Notes to Accounts of Sterling Greenwoods Ltd.

Mar 31, 2024

nuie . j. i

During the precedding year the company had received ITAT order for A.Y. 1997-98 and learned ITAT has deleted substantial addition made by the learned Income Tax officer (set aside by CIT-(A) . the company had preferred appeal against ITAT.) Further, against order of CIT-(A) for A.Y. 1995-96, 2001-02 & 2002-03, the department has preferred appeal before ITAT, the orders have been received deleting the substantial additions made by learned Income Tax officer deleted by Learned ITAT, however the effect of recomputation of Income as per CIT-(A) & ITAT order and computation of Tax and Interest for relevent assessments years are yet not done/ adjusted against tax Deposited/ Paid. Further, during the year 2019-20, the company had received refund of Rs. 25.08 lakhs the same has been adjusted against deposits made against the disputed demand in absence of details regarding year wise refund and interest, if any, thereon. The balance deposit outstanding Rs. 16.01 lakhs (P.Y. Rs. 16.01 lakhs ) is subject to refund/ interest receivable and tax payable/ adjusted if any on finalisation of computation of income.

Note No.12.1 The company during the F.Y. 2016-17 year has made payment of Rs. 69.28 lakhs to the Ex-Director/Director of the Company in terms of Affidevit cum Indemnity Bond executed duly noterized for purchase of property, pending documentation.The subject matter is disputed between the parties. However, as per board resolution dt. 20/03/2018 interest @12% p.a. Rs.Nil/— (Previous year Rs.16.09 lakhs ). have been charged. Balance outstanding as on 31.03.2024 Rs. Nil/- (P.Y.Rs.150.16 lakhs ) During the Year the dispute has been setlled and amount out standing Rs.150.16 lakhs has been net off against unsecured deposit of Rs.194.36 lakhs ( Reffer note no. 15.3)

13.2 Terms attached to Equity Share

The Company has only one class of Equity Shares having a par value of Rs.10/- per share.Each holder of Equity shares is entitled to one vote per share. In the event of liquidation of the Company, the holders of the equity shares would be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of the equity shares held by the shareholders.

13.4 As per the records of the Company Including its Register of Shareholder/members and other declaration received from the shareholders regarding beneficial interest, the above shareholding represent both legal & beneficial ownership of the shares. The legal heirs of Late Mr. B Kumar have filed suit in the court, the final holding is subject to final verdict of the court. The said matter has been resolved by the Court and NCLT Order dated 13.09.2023.( Note No. 29.2.2 )

15.1 Secu red loan above: - - -

Note No 15.1 Rs.62.45 lakhs (P.Y.Rs. 80.43 lakhs) is secured by way of first charge of equitable mortgage of the immovable Commercial property of the company situated at Sunrise Centre-1 ,Drive in Cinema Road, Thaltej with Canara Bank additionally secured by personal guarantee of Managing Director and then Chairman and then Director/Ex. Director. (Refer Note No 2.1)

15.2 The Bank has restructured the Loan vide sanction letter dated 30.09.2021, the installment due on 23.08.2023.

15.3 During the year amount advanced amounting to Rs.150.16 lakhs has been adjusted and balance amount is repaid (Refer Note No: 12.1 )

16.1 Based on the Information available with the company and as provided by the management of the Company the company is maintaining record of vendors who are registered as micro, small or medium enterprises under “The Micro, Small and Medium Enterprises Development Act 2006” as per information obtained from respective vendors. The information provided below is as per information and records maintained by the Company as at March 31st 2024 and 2023.

19.1 Based on the Information available with the company and as provided by the management of the Company the company is maintaining record of vendors who are registered as micro, small or medium enterprises under “The Micro, Small and Medium Enterprises Development Act 2006” as per information obtained from respective vendors. The information provided below is as per information and records maintained by the Company as at March 31st 2024 and 2023.

Note : 29 Notes Forming part of the Financial Statements Note: 29.1 Contingent Liabilities and Commitments (to the extent not provided for)
		31-03-24	31-03-23
		(Rs.in lakhs)	(Rs.in lakhs)
A)	Service Tax Liability Outstanding
	(i) At Appellate Tribunal	34.35	34.35
B)	1. Income Tax Liability at hearing pending at CIT-
	(Appeals) & before IITAT	112.91	112.91

(A) The comapny had recevied notice U/s 263 for Asst Year 2015-16 and vide Order dt. 09.03.2020 the Leaned Pr. Comm of Income Tax passed order dt.09.3.2020 that “the order made U/S 143(3) of Asst Year 2015-16 by Assessing officer on 22.12.2017 is erroenes & prejudicial to the interest of revenue, directling the assessing officer to make assessment de-novo”. Against the order passed by Learend Pr. Comm of Inocme Tax, the company prefered an appeal before the Income Tax Appellant Ttribunel, the appeal is pending for hearing till date,Further, the asseesing officer issued notice U/s 142(1) and made order dt.30.09.2021 U/s 143(3) r.w.s. 263 of income tax Act 1961, assessing income of Rs.180.55 lakhs raising the demand of Rs.112.91 lakhs Against the order of assessing officer, the company has prefered an appeal before CIT-(A) on 15-10-2021 and the hearing before CIT(A) is pending till date.

(B) During the precedding year the company had received ITAT order for A.Y. 1997-98 and learned ITAT has deleted substantial addition made by the learned Income Tax officer (set aside by CIT-(A) . the company had preferred appeal against ITAT.) Further, against order of CIT-(A) for A.Y. 1995-96, 200102 & 2002-03, the department has preferred appeal before ITAT, the orders have been received deleting the substantial additions made by learned Income Tax officer deleted by Learned ITAT, however the effect of re-computation of Income as per CIT-(A) & ITAT order and computation of Tax and Interest for relevent assessments years are yet not done/ adjusted against tax Deposited/ Paid. Further, during the year 2019-20, the company had received refund of Rs. 25.08 lakhs the same has been adjusted against deposits made against the disputed demand in absence of details regarding year wise refund and interest, if any, thereon. The balance deposit outstanding Rs. 16.01 lakhs (P.Y. Rs. 16.01 lakhs ) is subject to refund/ interest receivable and tax payable/ adjusted if any on finalisation of computation of income.

(D) The Company is also involved in certain litigation for lands acquired by it for Development purposes, either through agreements or through outright purchases. These case are pending with various courts and are scheduled for hearings. After considering the circumstances and legal advice received, management believes that these cases will not adversely effect its financial statements. The liabilities, if any, is not ascertainable.

(E) The Company does not expect any reimbursement in respect of the above contingent liability and it is not practicable to estimate the timings of the cash out flows, if any, in respect of matters above pending and it is not probable that an outflow of resources will be required to settle the above obligations/claims.

Note: 29.2 NCLT Cases and other Legal Cases:

(1) (a) Special notice and requisition under section 100(2) read with section 169 of The Companies

Act, 2013 and the rules framed there under received from one shareholder for removal of one of the Director of the Company.Pursuant to special notice Extra Ordinary Genereal Meeting (EOGM) was heald on 10th May, 2017. However, director approched National Compnay Law Tribunal (NCLT) under Section 241 & 242 of the Companies Act, 2013. NCLT has directed that results of voting at EOGM can be declared by the company, however implementation have been stayed till the tribunal directs otherwise.

(1) (b) One of the Shareholder approach National Company Law Tribunal (NCLT) under section 58 & 59

of the Companies Act, 2013 for rectification of register of member.

(1) (c) The Company is in receipt of NCLT order stating that the original petitioners to the CP 65 of

2017 with the Company Appeal No.15 of 2017 unconditional withdrawn allowed by the NCLT along with pending IAS dismissed as removed infrctuous vide order delivered on 13.09.2023.

(1) (d) The Company is in process of assessing the impect, if any, on the financial statements of the

said order received on 13.09.2023.

2. The Company has filed a case against one of the Director of the Company under section 452 of The Companies Act, 2013 and Section 403,404 and 406 of The Indian Penal Code for Eviction of the Company ‘s Property Situated at Flat No. 201, Ambience Tower, Bodakdev, Ahmedabad, Vide Criminal Case No. 633115/2018 in the Metropolitan Magistrate Court. The Court had already issued a summon to Director. The order is passed by the H’nble Court dated 31.03.2023 is received by the Company and possession of the premises have been taken back by the Company during the year.

3. The Compnay has filed a FIR No. I/71/2018 under Section 406,409,418,420 and 114 of The Indian Penal Code for Misappropriation of Funds/Wrongfully holding property acquired from Company Funds at Vastrapur Police Station against Director and Ex Managing Director of the company during their tenure.During the year in course of hearing the Company and defeendents submitted in the court that both the parties have arrived at conensus and have no objection if the impugned complaint is quashed vide order dated 11/08/23 the learned judges of Gujarat high court quashed impugned FIR and set aside .

(4) (a) The Company is in receipt of letter dt.15.06.18 from BSE and subsequently email communication

dated 06.08.2018 from SEBI alongwith encloser of letter from anonymous person asking clarification on Transfer of substantial Companies Projects/Land parcels/ assets in FY 2009-10. The Company had appointed an independent professional to inquire in the subject matter.The Company is in receipt of Scrutiny Report of D.Shah & Associates, Chartered Accountants on 02/11/2018, and this was placed before Audit Committee and Board meeting. It was discussed and approved by the Board to study the impact on financial and/or any other subject matter. Thereafter, the Board of Directors of the Company at its meeting held on 14th December, 2018, inter alia, unanimously decided to engage legal and other professionals to discuss the scrutiny report dated 31st October, 2018 and to take / initiate all necessary steps/legal actions. We have been informed that the Company has filed civil suit no.21 of 2019 in the court of civil judge (S.D.) at Sanand on 18/04/2019 and another civil suit no.32 of 2019 in the court of civil judge ( S.D.) at Kalol on 26/04/2019 ,against Paksh Developers Private Limited and against then Directors namely Mrs.Meeta Mathur, Mr.Ankit Mathur, Mr.Kunal Mathur and Mr.Anurag D.Agrawal. The Company is in receipt of the order from Kalol Court which is passed on 31.03.23 and as informed by the Management of the Company, the Company is in process of finalising further course of action with it’s legal team. Since the matter are subjudice,we are unable to disclose, the effect, if any, on financial statement and/or in any other matter.As informed by the Management of the Company, the order from Sanand Court is pending as on date

5. As per information and explanation, the Company has lodge FIR on 06/11/2019 against Company’s Resort Manager, Mr. Kishan P. Somani for mis- appropriation/siphoning of company’s collection (fund) from various customer, amounting Rs. 16.85 lakhs. On completion of event/function said amount has been accounted and debited to Mr. K. P.Somani. Recoverable year end outstanding balance is of Rs.17.55 lakhs (P.Y.Rs.17.55 Lakhs ) The Company has provided for Rs. 17.55 lakhs as on 31st March 2022,as Expected Credit loss.

Note: 29.7 Segment Reporting

For Management Purpose, the Company is currently organised into two major operating activities -

1) Resort and Membership and

2) Real Estate Business. During the year company has club membership fees income, has been grouped under resorts activity. These divisions are the basis on which the Company reports its primary segment information

(i) Segment assets and liabilities:Company is having two segments of business, Assets and Liabilities could not be bifurcated segment wise.

(ii) Segment revenue and expenses : Segment revenue and expenses are taken directly as attributable to the segment. It does not include interest income on inter-corporate deposits, Profit on sale of investments, Interest expense, Provision for Contingencies and Income-tax.

(i) Operating Lease: - Rental is expensed with reference to lease terms and other considerations.Notes:-The company has taken on lease(Till 31.01.2024) one villa in Sterling Resorts owned by Banvarilal Charitable trust & BKumar Family Trust on 1.04.2021 (Till31.01.2024)., The total Lease rent paid on the same amounting to Rs. 2.75 lakhs (P.Y. Rs.3.30 lakhs ) . The minimum lease rentals payable in respect thereof are as follows:

Note 29.10: Earning Per Share

Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders (after deducting preference dividends and attributable taxes) by the weighted average number of equity shares outstanding during the year. The weighted average number of equity shares outstanding during the year is adjusted for the events of bonus issue.For the purpose of calculating diluted earning per share, net profit or loss for the year attributable to equity shareholders and weighted average number of shares outstanding during the year are adjusted for the effect of all dilutive potential equity shares Basic Earning per Share are disclosed in the profit and loss account. There is no Diluted Earnings per Share as there are no dilative potential equity shares.

Note 29.11:No provision for Income Tax has been made in view of Loss for the financial year.2023-24 ( P.Y. Rs NILL). The actual tax liabilities of the company will be determined on the basis of Taxable Income of the Company for assessment year. 2024-25.

Note 29.14: DISCLOSURE ON FINANCIAL INSTRUMENT

This section gives an overview of the significance of financial instruments for the Company and provides additional information on balance sheet items that contain financial instruments.The details of significant accounting policies, including the criteria for recognition, the basis of measurement and the basis on which income and expenses are recognized in respect of each class of financial asset, financial liability and equity instrument are disclosed in Note 1.17 to the financial statements.

i Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities;

ii. Level 2 — Inputs other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and

iii. Level 3 - Inputs which are unobservable inputs for the assets or liability.

Note 29.15: Financial Risk Management

The Company has a risk management policy which covers risk associated with the financial assets and liabilities. The risk management policy is approved by the Directors. The different types of risk impacting the fair value of financial instruments are as below:

a. Financial instrument and cash deposit

Credit risk is limited as the Company generally invest in deposits with banks and in mutual funds having high credit ratings assigned by international and domestic credit rating agencies. Investments primarily include investments in mutual fund units. Counterparty credit limits are reviewed by the Company periodically and the limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterparty’s potential failure to make payments.

b. Liquidity risk

Liquidity risk is the risk that the Company may not be able to meet its financial obligations as they become due. The Company monitors its risk by determining its liquidity requirement in the short, medium and long term. This is done by drawing up cash forecast for short term and long term needs. The Company manages its liquidity risk in a manner so as to meet its normal financial obligations without any significant delay or stress. Such risk is managed through ensuring operational cash flow while at the same time maintaining adequate cash and cash equivalent position. The management has arranged for diversified funding sources and adopted a policy of managing assets with liquidity monitoring future cash flow and liquidity on a regular basis. Surplus funds not immediately required are invested in certain mutual funds which provide flexibility to liquidate. Besides, it generally has certain undrawn credit facilities which can be used as and when required; such credit facilities are reviewed at regular basis.

c. Credit Risk

Credit risk is the risk that a customer or counterparty to a financial instrument fails to perform or pay the amounts due, causing financial loss to the company. Credit risk arises from company’s activities in investments, dealing in derivatives and outstanding receivables from customers.The Company has a prudent and conservative process for managing its credit risk arising in the course of its business activities. Sales made to customers on credit are generally made considering their past track record with the Company.

d. Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises of following risk: interest rate risk, foreign currency risk, other price risk. Financial instruments affected by market risk include borrowings, trade receivable and trade payable.

e. Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of the Company’s financial instruments will fluctuate because of changes in market interest rates.The Company is exposed to risk due to interest rate fluctuation on its non-current and current borrowings with floating interest rate. Interest rate risk is determined by current market interest rates, projected debt servicing capability and view on future interest rate. Such interest rate risk is actively evaluated and is managed through portfolio diversification and exercise of prepayment/refinancing options where considered necessary.

f. Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company does not have significant foreign currency exposure.

g. Other price risk

The Company’s exposure to securities price risk arises from investments held by the Company and classified in the balance Sheet either at fair value through OCI or at fair value through profit and loss. Having regard to the nature of securities, intrinsic worth, intent and long term nature of securities held by the Company, fluctuation in their prices are considered acceptable and do not warrant any management.

Note 29.16:Previous year figures have been reclassified/regrouped to confirm the presentation requirements.

Ministry of Corporate Affairs (“MCA”) notifies new standard or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. On March 23, 2022, MCA amended the Companies (Indian Accounting Standards) Amendment Rules, 2022, applicable from April 1,2022, as below:

Ind AS 103 - Reference to Conceptual Framework

The amendments specify that to qualify for recognition as part of applying the acquisition method, the identifiable assets acquired and liabilities assumed must meet the definitions of assets and liabilities in the Conceptual Framework for Financial Reporting under Indian Accounting Standards (Conceptual Framework) issued by the Institute of Chartered Accountants of India at the acquisition date. These changes do not significantly change the requirements of Ind AS 103. The Company does not expect the amendment to have any significant impact in its financial statements.

Ind AS 16 - Proceeds before intended use

The amendments mainly prohibit an entity from deducting from the cost of property, plant and equipment amounts received from selling items produced while the company is preparing the asset for its intended use. Instead, an entity will recognise such sales proceeds and related cost in profit or loss. The Company does not expect the amendments to have any impact in its recognition of its property, plant and equipment in its financial statements.

Ind AS 37 - Onerous Contracts - Costs of Fulfilling a Contract

The amendments specify that that the ‘cost of fulfilling’ a contract comprises the ‘costs that relate directly to the contract’. Costs that relate directly to a contract can either be incremental costs of fulfilling that contract (examples would be direct labour, materials) or an allocation of other costs that relate directly to fulfilling contracts. The amendment is essentially a clarification and the Company does not expect the amendment to have any significant impact in its financial statements.

Ind AS 109 - Annual Improvements to Ind AS (2021)

The amendment clarifies which fees an entity includes when it applies the ‘10 percent’ test of Ind AS 109 in assessing whether to derecognise a financial liability. The Company does not expect the amendment to have any significant impact in its financial statements.

Ind AS 116 - Annual Improvements to Ind AS (2021)

The amendments remove the illustration of the reimbursement of leasehold improvements by the lessor in order to resolve any potential confusion regarding the treatment of lease incentives that might arise because of how lease incentives were described in that illustration. The Compan y does not expect the amendment to have any significant impact in its financial statements.

(vii) Details of Benami Property held : As per information and explanation given by the Management of the Company, there is no proceedings initiated or pending against the company for holding any Benami Property under the Benami Transaction (Prohibition Act 1988) and Rules made thereunder.

(viii) During the year, the Company has not availed any borrowings from banks or financial institutions on the basis of security of current assets, hence disclosure requirement is not applicable to the Company.

(ix) During the year ther is no charges pending required to be satisied with Registrar of Companies.

(xii) Utilisation of borrowed funds and Share Premium

a) During the year, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

b) During the year, no funds have been received by the Company from any persons or entities, including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, 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 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(xiii) Details of Crypto Currency or Virtual Currency

During the year the Company has not traded or invested in Crypto currency or Virtual Currency, hence disclosure requirment is not applicable to the Company.

(xiv) Compliance with number of layers of companies:

Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017

(xv) Compliance with approved Scheme(s) of Arrangements

Company has not prepared any Scheme of Arrangements in terms of section 230 to 237 of the Companies Act, 2013.

The notes referred to above are an integral part of Financial Statements.

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Mar 31, 2014

1. Terms attached to Equity Shares :

The Company has only one class of Equity Shares having a par value of Rs. 10/- per share.

Each holder of Equity shares is entitled to one vote per share.

In the event of liquidation of the Company, the holders of the equity shares would be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of the equity shares held by the shareholders.

2. As per the records of the Company including its Register of Shareholders / members and other declarations received from the shareholders regarding beneficial interest, the above shareholding represents both legal & beneficial ownership of the shares.

* Rs. 3990588/- (P.Y. Rs. 7806296/-) is secured by way of first charge of equitable mortgage of the immovable properties of the Company situated at Village Ognaj, Greenwood Lake Resort and building with Rajkot Nagarik Sahakari Bank Ltd. and additionally secured by personal guarantee of Chairman, Managing director, Director and two ex-directors of the Company.

* Rs. 17196626/- (P. Y. Rs. Nil) is secured by way of first charge of equitable mortage of the immovable Commercial property of the Company situated at Sunrise Centre-1, Drive-In Cinema Road, Thaltej with Canara Bank.

* Rs. 313694/- (P.Y. Rs. 675127/-) term loan from HDFC bank against hypothecation of vehicles financed and personal guarantee of the Chairman, Managing Director and ex-director of the Company.

* Rs. 626753/- (P. Y. Rs. 705891/-) term loan from State Bank of India against hypothecation of vehicles financed and personal gurantee of the Chairman, Managing Director and ex-director of the Company.

* Unsecured Loans:

The Unsecured Deposits/Loans, as informed, are from Directors and Directors'' relatives and are in terms of stipulation of the lender Bank - THE RAJKOT NAGRIK SAHAKARI BANK LTD.

3. Secured Loans :

* Rs. Nil (P.Y. Rs. 86,29,422/-) is secured by way of first charge of equitable mortgage of the immovable properties of the company situated at F.P. 530/TP1 Bodakdev, at Sun Rise Center, Ahmedabad with Axis Bank consisting Shop No. 26 & 25 AB and additionally secured by personal guarantee of Chairman, Managing Director, Director of the Company and ex-director of the Company, bearing Rate of Interest of 16.00% p.a. with monthly rests and is repayable on demand.

* Rs. 70,49,538/- (P.Y. Rs. Nil) is secured by way of Company''s Fixed deposit with Canara Bank amounting to Rs. 85,00,000/- (P. Y. Rs. Nil)

* Rs. 17272406/- (P. Y. Rs. 6509461/-) is secured by way of Company''s Fixed deposits with Rajkot Nagarik Sahakari Bank amounting to Rs. 2,00,23,627/- (P. Y. Rs. 1,50,00,000/-)

4. Based on the information available with the Company, there are no suppliers who are registered as micro, small or medium enterprises under "The Micro, Small and Medium Enterprises Development Act 2006" as at March 31st 2014 & 2013.

5. Balance confirmation not called for, are subject to confirmation and reconciliation, if any.

6. Long Term Loans and Advances :

Deposits made in earlier years to the Income tax authority against past disputed tax liabilities as on 31/03/2014, Rs. 3808836/- (P.Y. Rs. 3808836/-). However, vide Order dated 28/02/2012, the disputed assessment proceedings of A.Y. 1995-96, 1997-98, 2001-02 and 2002-03 were set aside. Further, during the year, the fresh assessment u/s 143(3) has been made and department has raised demand of Rs. 10087948/- besides interest. Rs. 9249807/-. However, the credit as shown above is not given by the department and is subject to confirmation, reconciliation and adjustment to Profit & Loss account if any.

Note: 9 : The Company has given on lease its Resort to Shangar Hospitality but due to non payment of lease rent, the Company has initiated legal action and the matter is subjudice, the recovery of rent is subject to final outcome of Court''s decision.

Note: 10 Events occuring after the Balance Sheet

The Company has vide lease deed with Shangar Hospitality given on lease its Resort with effect from 1st June 2013. However, since November 2013, the lessee has defaulted in clearing the payment and/or not paid lease rentals in terms of lease deed. The Company has taken legal action for recovery of the dues and vacating the Resort. The matter is subjudice and in the event of non recovery of dues, to the extent dues and other amount not received will affect the financial statement of the Company, the amount if any is subject to final Court verdict.

Year Ending Year Ending Particulars 31/03/2014 31/03/2013 (Figures in Rs.) (Figures in Rs.)

Note: 11 Contingent Liabilities & Commitments (to the extent not provided for)

A) Service Tax Liability Outstanding

(i) At CIT level - 547,939

(ii) At Appellate Tribunal Level 9,251,306 7,023,327

B) Income Tax Liability at CIT-(A) Level - -

Against order passed by ITAT set asiding the disputed assessment of A.Y. 1995-96, 1997-98, 2001-02, 2002-03. During the year the Income Tax department has made fresh assessment u/s 143(3) raising demand of Rs.10087948/- besides interest Rs. 9249807/- (Against which as per records of the Company, in past company has deposited Rs. 3808836/- is subject to confirmation/reconciliation by Income Tax Department)

C) Labour Laws 1,673,400 1,673,400

12 : The Company is also involved in certain litigation for lands acquired by it for Development purposes, either through agreements or through outright purchases. These cases are pending with various courts and are scheduled for hearings. After considering the circumstances and legal advice received, management believes that these cases will not adversely affect its financial statements. The liabilities, if any, are not ascertainable.

13 : The Company does not expect any reimbursement in respect of the above contingent liabilities and it is not practicable to estimate the timings of the cash out flows, if any, in respect of matters above pending and it is not probable that an outflow of resources will be required to settle the above obligations/claims.

Note : 14 Segment Reporting

For Management Purpose, the Company is currently organised into two major operating activities - 1) Resort and 2) Real Estate Business. These divisions are the basis on which the Company reports its primary segment information

(i) Segment assets and liabilities:

Company is having two segments of business and Assets and Liabilities could not be bifurcated segment wise.

(ii) Segment revenue and expenses

Segment revenue and expenses are taken directly as attributable to the segment. It does not include interest income on inter- corporate deposits, Profit on sale of investments, Interest expense, Provision for Contingencies and income-tax.

Note 15 - Lease

(i) Operating Lease: - Rental is expensed with reference to lease terms and other considerations.

Note 16 - Earning Per Share

Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders (after deducting preference dividends and attributable taxes) by the weighted average number of equity shares outstanding during the year. The weighted average number of equity shares outstanding during the year is adjusted for the events of bonus issue.

For the purpose of calculating diluted earning per share, net profit or loss for the year attributable to equity shareholders and weighted average number of shares outstanding during the year are adjusted for the effect of all dilutive potential equity shares Basic Earning per Share is disclosed in the profit and loss account. There is no Diluted Earnings per Share as there are no dilative potential equity shares.

Note 17 : Previous year figures have been regrouped/rearranged so as to make them comparable with current year''s figures.

Note 18 : The Provision for Current year''s Income Tax Rs. 2739587/-( Previous Year Rs. 2847502/-) has been made on estimated basis for the accounting year ended on 31/03/2014. The actual tax liabilities of the Company will be determined on the basis of taxable income of the Company for A.Y. 2014-15.

Note 19 : Based on the information available with the Company, there are no suppliers who are registered as micro, small or medium enterprises under "The Micro, Small and Medium Enterprises Development Act 2006" as at March 31st 2014.

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Mar 31, 2012

1. Figures of previous year have been regrouped / rearranged wherever necessary.

1.2 Terms attached to Equity Share

The Company has only one class of Equity Shares having a par value of Rs.10/- per share.

Each holder of Equity shares is entitled to one vote per share.

In the event of liquidation of the Company, the holders of the equity shares would be entitled to receive remaining assets of the company, after distribution of all preferential amounts.The distribution will be in proportion to the number of the equity shares held by the shareholders.

1.3 As per the records of the Company including its Register of Shareholder/members and other declaration received from the shareholders regarding beneficial interest, the above shareholding represent both legal & beneficial ownership of the shares

2.1 Secured loan above:-

Rs.11113085/- is secured by way of first charge of equitable mortgage of the immovable properties of the company situated at village Oganaj, Greenwood Lake resort and building with Rajkot Nag. Sah. Bank Ltd. and additionally secured by personal guarantee of Chairman, Managing directors and two other Directors of the Company.

Rs. 1100184/- term loan from HDFC bank against hypothecation of vehicles & equipment financed and personal guarantee of the Chaiman, Director and Managing Director of the company.

Unsecured loan above:-

The Unsecured Deposits/Loans, as informed, are from Directors and Director's relatives and are in terms of stipulation of the lender Bank -THE RAJKOT NAGRIK SAHAKARI BANK LTD.

3.1 Secured loan above:-

Rs. 63,69,241.21 is secured by way of first charge of equitable mortgage of the immovable properties of the company situated at F.P. 530/TP1 Bodakdev, at Sun Rise center, Ahmedabad with Axis Bank consisting Shop No. 26 & 25 AB and additionally secured by personal Guarantee of Chairman, Managing Director and Two Other Directors bearing Rate of Interest of 16.00% p.a. with monthly rests and is repayable on demand.

Short Term Loan from Banks and Others of previous year are personally guaranted by the Chairman and Managing Director.

4.1 Based on the information available with the company, there are no suppliers who are registered as micro, small or medium enterprises under"The Micro, Small and Medium Enterprises Development Act 2006" as at March 31 st 2011 and 2012.

5.1 Long-term loans and advances: .

Deposits made to the Income tax authority against past disputed tax liabilities as on 31/03/2012, Rs. NIL (P.Y. Rs 3608836).However, vide IncomeTax AppellateTribunal Order dated 28/02/2012, the disputed assessment proceedings of A.Y. 1995-96,1997-98,2001 -02 and 2002-03 have been set aside.The balance representsTax/lnterest paid till respective balance sheet date for which provisions were not made.

Year Ending Year Ending

Particulars 31/03/2012 31/03/2011

(Figures in Rs.) (Figures in Rs.)

Note: 6 Contingent Liabilities & Commitments (to the extent not provided tor)

Contingent liabilities and cormmitments (to the extent not provided for)

A) Service Tax Liability Outstanding .

(i) At CIT level 776,572 -

(ii) At AppellateTribunal 8,099,899 6,841,226

B)IncomeTax Liability Outstanding

At AppellateTribunal NIL 5,652,180

Vide IncomeTax Appellate Tribunal Order dated 28/02/2012, the disputed assessment proceedings of A.Y. 1995-96,1997-98,

2001-02 and 2002-03 have been set aside for which provisions were not made. Rs. Nil (Paid Rs. 38,08,836/-) (P.Y. Demand Rs. 92,61,016/- Paid Rs. 36,08,836/-)

(C) Labour Laws 1,673,400 1,673,400

(D) For SEBI Notice( Note No 29.01)

6.01: The Company has been in receipt of a show cause notice under Rule 4 of SEBI (Procedure for holding enquiry and imposing penalties by adjudicating officerr) Rule 1995. Company is in the process of participating in the enquiry proceedings and will endeavour the best to defend the case of the Company.The liability, if any, is not yet quantified.

6.02: The Company is also involved in certain litigation for lands acquired by it for Development purposes, either through agreements or through outright purchases.These case are pending with various courts and are scheduled for hearings. After considering the circumstances and legal advice received, management believes that these cases will not adversely effect its financial statements. The liabilities, if any, is not ascertainable.

6.03: The Company does not expect any reimbursement in respect of the above contingent liability and it is not practicable to estimate the timings of the Cash Out flows, if any, in respect of matters above pending and it is not probable that an outflow of resources will be required to settle the above obligations/claims.

Note: 7 Segment Reporting

For Management Purpose, the Company is currently organised into two major operating activities -1) Resorts and 2) Real Estate Business. These divisions are the basis on which the Company reports its primary segment information

(i) Segment assets and liabilities:

Company is having two segments of business and Assets and Liabilities could not be bifurcated segment wise.

(ii) Segment revenue and expenses

Segment revenue and expenses are taken directly as attributable to the segment. It does not include interest income on inter- corporate deposits, Profit on sale of investments, Interest expense, Provision for Contingencies and income-tax.

Note: 8 - Related Party Disclosure

A. List Related Parties and Relations

1. Subsidiaries, Fellow Subsidiaries and Associates

Sterling Resorts Private Limited

2. Key Management Personnel

- Mr. B. Kumar

- Mr. Ankit Mathur

- Mrs. Meeta Mathur

- Mrs. Kusum B. Kumar

- Mr. UmangVyas

- Mr. Kunal Mathur

- Mr. Minesh Surti

3. List of Relatives of Key Managerial Personnel and Enterprise over which Key Management Personnel and their relative excessive significant influence with whom transaction have taken place during the year

Greenwood Organiser & Engineer Pvt. Ltd.

Greenwood Recreation Pvt Ltd.

- Sterling Resorts Private Limited

- Madhu Mittal

- Madhu Agarwal -NipurAgarwal

- Umeshchandra Agarwal

- Siddharth Seth

- Om Kumar- HUF -B.Kumar(HUF)

- Manorama Agarwal

- Banwarilal charitableTrust

- M/S ArchitectYetinder Mathur

Note 9-Lease

(i) Operating Lease: - Rental is expensed with reference to lease terms and other considerations.

Notes:-

The company has taken on lease one villa in Sterling Resorts owned by Banvarilal Charitable trust.The total Lease rent paid on the same amounting to Rs. 90,000/- (RY. Rs. 90,000/-) is included under Other Expense. The minimum lease rentals payable in respect thereof are as follows:

- not later than one year Rs. 90,000/- .

- later than one year and not later than five years Rs. 450,000/-

- later than five years Rs. NIL

Lease payment recognised in profit and loss A/c for the period.

The total yearly lease payment is Rs. 90,000/- ,

Minimum lease per annum Rs. 90,000/-

Note 10 - Earning Per Share

Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders (after deducting preference dividends and attributable taxes) by the weighted average number of equity shares outstanding during the year. The weighted average number of equity shares outstanding during the year is adjusted for the events of bonus issue.

For the purpose of calculating diluted earning per share, net profit or loss for the year attributable to equity shareholders and weighted average number of shares outstanding during the year are adjusted for the effect of all dilutive potential equity shares

Basic Earning per Share are disclosed in the profit and loss account. There is no Diluted Earnings per Share as there are no dilative potential equity shares.

Note 11 : Previous year figures have been regrouped/rearranged so as to make them comparable with current year's figures.

Note 12 : The Provision for Current year's Income Tax Rs. 17,76,410/-( Previous Year Rs. 32,84,776/-) has been made on estimated basis for the accounting year ended on 31/03/2012.The actual tax liabilities of the company will be determined on the basis of taxable income of the Company for A. Y. 2012-13

Note 13 :Based on the information available with the company, there are no suppliers who are registered as micro, small or medium enterprises under"The Micro, Small and Medium Enterprises Development Act 2006" as at March 31 st 2012.

Note 14 :Till the year ended March 31 2012 the company was using pre revised schedule VI toThe Companies act 1956, for preparation and presentation of its financial statements. During the year ended March 31,2012, the revised schedule VI notified under the companies act 1956 has become applicable to the company. The company has reclassified previous year figure to conform to this year's classification. The adoption of revised schedule VI does not impact recognition and measurement principles followed by the company for preparation of financial statements. However, it significantly impacts presentation and disclosure made in the financial statements, particularly presentation of balance sheet.

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Mar 31, 2011

1. Figures of previous year have been regrouped / rearranged wherever necessary.

2. Directors Remuneration

3. Foreign Exchange Earning and Outgo

4. Service Tax Demand disputed and pending with Appellate Tribunal:- - Against Resort & Hotel Business: Rs. 23,03,073/- in which the company has deposited Rs. 1150000/- Service Tax Penalty Disputed and pending with Appellate Tribunal: - - Against Real Estate Business: Rs. 34,10,080/- - Against Resort & Hotel Business: Rs. 23,03,073/- 6. Looking to nature of business of the company, quantitative details of land and stores are note herewith furnished.

Statement pursuant to section 212 of Companies Act, 1956 relating to Subsidiary Company

1. Name of Subsidiary : Sterling Resorts Private Limited

2. Financial Year of Subsidiary Company ended on : 31/03/2011

3. Date from which it became Subsidiary : 06/05/1986

4. Number of shares held by Sterling Greenwoods Limited : 64179 Equity shares of Holding Company) with its nominees in Rs. 10/- each fully paid up The Subsidiary at the end of the Financial Year of the Subsidiary

5. Extent of Shareholding interest of Holding Company : 95.08 At the end of the Financial year of the Subsidiary

Note : The subsidiary company has not commence its business activity hence details of profit & loss figures are not given.

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Mar 31, 2010

AS -4 - Contingencies and Events occurring after Balance sheet date.



Sr. No. Particulars Amount (Rs.)

1 Contingent Liabilities Nil

2 Liabilities Disputed under Income Tax Nil

3 Estimated Amount of Contracts remaining to be executed on Capital accounts and Nil not provided for

4 Material Events occurring after Balance sheet date are taken into cognizance. There have been no material changes or events since the date of balance sheet affecting financial statements as on the Balance sheet date. Further, the dates of Balance sheet, no events or circumstances have occurred, though properly excluded from the accounts, are of such importance that they ohould be disclosed through any medium.

- AS - 5 - Net Profit and Loss for the period, extra ordinary items and change in accounting policy.

1 Net Profit for the period

All items of income and expense in the period are included for determination of net profit of the year unless specifically mentioned elsewhere in the financial statements or required by an Accounting Standard. Prior period items, extra ordinary items and changes in accounting policy are disclosed only if those have material impact on the affairs of the company.

2 Prior Period items: All material items of Income/Expenditure pertaining to prior period and expenses to subsequent period are accounted separately.

3 Extra ordinary Items : Nil

4 Accounting Policies

The company has consistently followed accounting polices and there are no material changes in accounting policy of the company from that followed in previous year.

- AS - 6 - Depreciation Accounting

a) The Gross Block of fixed assets is stated at cost of acquisition or construction including any cost attributable to bringing the assets to their working condition for their intended use.

b) Depreciation on fixed assets is provided on Straight Line Basis at the rate prescribed in Schedule XIV to the Companies Act, 1956. On additions of Assets the depreciation is charged at full rate on additions made before 30 September 2010. The addition made afterwards is charged at half rate.

- AS -10 - Accounting of Fixed Assets

Fixed Assts reflected in the financial statements are stated at their cost of acquisition including taxes, duties (Net of Refunds) and other identifiable direct charges incurred upto date the asset is put to use less accumulated depreciation where charged.

- AS -13 - Accounting for Investments:-

The investments of the company are classified in to investments held for maturity and investment held other than for maturity. The company values its investments held for maturity at cost price ignoring any changes in the market price of the same. However, if change in value is on permanent basis, the same is recognized as profit or loss in profit and loss account. While investment held for other than maturity is valued at Market price by recognizing the same in profit and loss account.

- AS -15 - Accounting for retirement benefits

Contribution made to defined contribution retirement benefit plans viz Provident fund, Gratuity fund (through LIC Group Gratuity Scheme), which are recognized as expenses as they fall due and paid. All the above expenditures are debited to profit and loss account. However, the company has not made any provision of leave encashment during year.

- AS-17-Segment Reporting

(B) Segment accounting policies:

In addition to the significant accounting policies applicable to the business segment as set out in notes to the accounts, the accounting Policies in relation to segment accounting are as under: (a) Segment assets and liabilities:

Company is having two segments of business and Assets and Liabilities could not be bifurcated segment wise.

(b) Segment revenue and expenses

Segment revenue and expenses are taken directly as attributable to the segment. It does not include interest income on inter- corporate deposits, Profit on sale of investments, Interest expense, Provision for Contingencies and income-tax

AS -18 - Related Party Disclosure

A. List Related Parties and Relations

1. Subsidiaries, Fellow Subsidiaries and Associates

- Sterling Resorts Private Limited

2. Key Management Personnel



- Shri B. Kumar - Smt. Kusum B.Kumar

- Smt. Meeta Mathur - Mr. Anurag Agarwal

- Mr. Kunal Mathur - Mr. Ankit Mathur

- Mr. Umang Vyas - Mr. P. V. R. N. Iyer

- Mr. Jitendra Vyas



3. List of Relatives of Key Managerial Personnel and Enterprise over which Key Management Personnel and their relative excessive significant influence with whom transaction have taken place during the year

- Greenwood Recreation Pvt. Ltd. - Greenwood Organiser & Engineer Pvt. Ltd.

- Sterling Resorts Private Limited - B.Kumar

- Ankit Mathur - Kusum Kumar

- B.Kumar(HUF) - MeetaMathur

- Gaurav Mittal - Om Kumar - HUF

- P.N. Zutshi - Madhu Mittal - Manorama Agarwal - Radha Mittal

- Umeshchandra Agarwal - A & A Associates

- Paksh Developers Private Limited



AS-21 - Consolidated Financial Statements

Company is having a fully owned subsidiary namely "STERLING RESORTS PRIVATE LIMITED" Consolidated Balance

Sheet has been prepared accordingly.

AS - 22 - Accounting for Taxes on Income

Provision for current income taxes is made on taxable income at the rate applicable to the relevant assessment year.

There are deferred tax assets as calculated. However company has not recognized & provided provisions for the assets in the books of accounts.

AS - 28-Impairment of Assets

The carrying value of fixed assets is evaluated whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. There is no impairment loss recognized or identified during the reporting period.

AS - 29- Provisions, Contingent Liabilities and Contingent Assets

Contingent liabilities are not provided for but are disclosed after a careful evaluation of facts and legal aspects of the matter involved. In general, liabilities and contingencies are provided for it. If, in the opinion and at the discretion of the management, there are reasonable prospects of such liabilities crystallizing or future outcome of such contingencies is likely to be materially detrimental to business.

Income Tax Liabilities (For the Asst. Year 1995-96) of which appeal by Income Tax Department is pending before the Income Tax Appellate Tribunal against the demand reduced by the C.I.T. Company is contingently liable for the amounting of Rs.92,61,016/-. Company has not made the provisions for the above nor it has provided demand of interest U/s. 220 amounting of Rs.2,00,000 paid during the year accounted with Advance Income Tax.