of negotiations, the management considered that it is virtually certain that the Company will generate sufficient taxable income to utilise such tax losses.
9.Corporate Social Responsibility Expenditure (CSR)
Disclosure as required under Section 135 of Companies Act, 2013, read with Companies (Corporate Social Responsibility Policy) Rules, 2014 are as under:
a Gross amount required to be spent by the company during the year Rs, 1.66 crores (previous year Rs, 3 crores) b CSR expenditure incurred during the year
Figures in bracket pertain to previous year
The Company undertakes its Corporate Social Responsibility (CSR) activities through Urvi Ashok Piramal Foundation. The foundation operates in areas of health, vocational skill training, environment and education. The Company has contributed Rs, 1.66 crores (previous year Rs, 2.02 crores) to the foundation for undertaking CSR activities as defined under CSR rules.
10. Segment Reporting
Since the financial statements contain both consolidated and standalone financials, segment reporting disclosure is provided in notes to consolidated financial statements.
11. MAT Credit Entitlement of Rs, 53.13 crores (Previous year Rs, 55.26 crores) is based on future performance of the Company as projected by the Management which has been relied upon by the Auditors.
12. Previous year figures have been regrouped / reclassified wherever necessary to conform to current year''s classification.
13. The figures have been rounded off to two decimals in crores.
14. The Company is registered with Ministry of Corporate Affairs under CIN L17120MH1871PLC000005
Mar 31, 2015
1. Terms /rights attached to Equity shares
The Company has only one class of equity shares having a par value of
Rs. 2 per share. Each holder of equity share is entitled to one vote
per share. All shares rank pari passu with regard to dividend and
repayment of capital.
Board of Directors have recommended a dividend of Rs. 0.30 (P.Y. Rs.
0.40 ) per equity share 15% (P.Y. 20%) of Face value of equity share of
Rs. 2).
2. Terms /rights attached to 5% Cumulative Redeemable Preference Shares:
The Company has issued only one class of Preference shares having par
value of Rs 10 each and are redeemable on the expiry of ten years from
the date of allotment,with an option for the Company for early
redemption but not before 18 months from the date of allotment 25th
January 2006.The preference shareholder do not have any voting right.
In the event of liquidation of the Company, the holders of equity
shares will be entitled to receive any of the remaining assets of the
Company in proportion to the number of equity shares held by the
shareholders,after distribution of all preferential amounts.
3 Company Profile
The Company is primarily engaged in the business of real estate
development. The core business activities are carried out under various
business models like own development, through subsidiaries, associates,
joint ventures and joint development and other arrangements with third
parties. The company also earns income from the renting of properties
held by it.
4 In the opinion of the Board, the current assets, loans and advances
are approximately of the value stated if realised in the ordinary
course of business. The provisions for all known liabilities are
adequate.
5 Effective April 1,2014, pursuant to and in line with the requirements
of Schedule II to the Companies Act, 2013, except in case of certain
assets as disclosed in Accounting Policy on Depreciation, the company
has reviewed and revised the useful lives of tangible fixed assets
including their major components, with the help of relevant technical
experts, and effected the following changes with respect to provision
of depreciation:
(A) In respect of assets where the remaining useful life as on April 1,
2014, is 'Nil', their carrying amounts after retaining the residual
value if any, aggregating Rs. 0.85 crores (net of tax effect of Rs.
0.44 crores), has been adjusted against the opening balance of retained
earnings as on that date.
(B) In respect of all other assets, depreciation is provided under the
Straight Line Method (SLM). Their carrying amounts as at April 1,2014,
are depreciated over their remaining useful lives. Pursuant to this,
the depreciation for the year is higher by Rs. 1.48 crores. There has
also been a change of method of charging depreciation from Written Down
Value (WDV) to Straight Line Method (SLM), in respect of certain
assets. Hence, as required by Accounting Standard 6 on Depreciation
Accounting, issued by the ICAI, the depreciation on such assets has
been re-computed retrospectively and the resultant surplus as at April1
2014, of Rs. 9.86 crores has been credited to the statement of profit
and loss for the year, as an exceptional item.
6 For the FY 2013-14, the Company had applied to the Central Government
under section 309 (5B) of the Companies Act, 1956 for approval of
remuneration paid to three executive directors in excess by Rs. 3.26
crores, of limits specified in section 309 read with section 198 of the
Act due to inadequate profits for that year. Thereafter, pursuant to
the directions from the Ministry of Corporate Affairs, the company has
re-submitted the application duly supported with a Special Resolution
of Shareholders approving (with more than 98% of the total votes
polled) both the remuneration already paid for FY 2013-14 and proposed
to be paid to these directors till the end of their respective tenure
of appointment, which includes Rs. 4.54 crores paid in excess of the
limits, prescribed under Section 197 (3 ) read with Schedule V of
Companies Act, 2013, for FY 2014-15. These approvals are awaited and
the Company shall recover such excess remuneration from the respective
Directors during financial year 2015-16 in case of its non approval
from the Central Government.
7 Commitments and Contingent Liabilities
(Rs. In Crores)
Particulars As At As At
31.03.2015 31.03.2014
a. Claims against the Company
not acknowledged
as debts in respect of
i Disputed claims relating
to certain projects 5.69 5.64
b. Shortfall undertaking given
to Financial Institutions
(for an associates) 120.00 120.00
8 Recognition of Income and Expenses for on-going projects are based
upon actual sales value, estimated costs, Managements judgement of
overall project profitability and work completion status. The work
completion status is determined based on the actual costs incurred
vis-a-vis the estimated cost of the project. The estimated costs of
every project are reviewed periodically and revised whenever required.
The consequential effect of such revision is considered in the year of
revision and over the balance future period of the project.
9 Employee Stock Option Scheme (ESOS)
a During the year, the Company had granted NIL (Previous Year NIL)
Employee Stock Options to the employees of the Company.
b The company had granted stock options to employees under the
Employees Stock Option Scheme 2006 at grant price of Rs. 70/- (face
value Rs. 2/-)
b Denned Benefit Plan:
i. Gratuity (Funded)
ii Leave Encashment (Non funded)
In terms of the Guidance Note on implementing the revised AS 15, issued
by the Accounting Standards Board of the Institute of Chartered
Accountants of India, the Gratuity Trust set up by the Company is
treated as defined benefit plan since the Company has to meet the
shortfall, if any. However at the year end, no shortfall remains
unprovided for.
Leave encashment is payable to eligible employees who have earned
leaves, during the employment and / or separation as per the Company's
policy.
Valuations in respect of Gratuity and Leave Encashment, as at the
Balance Sheet date, are based on the following assumptions.
10 List of Related Parties and Transactions during the year.
I Controlling Entity
(i) Ashok Piramal Group Real Estate Trust
II Subsidiary Companies
(i) Peninsula Holdings and Investments Private Limited
(ii) Renato Finance and Investments Private Limited (ceased to be a
subsidiary from 01/10/2014)
(iii) Peninsula Mega Properties Private Limited
(iv) Peninsula Crossroads Private Limited
(v) Pavurotti Real Estate Private Limited
(vi) Goodtime Real Estate Development Private Limited
(vii) Peninsula Mega Township Developers Limited
(viii) Flaxo Real Estate Private Limited (ceased to be subsidiary from
01/10/2014 and step down subsidiary till 31/07/2014)
III Step Down Subsidiary Companies
(i) Inox Mercantile Company Private Limited
(ii) Peninsula Facility Management Services Limited
(iii) Peninsula Investment Management Company Limited
(iv) Peninsula Pharma Research Centre Private Limited
(v) Peninsula Trustee Limited
(vi) Planetview Mercantile Company Private Limited
(vii) RR Real Estate Development Private Limited
(viii) Takenow Property Developers Private Limited
(ix) Peninsula Real Estate Management Private Limited
(x) Peninsula Integrated Land Developers Private Limited
(xi) Peninsula Mega City Development Private Limited
(xii) Midland Township Private Limited
(xiii) Sketch Real Estate Private Limited
(xiv) Hem Infrastructure and Property Developers Private Limited
(xv) City Parks Private Limited (merged with Peninsula Land Limited
w.e.f. August 1,2013)
IV Enterprises over which Company exercise significant control (treated
as subsidiaries for consolidation)
(i) Argento Real Estate LLP
(ii) Gorena Real Estate LLP
(iii) Maxis Real Estate LLP
(iv) Nebustar Real Estate LLP
(v) Regena Real Estate LLP
(vi) Eastgate Real Estate LLP
(vii) Westgate Real Estate Developers LLP
(viii) Peninsula GSG MHP Project - AOP (50% share)
V Associate Companies with whom the Company had transactions during the
year
(i) JM Realty Management Private Limited
(ii) SEW Engineering (India) Private Limited
(iii) RA Realty Ventures LLP
VI Step Down Associates with whom the Company had transactions during
the year
(i) HEM Bhattad AOP
VII Companies where Key Management Personnel /their relatives exercise
significant influence
(i) Ashok Piramal Management Corporation Limited
(ii) Freedom Registry Limited
(iii) Morarjee Textiles Limited
(iv) Thundercloud Technologies (India) Private Limited
(v) Peninsula SA Realty Private Limited
(vi) Peninsula Townships Development Private Limited
(vii) Rockfirst Real Estate Limited
(viii) Ashok Piramal Mega City Development Private Limited
(ix) Ashok Piramal Mega Properties Private Limited
(x) Ashok Piramal Township Development Private Limited
(xi) Goldlife Mercantile Company Private Limited
(xii) Pune Football Club Limited
(xiii) Topvalue Brokers Private Limited
(xiv) CAMS Learning Private Limited
(xv) EDUSTAR Learning Private Limited
(xvi) Bridgepoint Learning Private Limited
(xvii) Piramal Land Private Limited
(xviii) Highway Concessions One Private Limited (Formerly known as
Piramal Roads Infra Private Limited)
(xix) APG Infrastructure Private Limited
(xx) Cromwell Tools (I) Private Limited
(xxi) Miranda Few Tools Private Limited
(xxii) Miranda Ultra Tools Private Limited
(xxiii) PMP Auto Components Private Limited
(xxiv) Peninsula Brookfield Capital Advisors Limited
(xxv) Topvalue Real Estate Development Limited
(xxvi) Powerjet Carriers and Transporters Private Limited
(xxvii) Delta Corp Limited
VIII Joint Venture
(i) Bridgeview Real Estate Development LLP
(ii) Peninsula BrookfieldTrustee Private Limited (equity is held
through wholly owned subsidiary)
(iii) Peninsula Brookfield Investment Managers Private Limited (equity
is held through wholly owned subsidiary)
IX Enterprises where Key Management Personnel /their relatives exercise
significant influence
(i) Ashok G. Piramal Trust
(ii) Peninsula Land Limited ESOP Trust
(iii) Urvi Ashok Piramal Foundation
(iv) Morarjee Goculdas Spinning and Weaving Company Limited Senior ESOP
Trust
X Key Management Personnel
(i) Ms. Urvi A. Piramal - Executive Chairperson
(ii) Mr. Rajeev A. Piramal- Executive Vice Chairman & MD
(iii) Mr. Mahesh S. Gupta - Group Managing Director
(iv) Mr. Bharat S. Sanghavi - Chief Financial Officer
(v) Mr. Rajashekhar Reddy - Company Secretary
XI Relatives of Key Management Personnel
(i) Mr. Harshvardhan A. Piramal - Son of Executive Chairperson
(ii) Mr. Nandan A. Piramal - Son of Executive Chairperson
(iii) Mr. Jaydev Mody - Brother of Executive Chairperson
(iv) Ms. Sunita Gupta - Spouse of Group Managing Director
(v) Ms. Kalpana Singhania - Sister of Executive Chairperson
(vi) Mr Nishith Sanghavi - Son ofChief Financial Officer
XX Resources/Premises sharing with related parties Transactions
involving resource/premise sharing with undermentioned related parties
which are for non monetary consideration a Subsidiaries and Step Down
Subsidiaries
(i) Peninsula Mega Properties Private Limited
(ii) Peninsula Holdings and Investments Private Limited
(iii) Renato Finance and Investments Private Limited (ceased to be a
subsidiary from 01/10/2014)
(iv) Inox Mercantile Company Private Limited
(v) Peninsula Facility Management Services Limited
(vi) Peninsula Investment Management Company Limited
(vii) Peninsula Mega Township Developers Limited
(viii) Peninsula Pharma Research Centre Private Limited
(ix) Peninsula Trustee Limited
(x) Planetview Mercantile Company Private Limited
(xi) RR Mega Property Developers Private Limited
(xii) RR Real Estate Development Private Limited
(xiii) Takenow Property Developers Private Limited
(xiv) Peninsula Mega City Development Private Limited
(xv) Peninsula Real Estate Management Private Limited
(xvi) Peninsula Crossroads Private Limited
(xvii) Goodtime Real Estate Development Private Limited
(xviii) Flaxo Real Estate Private Limited (ceased to be a subsidiary
from 01 /10/2014)
(xix) Peninsula Integrated Land Developers Private Limited
b Companies where Key Management Personnel /their relatives exercise
significant influence
(i) Ashok Piramal Management Corporation Limited
(ii) Thundercloud Technologies (India) Private Limited
(iii) Peninsula SA Realty Private Limited
(iv) Peninsula Townships Development Private Limited
(v) Rockfirst Real Estate Limited
(vi) Ashok Piramal Mega City Development Private Limited
(vii) Ashok Piramal Mega Properties Private Limited
(viii) Ashok Piramal Township Development Private Limited
(ix) Goldlife Mercantile Company Private Limited
(x) Jammin Recreation Private Limited
(xi) Pune Football Club Limited
(xii) Topvalue Brokers Private Limited
(xiii) Peninsula Mega City Development Private Limited
(xiv) CAMS Learning Private Limited
(xv) EDUSTAR Learning Private Limited
(xvi) Bridgepoint Learning Private Limited
c Enterprises over which Company exercise significant control
(i) Argento Real Estate LLP
(ii) Gorena Real Estate LLP
(iii) Maxis Real Estate LLP
(iv) Nebustar Real Estate LLP
(v) Regena Real Estate LLP
(vi) Eastgate Real Estate Developers LLP
(vii) Westgate Real Estate Developers LLP
(viii) Peninsula GSG MHP Project - AOP (50% share) d Joint Venture
(i) Bridgeview Real Estate Development LLP
(ii) Peninsula Brook field Trustee Private Limited
(iii) Peninsula Brookfield Investment Managers Private Limited * Merged
With PLL
11 Corporate Social Responsibility Expenditure
Disclosure as required under Section 135 of Companies Act, 2013, read
with Companies (Corporate Social Responsibility Policy) Rules, 2014 are
as under:
12 Segment Reporting
Since the financial statements contain both consolidated and standalone
financials, segment reporting disclosure is provided in notes to
consolidated financial statements.
13 MAT Credit Entitlement of Rs. 55.26 crores (Previous year Rs.
60.42 crores) is based on future performance of the Company as
projected by the Management which has been relied upon by the Auditors.
14 Previous year figures have been regrouped / reclassified wherever
necessary to conform to current year's classification.
15 The figures have been rounded offto two decimals in crores.
16 The Company is registeredwith Ministry of Corporate AffairsunderCIN
L17120MH1871PLC000005
Mar 31, 2014
1 In the opinion of the Board, the current assets, loans and advances
are approximately of the value stated if realised in the ordinary
course of business. The provisions for all known liabilities are
adequate.
2 The financial statements for the year ended March 31, 2014 have
considered the effect of a Composite Scheme of Arrangement and
Amalgamation u/s 391 to 394 of the Companies Act 1956 (Scheme), duly
sanctioned by the High Court of Judicature at Mumbai vide its order
dated 25th October 2013 and filed with the ROC on 7th November 2013
(Effective Date), whereby the company has taken over the real estate
businesses of four of its wholly owned subsidiaries as under:
(a) Demerger of the real estate business undertaking of Peninsula Mega
Township Developers Limited ("Demerged Undertaking") into the Company
with effect from the appointed date of 1st of April 2013.
(b) Amalgamation of Wismore Real Estate Private Limited, R R Mega
Property Developers Private Limited and City Parks Private Limited
("Amalgamating entities") with the Company with effect from the
Appointed Dates of 1st April 2013, 1st April 2013 and 1st August 2013
respectively.
3 To the extent of the effect of the Scheme, the current year''s figures
are not comparable with the previous year figures.
4 Pursuant to and as stipulated in the Scheme, the Company has, on
appointed date, inter alia restated (in case of demerged undertaking)
and recorded (in the case of amalgamating entities) the value of real
estate work in progress in its books lower by Rs. 86.85 crores and Rs.
134.39 crores respectively, to comprise only cost of land and directly
attributable operational costs of development activities. All other
assets and liabilities are recorded at their respective book values.
This along with other accounting effects of the Scheme aggregating to
Rs. 92.98 crores (comprising of cancellation of investments of Rs.
72.60 crores, other merger related effects and expenses of Rs. 10.01
crores and provision for diminution in value of advances given to
employee stock option trust of Rs. 10.37 crores) have been adjusted
against the Capital Reserve - Rs. 1.85 crores and against the General
Reserve - Rs. 230.24 crores (net of the tax effect thereon of Rs. 82.13
crores). The tax effect pertaining to the current year of Rs. 21.05
crores has been charged to P&L A/c as a part of tax expense and the
remaining unadjusted tax effect of Rs. 61.08 crores is carried forward
under other current assets. This is in compliance with the Announcement
of ICAI relating to accounting for "Tax adjustments of expenses
directly debited to Reserves".
5 Though mandated by the Scheme duly sanctioned by the Honorable High
Court of Mumbai, the aforesaid accounting treatment of recording of
real estate WIP of amalgamating entities at their defined value as
aforesaid and the adjustment of the aforesaid amounts against Reserves
instead of routing the same through Statement of Profit & Loss is not
entirely in conformity with Accounting Standard AS-14 "Accounting for
Amalgamations". Had the same been routed through profit and loss
account, the profit would have been lower by Rs. 293.17 crores.
6 No shares have been alloted or any consideration paid pursuant to the
scheme as the respective merging entities are wholly owned subsidiaries
of the company.
7 Employee benefit expenses include Rs. 9.55 crores paid as the
contracted remuneration to three executive directors in whole-time
employment with the company, of which Rs. 3.26 crores is in excess of
the limits specified in section 309 read with Section 198 of the
Companies Act, 1956, which has resulted due to lower profit for the
year. The Company had, during the year, applied to the Central
Government under section 309 (5B) of the Act, for approval of such
excess remuneration paid and the same is awaited.
8 Commitments and Contingent Liabilities
(Rs. In Crores)
As At As At
31.03.2014 31.03.2013
a. Claims against the Company
not acknowledged as debts in
respect of
i Income tax demand under appeal
(excluding contingent interest) - 3.58
(Comprising additions made during
assessments disputed by the Company)
ii Others 5.64 -
b. Estimated amount of contracts
remaining to be executed on capital
account and not provided for - 5.70
(Net off Advances Rs. NIL
previous year Rs. 8.00 crores)
9 Recognition of Income and Expenses for on-going projects are based
upon actual sales value, estimated costs, Managements judgement of
overall project profitability and work completion status. The work
completion status is determined based on the actual costs incurred
vis-a-vis the estimated cost of the project. The estimated costs of
every project are reviewed periodically and revised whenever required.
The consequential effect of such revision is considered in the year of
revision and in the balance future period of the project.
10 Employee Stock Option Scheme (ESOS)
a During the year, the Company had granted NIL (Previous Year NIL)
Employee Stock Options to the employees of the Company.
b The company had granted stock options to employees under the
Employees Stock Option Scheme 2006 at grant price of Rs. 70/- (face
value Rs. 2/-)
11 Employee Benefit Plans
The Company has classified various benefit plans as under:
a Defined Contribution Plan
The Company has recognised the following amounts in Profit and Loss
Account which are included under Contributions to Funds
b Defined Benefit Plan:
i. Gratuity (Funded)
ii Leave Encashment (Non funded)
In terms of the Guidance Note on implementing the revised AS 15, issued
by the Accounting Standards Board of the Institute of Chartered
Accountants of India, the Gratuity Trust set up by the Company is
treated as defined benefit plan since the Company has to meet the
shortfall, if any. However at the year end, no shortfall remains
unprovided for.
Leave encashment is payable to eligible employees who have earned
leaves, during the employment and / or separation as per the Company''s
policy.
Valuations in respect of Gratuity and Leave Encashment, as at the
Balance Sheet date, are based on the following assumptions.
12 Earnings Per Share (EPS)
In determining earnings per share, the Company considers the net profit
after tax and includes the post tax effect of any extra - ordinary /
exceptional items. The number of shares in computing basic earnings per
share is the weighted average number of shares outstanding during the
period. The number of shares used in computing diluted earnings per
share comprises weighted average shares considered for deriving basic
earnings per share, and also the weighted average number of equity
shares that could have been issued on the conversion of all dilutive
potential equity shares. The diluted potential equity shares are
adjusted for the proceeds receivable, had the shares been actually
issued at fair price (i.e. the average market value of outstanding
shares). Statement showing the computation of EPS is as under:
13 The Micro, Small and Medium Enterprises Development Act, 2006
Company has sent letters to suppliers to confirm whether they are
covered under Micro, Small and Medium Enterprises Development Act 2006
as well as they have filed required memorandum with the prescribed
authorities. Out of the letters sent to the parties, some confirmations
have been received till the date of finalisation of Balance Sheet.
Based on the confirmations received, the outstanding amounts payable to
suppliers covered under Micro, Small and Medium Enterprises Development
Act 2006 are given below.
14 MAT Credit Entitlement of Rs. 60.42 crores (Previous year Rs. 50.09
crores) is based on future performance of the Company as projected by
the Management which has been relied upon by the Auditors.
15 Previous year figures have been regrouped / reclassified wherever
necessary to conform to current year''s classification.
Mar 31, 2013
1 In the opinion of the Board, the current assets, loans and advances
are approximately of the value stated if realised in the ordinary
course of business. The provisions for all known liabilities are
adequate.
2 Commitments and Contingent Liabilities
(Rs. in Crores)
- Particulars As At As At
31.03.2013 31.03.2012
a. Claims against the Company
not acknowledged as debts in
respect of
b Income tax demand under
appeal (excluding contingent
interest) 3.58 31.81
(Comprising additions made during assessments disputed by the Company)
b. Estimated amount of contracts remaining to be executed on capital
account and not 5.70 8.70 provided for (Net off Advances Rs. 8.00 crores
previous year Rs. 5.00 crores)
3 Recognition of Income and Expenses for on-going projects are based
upon actual sales value, estimated costs, and work completion status as
certified by architects, which being technical matters, are being
relied upon by the auditors.. The estimated costs of every project are
reviewed periodically and revised whenever required. The consequential
effect of such revision is considered in the year of revision and in
the balance future period of the project.
4 Employee Stock Option Scheme (ESOS) S
a During the year, the Company had granted NIL (Previous Year NIL )
Employee Stock Options to the employees of |. the Company. &
b The company had granted stock options to employees under the
Employees Stock Option Scheme 2006 at grant o price of Rs. 70/- (face
value Rs. 2/-) s
5 Employee Benefit Plans
The Company has classified various benefit plans as under:
a Defined Contribution Plan
The Company has recognised the following amounts in Profit and Loss
Account which are included under Contributions to Funds
b Defined Benefit Plan:
i. Gratuity (Funded)
ii Leave Encashment (Non funded)
In terms of the Guidance Note on implementing the revised AS 15, issued
by the Accounting Standards Board of the Institute of Chartered
Accountants of India, the Gratuity Trust set up by the Company is
treated as defined benefit plan since the Company has to meet the
shortfall, if any. However at the year end, no shortfall remains
unprovided for.
Leave encashment is payable to eligible employees who have earned
leaves, during the employment and / or separation as per the
Company''s policy.
Valuations in respect of Gratuity and Leave Encashment, as at the
Balance Sheet date, are based on the following assumptions.
6 List of Related Parties and Transactions during the year.
I Controlling Entities
(i) Ashok Piramal Group Real Estate Trust
(ii) Morarjee Goculdas Spinning & Weaving Company Limited Senior ESOP
Trust
II Subsidiary Companies
(i) Peninsula Mega Properties Private Limited
(ii) Peninsula Holdings and Investments Private Limited
(iii) Renato Finance and Investments Private Limited
(iv) Peninsula Crossroads Private Limited
III Step Down Subsidiary Companies
(i) City Parks Private Limited (Onestar Mercantile Company Private
Limited merge with the Company during the year)
(ii) Goodtime Real Estate Development Private Limited
(iii) Inox Mercantile Company Private Limited
(iv) Peninsula Facility Management Services Limited
(v) Peninsula Investment Management Company Limited
(vi) Peninsula Mega City Development Private Limited
(vii) Peninsula Mega Township Developers Private Limited
(viii) Peninsula Pharma Research Centre Private Limited
(ix) Peninsula Real Estate Management Private Limited
(x) Peninsula Trustee Limited
(xi) Planetview Mercantile Company Private Limited
(xii) RR Mega Property Developers Private Limited
(xiii) RR Real Estate Development Private Limited
(xiv) Takenow Property Developers Private Limited
(xv) Hem Infrastructure and Development Private Limited
(xvi) Flaxo Real Estate Private Limited
(xvii)Wismore Real Estate Private Limited
(xviii) Pavurotti Finance and Investments Private Limited
(xix) Peninsula Integrated Land Developers Privated Limited
IV Associate Companies with whom the Company had transactions during
the year
(i) JM Realty Management Private Limited
(ii) SEW Engineering (India) Private Limited
(iii) RA Realty Ventures Private Limited
V Key Management Personnel
(i) Ms. Urvi A. Piramal - Executive Chairperson
(ii) Mr. Rajeev A. Piramal - Vice Chairman & Managing Director
(iii) Mr. Mahesh S. Gupta - Group Managing Director
(iv) Mr. Rajesh Jaggi - Managing Director (upto October 31, 2012)
VI Relatives of Key Management Personnel
(i) Mr. Harshvardhan A. Piramal - Son of Executive Chairperson
(ii) Mr. Nandan A. Piramal - Son of Executive Chairperson
(iii) Mr. Jaydev Mody - Brother of Executive Chairperson
(iv) Ms. Sunita Gupta - Spouse of Group Managing Director
(v) Ms. Kalpana Singhania - Sister of Executive Chairperson
VII Companies where Key Management Personnel /their relatives exercise
significant influence
(i) Ashok Piramal Management Corporation Limited
(ii) Freedom Registry Limited
(iii) Morarjee Textiles Limited
(iv) Thundercloud Technologies (India) Private Limited
(v) Peninsula SA Realty Private Limited
(vi) Peninsula Townships Development Private Limited
(vii) Delta Corp Limited
(viii) Rockfirst Real Estate Limited
(ix) Ashok Piramal Mega - City Development Private Limited
(x) Ashok Piramal Mega Properties Private Limited
(xi) Ashok Piramal Township Development Private Limited
(xii) Goldlife Mercantile Company Private Limited
(xiii) Jammin Recreation Private Limited
(xiv) Pune Football Club Limited
(xv) Topvalue Brokers Private Limited
(xvi) Integra Appareals & Textiles Limited, a division of Morarjee
Textiles Limited
(xvii)CAMS Learning Private Limited
(xviii) EDUSTAR Learning Private Limited
(xix) Bridgepoint Learning Private Limited
(xx) Rockfield Trading Private Limited
(xxi) Red Rocket Entertainment Private Limited
(xxii)Piramal Land Private Limited
(xxiii) Piramal Roads Infra Private Limited
(xxiv) Antartica Trading Company Private Limited
(xxv)APG Infrastructure Private Limited
(xxvi) Cromwell Tools (I) Private Limited
(xxvii)Miranda Few Tools Private Limited
(xxviii)Miranda Ultra Tools Private Limited
(xxix)PMP Auto Components Private Limited
(xxx)Peninsula Sports Club Private Limited
VIII Joint Venture (Entire Equity is held through wholly owned
subsidiary)
(i) Bridgeview Real Estate Development Private Limited
(ii) Peninsula Brookfield Trustee Private Limited
(iii) Peninsula Brookfield Investment Managers Private Limited
IX Enterprises where Key Management Personnel /their relatives exercise
significant influence
(i) Ashok G. Piramal Trust
(ii) Peninsula Land Limited ESOP Trust
(iii) Urvi Ashok Piramal Foundation
X Enterprises over which Company exercise significant control
(i) Peninsula GSG MHP Project - AOP (50% share)
(ii) Argento Real Estate LLP
(iii) Gorena Real Estate LLP
(iv) Maxis Real Estate LLP
(v) Nebustar Real Estate LLP
(vi) Regena Real Estate LLP
(vii) Eastgate Real Estate LLP
(viii) Westgate Real Estate Developers LLP
7 Segment Reporting
Since the financial statements contain both consolidated and standalone
financials, segment reporting disclosure is provided in notes to
consolidated financial statements.
8 Previous year figures have been regrouped / reclassified wherever
necessary to conform to current year''s classification.
9 The figures have been rounded off to two decimals in crores.
Mar 31, 2012
A Terms /rights attached to Equity shares
The Company has only one class of equity shares having a par value of Rs
2 per share. Each holder of equity share is entitled to one vote per
share. All shares rank pari passu with regard to dividend .
Board of Director's have recommended a dividend of Rs 1.10 (P.Y. Rs1.70 )
per equity share (55%(P.Y. 85%) of Face value of equity share Rs 2 ) b
Terms /rights attached to 5% Cumulative Redeemable Preference Shares :
The Company has only one class of Preference shares having par value of
Rs 10 each
Preference shares are redeemable on the expiry of ten years from the
date of allotment, with an option for the Company for early redemption
but not before 18 months from the date of allotment 25th January 2006.
The preference shareholder do not have any voting right.
1 In the opinion of the Board, the current assets, loans and advances
are approximately of the value stated if realized in the ordinary
course of business. The provisions for all known liabilities are
adequate.
2 Commitments and Contingent Liabilities
(Rs in Crores)
As at As at
31.03.2012 31.03.2011
a. Claims against the Company not
acknowledged as debts in
respect of
i Unsustainable income tax demand under
appeal (excluding contingent 31.81 6.43
interest)
b. Estimated amount of contracts remaining
to be executed on capital account 8.70 -
and not provided for (Net off
Advances Rs 5.00 Crores)
3 Recognition of Income and Expenses for ongoing projects are based
upon actual sales value and estimated costs and work completion status
as certified by architects, which being a technical matter, has been
relied upon by the auditors.
* The above foreign currency exposure is hedged by way of forward
contracts as well as arrangement with SPVs for reimbursement of losses
due to foreign currency fluctuations.
4 Employee Stock Option Scheme (ESOS)
a During the year, the Company has granted NIL (Previous Year - 75000)
Employee Stock Options to some employees of the Company.
b The company has granted stock options to employees under the
Employees Stock Option Scheme at grant price of Rs 70/- (face value Rs
2/-)
5 Employee Benefit Plans
The Company has classified various benefit plans as under:
a Defined Contribution Plan
The Company has recognized the following amounts in Profit and Loss
Account which are included under Contributions to Funds
b Defined Benefit Plan:
i. Gratuity (Funded)
ii Leave Encashment (Non funded)
In terms of the Guidance on implementing the revised AS 15, issued by
the Accounting Standards Board of the Institute of Chartered
Accountants of India, the Gratuity Trust set up by the Company is
treated as defined benefit plan since the Company has to meet the
shortfall, if any. However at the year end, no shortfall remains
unprovoked for.
Leave encashment is payable to eligible employees who have earned
leaves, during the employment and / or separation as per the Company's
policy.
Valuations in respect of Gratuity and Leave Encashment, as at the
Balance Sheet date, are based on the following assumptions.
6 List of Related Parties and Transactions during the year.
I Controlling Companies / Enterprises
(i) Ashok Piramal Group Real Estate Trust
(ii) Topstar Mercantile Private Limited (ceased wef 27th October 2010
by way of merger with Peninsula Land Limited)
II Subsidiary Companies
(i) Peninsula Mega Properties Private Limited
(ii) Peninsula Holdings and Investments Private Limited (formerly known
as Boom Realty Private Limited)
(iii) Renato Finance and Investments Private Limited
(iv) Peninsula Crossroads Private Limited (Formerly known as L & T
Crossroads Private Limited)
III Step Down Subsidiary Companies
(i) City Parks Private Limited
(ii) Goodtime Real Estate Development Private Limited
(iii) Inox Mercantile Company Private Limited
(iv) Peninsula Facility Management Services Limited (formerly known as
Peninsula Facility Management Services Private Limited)
(v) Peninsula Investment Management Company Limited
(vi) Peninsula Mega City Development Private Limited
(vii) Peninsula Mega Township Developers Private Limited
(viii) Peninsula Pharma Research Centre Private Limited
(ix) Peninsula Real Estate Management Private Limited
(x) Peninsula Trustee Limited
(xi) Planetview Mercantile Company Private Limited
(xii) RR Mega Property Developers Private Limited
(xiii) RR Real Estate Development Private Limited
(xiv) Takenow Property Developers Private Limited
(xv) Hem Infrastructure and Property Developers Private Limited
(xvi) Flaxo Real Estate Private Limited
(xvii) Wismore Real Estate Private Limited
(xviii) Pavurotti Finance and Investments Private Limited
IV Associate Companies with whom the Company had transactions during
the year
(i) JM Realty Management Private Limited
(ii) SEW Engineering (India) Private Limited
(iii) RA Realty Ventures Private Limited
(iv) Peninsula Integrated Land Developers Private Limited (formerly
known as Peninsula Real Estate Management Services Private Limited)
V Companies where Key Management Personnel /their relatives exercise
significant influence
(i) Ashok Piramal Management Corporation Limited
(ii) Freedom Registry Limited (formerly known as Amtrac Management
Services Limited)
(iii) Morarjee Textiles Limited
(iv) Onestar Mercantile Company Private Limited
(v) Thundercloud Technologies (India) Private Limited
(vi) RR Mega City Builders Private Limited
(vii) Peninsula SA Realty Private Limited
(viii) Peninsula Townships Development Private Limited
(ix) Delta Corp Limited
(x) Rock first Real Estate Limited (formerly known as Rock first Real
Estate Private Limited)
(xi) Ashok Piramal Mega City Development Private Limited
(xii) Ashok Piramal Mega Properties Private Limited
(xiii) Ashok Piramal Township Development Private Limited
(xiv) Goldlife Mercantile Company Private Limited
(xv) Jammin Recreation Private Limited
(xvi) Pune Football Club Limited
(xvii) Topvalue Brokers Private Limited
(xviii) Integra, a division of Morarjee Textiles Limited (Formerly
known as Integra Apparels and Textiles Limited)
(xix) Truewin Realty Private Limited
(xx) Topvalue Real Estate Development Limited (Formerly known as
Topvalue Real Estate Development Private Limited)
(xxi) CAMS Learning Private Limited
(xxii) EDUSTAR Learning Private Limited
(xxiii) Bridgepoint Learning Private Limited
(xxiv) Rockfield Trading Private Limited
(xxv) Red Rocket Entertainment Private Limited
(xxvi) Piramal Land Private Limited
(xxvii) Piramal Road Infra Private Limited
(xxviii) Antartica Trading Company Private Limited
(xxix) APG Infrastructure Private Limited
(xxx) Cromwell Tools (I) Private Limited
(xxxi) Miranda Few Tools Private Limited
(xxxii) Miranda Ultra Tools Private Limited
(xxxiii) Peninsula Brookfield Trustee Private Limited
(xxxiv) Peninsula Brookfield Investment Managers Private Limited
(xxxv) PMP Auto Components Private Limited
VI Joint Venture
(i) Bridgeview Real Estate Development Private Limited
VII Enterprises where Key Management Personnel /their relatives
exercise significant influence
(i) Ashok G. Piramal Trust
(ii) Peninsula Land Limited ESOP Trust
(iii) Urvi Ashok Piramal Foundation
VIII Enterprises over which Company exercise significant control
(i) Peninsula GSG MHP Project - AOP (50% share)
(ii) Argento Real Estate LLP
(iii) Gorena Real Estate LLP
(iv) Maxis Real Estate LLP
(v) Nebustar Real Estate LLP
(vi) Regena Real Estate LLP
(vii) Eastgate Real Estate LLP
(viii) Westgate Real Estate Developers LLP
IX Key Management Personnel
(i) Ms. Urvi A. Piramal - Executive Chairperson
(ii) Mr. Rajeev A. Piramal- Executive Vice Chairman
(iii) Mr. Mahesh S. Gupta - Group Managing Director
(iv) Mr. Rajesh Jaggi - Managing Director
X Relatives of Key Management Personnel
(i) Mr. Harshvardhan A. Piramal - Son of Executive Chairperson
(ii) Mr. Nandan A. Piramal - Son of Executive Chairperson
(iii) Mr. Jaydev Mody - Brother of Executive Chairperson
(iv) Ms. Sunita Gupta - Spouse of Group Managing Director
(v) Ms. Kalpana Singhania - Sister of Executive Chairperson
Total lease rental cost recognized in the financial statement is Rs 1.23
Crores [Previous Year Rs 1.57 Crores]. This rental cost is inclusive of
service tax.
General Terms of Lease Rentals:
a. Lease Rentals are charged on the basis of agreed terms.
b. Assets are taken on lease over a period of 4 to 5 years.
Total lease rental income recognized in the financial statement is Rs
22.59 Crores [Previous Year Rs 44.60 Crores]. General Terms of Lease
Rentals:
a. Lease Rentals are given on the basis of agreed terms.
b. Assets are given on lease for a period up to 12 months.
c. The lease agreements can be renewed on mutually agreed terms with
the lessee.
8 Earnings Per Share (EPS)
In determining earnings per share, the Company considers the net profit
after tax and includes the post tax effect of any extra - ordinary /
exceptional items. The number of shares in computing basic earnings per
share is the weighted average number of shares outstanding during the
period. The number of shares used in computing diluted earnings per
share comprises weighted average shares considered for deriving basic
earnings per share, and also the weighted average number of equity
shares that could have been issued on the conversion of all dilutive
potential equity shares. The diluted potential equity shares are
adjusted for the proceeds receivable, had the shares been actually
issued at fair price (ie the average market value of outstanding
shares). Statement showing the computation of EPS is as under:
9 The Micro, Small and Medium Enterprises Development Act, 2006
Company has sent letters to suppliers to confirm whether they are
covered under Micro, Small and Medium Enterprises Development Act 2006
as well as they have filed required memorandum with the prescribed
authorities. Out of the letters sent to the parties, some
confirmations have been received till the date of finalization of
Balance Sheet. Based on the confirmations received, the details of
outstanding are as under:
10 Segment Reporting
Since the financial statements contain both consolidated and standalone
financials, segment reporting disclosure is provided in notes to
consolidated financial statements.
11 Pursuant to a Scheme of Amalgamation ("the Scheme") under Sections
391 to 394 read with Section 100 to 103 of the Companies Act, 1956,
sanctioned by the Honorable Bombay High Court vide Order dated 29th
April, 2011 and filed with the Registrar of Companies (RoC) on 17th
May, 2011 (Effective Date), Top star Mercantile Private Limited ('TMPL')
has been amalgamated with the Company with effect from the Appointed
Date of 27th October, 2010. Accordingly, all the assets and
liabilities as appearing in the books of TMPL as on the Appointed Date
have been recorded by the Company at the respective book values under
the purchase method in line with Indian Accounting Standard AS-14. The
equity shares held by TMPL in the Company have been cancelled and the
Company has issued and allotted an equivalent number of equity shares
(i.e. 11, 68, 82,052 equity shares of Rs 2 each) to the shareholders of
TMPL as on the Effective Date. As provided in the said Scheme, the
difference in the net value of assets and liabilities of TMPL
transferred to the Company, of Rs 6.65 crores, has been adjusted towards
expenses incurred in relation to the amalgamation. There is no adverse
impact of the Scheme on the financial position or operating results of
the Company.
12 As notified by Ministry of Corporate Affairs, Revised Schedule VI
under the Companies Act, 1956 is applicable to the Financial Statements
for the financial year commencing on or after 1st April, 2011.
Accordingly, the financial statements for the year ended March 31, 2012
are prepared in accordance with the Revised Schedule VI. The amounts
and disclosures included in the financial statements of the previous
year have been reclassified to conform to the requirements of Revised
Schedule VI."
13 The figures have been rounded off to two decimals in crores.
Mar 31, 2011
1. In the opinion of the Board, the current assets, loans and advances
are approximately of the value stated if realised in the ordinary
course of business. The provisions for all known liabilities are
adequate.
2. Commitments and Contingent Liabilities
Rs.In Lakhs
As At As At
31.03.2011 31.03.2010
a. Claims against the Company not
acknowledged as debts in respect of
i. Income Tax 643.03 --
b. Estimated amount of contracts
remaining to be executed on capital
account and not provided for
(Net off Advances) -- 3.75
3 Recognition of Income and Expenses for ongoing projects are based
upon expected / achieved sales value and estimated costs and work
completion status as certifi ed by architects, which being a technical
matter, has been relied upon by the auditors.
9 Employee Stock Option Scheme (ESOS)
a During the year, the Company has granted 75,000 (Previous Year - NIL)
Employee Stock Options to some employees of the Company.
b The company has granted stock options to employees under the
Employees Stock Option Scheme at grant price of Rs. 70/- (face value
Rs. 2/-)
13 The Company has advanced Rs 1621.18 Lakhs (including accrued
interest) to its Wholly Owned Subsidiary, Peninsula Facility Management
Services Limited (PFMSL). The net worth of this subsidiary is presently
negative in view of past losses which are largely attributable to
interest servicing cost on these advances from the parent Company,
despite reasonable operating margins. Moreover, the operations of this
subsidiary confer signifi cant strategic advantages and value addition
to the core real estate business of the Company. The Management is also
pursuing viable business development plans and immediate financial
restructuring measures to achieve a turnaround and strengthen the
equity base of PFMSL. In view of this, no provision is made in the
accounts in respect of these advances.
15 Employee Benefit Plans
The Company has classifi ed various benefit plans as under:
a Defi ned Contribution Plan
The Company has recognised the following amounts in Profit and Loss
Account which are included under Contributions to Funds
b Defi ned Benefit Plan:
i. Gratuity (Funded)
ii Leave Encashment (Non funded)
In terms of the Guidance on implementing the revised AS 15, issued by
the Accounting Standards Board of the Institute of Chartered
Accountants of India, the Gratuity Trust set up by the Company is
treated as defi ned benefit plan since the Company has to meet the
shortfall, if any. However at the year end, no shortfall remains
unprovided for.
Leave encashment is payable to eligible employees who have earned
leaves, during the employment and / or separation as per the Companys
policy.
Valuations in respect of Gratuity and Leave Encashment, as at the
Balance Sheet date, are based on the following assumptions.
16 List of Related Parties and Transactions during the year.
I Controlling Companies
(i) Topstar Mercantile Private Limited
II Subsidiary Companies
(i) Champs Elysee Enterprises Private Limited
(ii) Peninsula Mega Properties Private Limited
(iii) Peninsula Holdings and Investments Private Limited (formerly
known as Boom Realty Private Limited)
(iv) Renato Finance and Investments Private Limited
(v) Peninsula Crossroads Private Limited (formerly known as L and T
Crossroads Private Limited) (w.e.f. March 2011)
III Step Down Subsidiary Companies
(i) City Parks Private Limited
(ii) Goodtime Real Estate Development Private Limited
(iii) Inox Mercantile Company Private Limited
(iv) Peninsula Facility Management Services Limited (formerly known as
Peninsula Facility Management Services Private Limited)
(v) Peninsula Integrated Developers Private Limited (formerly known as
Peninsula Real Estate Management Services Private Limited)
(vi) Peninsula Investment Management Company Limited
(vii) Peninsula Mega City Development Private Limited
(viii) Peninsula Mega Township Developers Private Limited
(ix) Peninsula Pharma Research Centre Private Limited
(x) Peninsula Real Estate Management Private Limited
(xi) Peninsula Trustee Limited
(xii) Planetview Mercantile Company Private Limited
(xiii) RR Mega Property Developers Private Limited
(xiv) RR Real Estate Development Private Limited
(xv) Rishiraj Enterprises Limited (formerly known as Rishiraj
Enterprises Private Limited)
(xvi) Takenow Property Developers Private Limited
IV Associate Companies with whom the Company had transactions during
the year
(i) Delta Hospitality Private Limited (formerly known as Fasttrack
Impex Private Limited)
(ii) JM Realty Management Private Limited
(iii) SEW Engineering (India) Private Limited (formerly known as SEW
Electricals Private Limited)
(iv) Topzone Mercantile Company Private Limited
(v) RA Realty Ventures Private Limited
V Companies where Key Management Personnel / their relatives exercise
signifi cant infl uence
(i) Ashok Piramal Management Corporation Limited
(ii) Freedom Registry Limited (formerly known as Amtrac Management
Services Limited)
(iii) Morarjee Textiles Limited
(iv) Onestar Mercantile Company Private Limited
(v) Thundercloud Technologies (India) Private Limited
(vi) RR Mega City Builders Limited (formerly known as RR Mega City
Builders Private Limited)
(vii) Peninsula Mega City Development Private Limited
(viii) Peninsula SA Realty Private Limited
(ix) Peninsula Townships Development Private Limited
(x) Delta Corp Limited
(xi) Rockfirst Real Estate Limited (formerly known as Rockfirst Real
Estate Private Limited)
(xii) Ashok Piramal Mega City Development Private Limited
(xiii) Ashok Piramal Mega Properties Private Limited
(xiv) Ashok Piramal Township Development Private Limited
(xv) Goldlife Mercantile Company Private Limited
(xvi) Jammin Recreation Private Limited
(xvii) Pune Football Club Limited
(xviii) Top value Brokers Private Limited
(xix) Integra, a division of Morarjee Textiles Limited (formerly known
as Itegra Apperals and Textiles Limited)
(xx) Truewin Realty Limited (formerly known as Truewin Realty Private
Limited)
(xxi) Topvalue Real Estate Development Limited (formerly known as
Topvalue Real Estate Development Private Limited)
(xxii) CA MS Learning Private Limited
(xxiii) ED US TA R L earning Private Limited
(xxiv) Bridgepoint Learning Private Limited
VI Enterprises where Key Management Personnel /their relatives exercise
signifi cant infl uence
(i) Ashok G. Piramal Trust
(ii) Peninsula Land Limited ESOP Trust
VII Enterprise over which Company exercise signifi cant control
(i) Peninsula GSG MHP Project - AOP (50% share)
VIII Ke y Ma nagement Pers o nn e l
(i) Ms. Urvi A. Piramal - Executive Chairperson (ii) Mr. Rajeev A.
Piramal - Executive Vice Chairman (iii) Mr. Mahesh S. Gupta - Group
Managing Director (iv) Mr. Rajesh Jaggi - Managing Director
IX Relatives of Key Management Personnel
(i) Mr. Harshvardhan A. Piramal - Son of Executive Chairperson (ii) Mr.
Nandan A. Piramal -Son of Executive Chairperson (iii) Mr. Jaydev Mody -
Brother of Executive Chairperson (iv) Ms. Sunita Gupta - Spouse of
Group Managing Director (v) Ms. Kalpana Singhania - Sister of Executive
Chairperson
25 Segment Reporting
Since the financial statements contain both consolidated and
standalone financials, segment reporting disclosure is provided in
notes to consolidated financial statements.
26 The Scheme of Amalgamation and Arrangement of Topstar Mercantile
Private Limited (TMPL) with the Company, has been sanctioned by Honble
Bombay High Court, whereby the entire business of TMPL would vest into
the Company from the Appointed date of 27th October 2010. Since the fi
ling of the sanctioned scheme with the Ministry of Corporate Affairs is
pending, the same has not become effective. Hence the effect of the
amalgamation has not been given in the accounts of the Company for the
year. There will be no adverse impact of the scheme on the financial
position or operating results of the Company.
27 Previous year figures have been regrouped / reclassified wherever
necessary to conform to current years classifi cation.
Mar 31, 2010
1 In the opinion of the Board, the current assets, loans and advances
are approximately of the value stated if realised in the ordinary
course of business. The provisions for all known liabilities are
adequate.
As At As At
31.03.2010 31.03.2009
2 Commitments and Contingent Liabilities (Rs.In Lakhs) (Rs.In Lakhs)
a. Claims against the Company not
acknowledged as debts in respect of
i. Income Tax - 1,227.17
b. Estimated amount of contracts
remaining to be executed on capital
account and not provided for (Net off
Advances) 3.75 21.85
3 Recognition of Income and Expenses for ongoing projects are based
upon expected / achieved sales value and estimated costs and work
completion status as certifi ed by architects, which being a technical
matter, has been relied upon by the auditors.
4 During the year the Company transferred its investment in 12
subsidiaries amounting to Rs 9,025.78 Lakhs to one of its subsidiary
Peninsula Holding & Investment Private Limited for a total
consideration of Rs 9,025.78 Lakhs.
5 Excess Income Tax provision of earlier years of Rs 648.75 Lakhs was
reversed pursuant to assessment proceedings.
6 The Extra ordinary item in Schedule 12 of Profi t & Loss Account
comprises entirely of amortisation of VRS and related cost incurred in
earlier years.
The amortisation for current year was Rs. 4,568 Lakhs as against Rs
1,601 Lakhs for the previous year. The increase of Rs 2,967 Lakhs is
due to compliance with Accounting Standard-15, which requires the
unamortised portion of the deferred revenue expenses (VRS) to be
amortised entirely by 31st March 2010.
7 Employee Stock Option Scheme (ESOS)
a During the year, the Company has granted NIL (Previous Year -
770,000) Employee Stock Options to some employees of the Company.
b The Company has granted stock options to employees under the
Employees Stock Option Scheme at grant price of Rs. 70/- (face value
Rs. 2/-)
There is a difference in the number of options in force and options
lapsed for the previous year on account of recording the lapsed options
as a result of the performance rating of the employees
c Certain disclosures in respect of the scheme are as under:
i. As the options are granted using the face value, no compensation
will arise.
8 Employee Benefit Plans
The Company has classifi ed various benefi t plans as under:
b Defi ned Benefi t Plan:
i. Gratuity (Funded)
ii Leave Encashment (Non funded)
In terms of the Guidance on implementing the revised AS 15, issued by
the Accounting Standards Board of the Institute of Chartered
Accountants of India, the Gratuity Trust set up by the Company is
treated as defi ned benefi t plan since the Company has to meet the
shortfall, if any. However at the year end, no shortfall remains
unprovided for.
Leave encashment is payable to eligible employees who have earned
leaves, during the employment and / or separation as per the Companys
policy.
Valuations in respect of Gratuity and Leave Encashment, as at the
Balance Sheet date, based on the following assumptions.
i The disclosures of Gratuity are as under:
The Company has funded its gratuity obligation under Group Gratuity
Policy managed by LIC. The disclosures stated below have been obtained
from independent actuary, as the fi gures from LIC were not available.
In view of this, certain disclosures could not be provided. The other
disclosures in accordance with AS -15 (revised) pertaining to Defi ned
Benefi t Plans are given below:
9 List of Related Parties and Transactions during the year.
I Controlling Companies
(i) Topstar Mercantile Private Limited
II Subsidiary Companies
(i) Champs Elysee Enterprises Private Limited
(ii) Peninsula Mega Properties Private Limited
(iii) Peninsula Holdings and Investments Private Limited (formerly
known as Boom Realty Private Limited)
(iv) Renato Finance and Investments Private Limited
III Step Down Subsidiary Companies
(i) City Parks Private Limited
(ii) Inox Mercantile Company Private Limited
(iii) Peninsula Facility Management Services Limited (formerly known as
Peninsula Facility Management Services Private Limited)
(iv) Peninsula Investment Management Company Limited
(v) Peninsula Mega Township Developers Private Limited
(vi) Peninsula Pharma Research Centre Private Limited
(vii) Peninsula Trustee Limited
(viii) Planetview Mercantile Company Private Limited
(ix) RR Mega Property Developers Private Limited
(x) RR Real Estate Development Private Limited
(xi) Rishiraj Enterprises Limited (formerly known as Rishiraj
Enterprises Private Limited)
(xii) Takenow Property Developers Private Limited
IV Associate Companies with whom the Company had transactions during
the year
(i) Delta Hospitality Private Limited (formerly known as Fasttrack
Impex Private Limited)
(ii) JM Realty Management Private Limited
(iii) L & T Crossroads Private Limited
(iv) SEW Electricals Private Limited
(v) Topzone Mercantile Company Private Limited
V Companies where Key Management Personnel /their relatives exercise
signifi cant infl uence
(i) Ashok Piramal Management Corporation Limited
(ii) Freedom Registry Limited (formerly known as Amtrac Management
Services Limited)
(iii) Morarjee Textiles Limited
(iv) Onestar Mercantile Company Private Limited
(v) Thundercloud Technologies (India) Private Limited
(vi) RR Mega City Builders Private Limited
(vii) Peninsula Mega-City Development Private Limited
(viii) Peninsula SA Realty Private Limited
(ix) Peninsula Townships Development Private Limited
(x) Delta Corp Limited
(xi) Rockfi rst Real Estate Limited (formerly known as Rockfi rst Real
Estate Private Limited)
(xii) Ashok Piramal Mega-City Development Private Limited
(xiii) Ashok Piramal Mega Properties Private Limited
(xiv) Ashok Piramal Township Development Private Limited
(xv) Goldlife Mercantile Company Private Limited
(xvi) Jammin Recreation Private Limited
(xvii) Peninsula Real Estate Management Private Limited
(xviii) Peninsula Real Estate Services Private Limited
(xix) Pune Football Club Limited
(xx) Topvalue Brokers Private Limited
(xxi) Integra Apparels and Textiles Limited
(xxii) Truewin Realty Private Limited
(xxiii) Topvalue Real Estate Development Private Limited
VI Enterprises where Key Management Personnel /their relatives exercise
signifi cant infl uence
(i) Ashok G. Piramal Trust
(ii) Peninsula Land Limited ESOP Trust
VII Key Management Personnel
(i) Ms. Urvi A. Piramal - Executive Chairperson (ii) Mr. Rajeev A.
Piramal- Executive Vice Chairman (iii) Mr. Mahesh S. Gupta - Group
Managing Director (iv) Mr. Rajesh Jaggi - Managing Director
VIII R elatives of Key Management Personnel
(i) Mr. Harshvardhan A. Piramal - Son of Executive Chairperson (ii) Mr.
Rajeev A. Piramal - Son of Executive Chairperson (iii) Mr. Nandan A.
Piramal -Son of Executive Chairperson (iv) Mr. Jaydev Mody - Brother of
Executive Chairperson (v) Ms. Sunita Gupta - Spouse of Group Managing
Director (vi) Ms. Kalpana Singhania - Sister of Executive Chairperson
10 Earnings Per Share (EPS)
In determining earnings per share, the Company considers the net profi
t after tax and includes the post tax effect of any extra - ordinary /
exceptional items. The number of shares in computing basic earnings per
share is the weighted average number of shares outstanding during the
period. The number of shares used in computing diluted earnings per
share comprises weighted average shares considered for deriving basic
earnings per share, and also the weighted average number of equity
shares that could have been issued on the conversion of all dilutive
potential equity shares. The diluted potential equity shares are
adjusted for the proceeds receivable, had the shares been actually
issued at fair price (ie the average market value of outstanding
shares). Statement showing the computation of EPS is as under:
11 The Micro, Small and Medium Enterprises Development Act, 2006
The Company has sent letters to suppliers to confi rm whether they are
covered under Micro, Small and Medium Enterprises Development Act, 2006
as well as they have fi le required memorandum with the prescribed
authorities. Out of the letters sent to the parties, some confi
rmations have been received till the date of fi nalisation of Balance
Sheet. Based on the confi rmations received, the details of
outstandings are as under:
12 Previous year figures have been regrouped / reclassified wherever
necessary to conform to current years classification.
Disclaimer: This is 3rd Party content/feed, viewers are requested to use their discretion and conduct proper diligence before investing, GoodReturns does not take any liability on the genuineness and correctness of the information in this article