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BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED ANNUAL REPORT 20152016
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Page 1: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED 

 

    

ANNUAL REPORT 2015‐2016 

Page 2: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

NOTICE Notice is hereby given that the First Annual General Meeting of Brigade (Gujarat) Projects Private Limited will be held at 12.00 p.m. on Tuesday, 30th August, 2016 at the Board Room, 30th Floor, World Trade Center, Brigade Gateway Campus, 26/1, Dr.Rajkumar Road, Malleswaram-Rajajinagar, Bangalore- 560055 to transact the following business: ORDINARY BUSINESS 1. To receive, consider and adopt the Audited Balance Sheet and Audited Profit & Loss

Account for the financial year ended 31st March, 2016 and the reports of the Board of Directors and the Auditors thereon.

2. To appoint a Director in place of Mr. M.R.Jaishankar (DIN: 00191267), who retires by

rotation and being eligible, offers himself for re-appointment. 3. To consider and, if thought fit, to pass with or without modification(s), the following

resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section 139 read with Rule 3 of the Companies (Audit and Auditors) Rules, and all other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modification(s) or re-enactment thereof for the time being in force) and based on the recommendations of the Board, approval of the Shareholders be and is hereby accorded to appoint of M/s. S. Janardhan & Associates, Chartered Accountants (ICAI Firm Registration 005310S) as the Statutory Auditors of the Company from the conclusion of this First Annual General Meeting until the conclusion of Sixth Annual General Meeting subject to annual ratification by the members at every Annual General Meeting and authorizing the Board of Directors of the Company to fix the remuneration of the Statutory Auditors in consultation with them.”

SPECIAL BUSINESS 4. To consider and if thought fit, to pass with or without modification(s) the following

resolution as an Ordinary Resolution:

“RESOLVED THAT, pursuant to Section 149, 152 and other applicable provisions of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), Mr. Vishal K Mirchandani (DIN: 06423035), who was appointed as an Additional Director of the Company by the Board of Directors with effect from 24th July, 2015 and who holds office until the date of this Annual General Meeting in terms of Section 161 of the Companies Act, 2013 and in respect of whom the Company has received a notice in writing under Section 160 of the Companies Act, 2013 from a member proposing his

Page 3: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

candidature for the office of Director, be and is hereby appointed as a Director of the Company liable to retire by rotation.”

Place: Bangalore By order of the Board Date: 27th April, 2016 For Brigade (Gujarat) Projects Private Limited

Sd/- M. R. Jaishankar

Director DIN: 00191267 Registered Office 29th Floor, World Trade Center, Brigade Gateway Campus, 26/1, Dr. Rajkumar Road, Malleswaram-Rajajinagar Bangalore-560055 NOTES:

1. A MEMBER ENTITLED TO ATTEND AND VOTE IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF / HERSELF AND THE PROXY NEED NOT BE A MEMBER.

2. Proxies in order to be effective must be received at the Registered Office

of the Company not less than forty eight hours before this Annual General Meeting.

Page 4: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Statement pursuant to Section 102 of the Companies Act, 2013:

Item No.4:

Pursuant to provisions of Section 161(1) of the Companies Act, 2013 and the Articles of Association of the Company, the Board of Directors have appointed Mr. Vishal K Mirchandani (DIN: 06423035) as an Additional Director of the Company with effect from 24th July, 2015 to hold office up to the date of the ensuing Annual General Meeting. The Company has received notice in writing under the provisions of Section 160 of the Companies Act, 2013, from a member along with the deposit of requisite amount under Section 160 of the Act proposing the candidature of Mr. Vishal K Mirchandani for the office of Director of the Company. None of the Promoters, Directors, Key Managerial Personnel or their relatives are interested, financial or otherwise, if any in the Resolution No.4 of the accompanying Notice except to the extent of their Shareholding, if any in the Company. The Board recommends the Ordinary Resolution set out at Item No.4 of the Notice for approval by the Shareholders.

Place: Bangalore By order of the Board Date: 27th April, 2016 For Brigade (Gujarat) Projects Private Limited

Sd/- M. R. Jaishankar

Director DIN: 00191267 Registered Office 29th Floor, World Trade Center, Brigade Gateway Campus, 26/1, Dr. Rajkumar Road, Malleswaram-Rajajinagar Bangalore-560055

Page 5: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

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BOARD’S REPORT Dear Members We have pleasure in presenting the First Annual Report on business and operations of the Company together with the Audited Statement of Accounts for the financial year ended 31st March, 2016. FINANCIAL HIGHLIGHTS:

(in Rupees)

Particulars

26th March, 2015 to 31st March, 2016

Total Income - Total Expenses 46,92,073 Profit/(Loss) before tax (46,92,073) Income Tax - Minimum Alternative Tax Credit - Deferred Tax Charge (14,23,400) Net Profit/(Loss) after Tax (32,68,673) Balance in Profit & Loss Account brought forward from previous year

-

Balance carried to Balance Sheet (32,68,673) FINANCIAL & OPERATIONAL OVERVIEW: Your Company was incorporated on 26th March, 2015, and this is the first financial year of the Company is from 26th March, 2015 to 31st March, 2016. Due to this there are no comparative financial statements for the corresponding period in the previous year. Your Company will develop a commercial project in Gujarat International Finance Tec-City (GIFT) and the construction of the project will commence in the next financial year. SUBSIDIARIES AND ASSOCIATES: The Company is a subsidiary of Brigade Enterprises Limited. There are no subsidiaries / associates during the year. TRANSFER TO RESERVES & DIVIDEND: Since the Company has not commenced its operations there are no profits which are available for transferring to reserves or for recommending any Dividend.

Page 6: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

2

FIXED DEPOSITS: The Company has not accepted any deposits in terms of Chapter V of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014, during the year and accordingly, no amount is outstanding as on the Balance Sheet date. SHARE CAPITAL: The Company has Incorporated on 26th March, 2016 with having Authorised Share Capital of Rs.1,00,00,000/- (Rupees One Crore Only) divided into 10,00,000 (Ten Lakhs) Equity Shares of Rs.10/- (Rupees Ten Only) each and Paidup Share Capital of Rs.1,00,00,000/- (Rupees One Crore Only) divided into 10,00,000 (Ten Lakhs) Equity Shares of Rs.10/-(Rupees Ten Only) each. Subsequently, the Authorised Share Capital was increased from the Existing Rs.1,00,00,000/- (Rupees One Crore Only) divided into 10,00,000 (Ten Lakhs) Equity Shares of Rs.10/- (Rupees Ten Only) each to Rs.2,00,00,000/- (Rupees Two Crores Only) divided into 20,00,000 (Twenty Lakhs) Equity Shares of Rs.10/- (Rupees Ten Only) Each. During the year the Paid up Share Capital was increased from the Existing Rs.1,00,00,000/- (Rupees One Crore Only) divided into 10,00,000 (Ten Lakhs) Equity Shares of Rs.10/-(Rupees Ten Only) each to Rs.1,25,00,000/- (Rupees One Crore Twenty Five Lakhs Only) divided into 12,50,000 (Twelve Lakhs Fifty Thousand) Equity Shares of Rs.10/- (Rupees Ten Only) Each due to allotment of 2,50,000 Equity Shares to the existing Shareholders of the Company on 31st March, 2016 on a rights basis. DEBENTURES: During the year under review, the Company has not issued any Debentures. As on date, the Company does not have any outstanding Debentures. BOARD OF DIRECTORS: The Board of Directors of the Company comprises of 3 directors of which all are Non-Executive Directors. The composition of the Board of Directors is in due compliance of the Companies Act, 2013. The Board of Directors at their meeting held on 24th July, 2015 have appointed Mr. Vishal K Mirchandani (DIN: 06423035) as Additional Director of the Company in the category of Non-Executive Director, with effect from 24th July, 2015. He hold office upto the date of the ensuing Annual General Meeting. The Company has received a notice in writing, under Section 160 of the Companies Act, from a Members along with a cheque of Rs.1 lakh each, in favour of the Company proposing the candidature of Mr. Vishal K Mirchandani as Director of the Company. In accordance with the Articles of Association of the Company and the provisions of Section 152(6)(e) of the Companies Act, 2013, Mr. M.R. Jaishankar (DIN: 00191267), Director

Page 7: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

3

of the Company will retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for reappointment. None of the Directors of the Company are disqualified under Section 164(2) of the Companies Act, 2013. BOARD MEETINGS: During the year under review, the Board of Directors of the Company met 5 times on the following dates: Dates on which Board Meetings were Held

Total Strength of the Board No of Directors Present

22nd April,2015 2(Two) 2(Two) 24th July,2015 3 (Three) 3 (Three) 16th October,2015 3 (Three) 3 (Three) 21st January, 2016 3 (Three) 3 (Three) 31st March, 2016 3 (Three) 3 (Three)  ATTENDANCE OF DIRECTORS AT BOARD MEETINGS:  The Board of Directors of the Company have attended the Board Meetings as per the following details:

Name of the Director Board meetings attended in the financial year 2015-2016

Mr. M.R. Jaishankar 5 (Five) Ms. Nirupa Shankar 5 (Five) Mr. Vishal Mirchandani 4 (Four)

POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION: The Directors of the Company are appointed by the members at annual general meetings in accordance with the provisions of the Companies Act, 2013 and the rules made thereunder. There is no remuneration paid to any directors and the directors are not entitled for any sitting fees for attending the meetings of the Board. DIRECTORS’ RESPONSIBILITY STATEMENT: The Board of Directors hereby confirms that:

Page 8: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

4

a) in the preparation of the annual financial statements for the year ended 31st March, 2016,

the applicable accounting standards have been followed along with proper explanation relating to material departures;

b) the Directors had selected such accounting policies and applied them consistently and made

judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period;

c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) the annual financial statements have been prepared on a going concern basis; e) there are proper systems to ensure compliance with the provisions of all applicable laws

were in place and were adequate and operating effectively. KEY MANAGERIAL PERSONNEL: The provisions relating to Key Managerial Personnel in accordance with the provisions of Section 203 of the Companies Act, 2013 is not applicable for the financial year 2015-16. PARTICULARS OF EMPLOYEES: Particulars pursuant to section 134 read with the Rule 5(2) & 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 of the Companies Act, 2013 is not applicable as the Company doesn’t have any employees during the year under review. STATUTORY AUDITORS: M/s. S. Janardhan & Associates, Chartered Accountants (ICAI Firm Registration 005310S) Auditors have conveyed their consent & eligibility to be appointed as the Statutory Auditors of the Company for a period of 5 years till the conclusion of Sixth Annual General Meeting, subject to annual ratification by the members of the Company in terms of Section 139 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014. There are no qualifications or adverse remarks in the Statutory Auditors’ Report for the financial statements for the year ended 31st March, 2016 which require any explanation from the Board of Directors.

Page 9: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

5

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS: There are no Investments shall be made or loan or guarantee given by the Company during the financial year 2015-16. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES: The related party transactions undertaken during the financial year 2015-16 as detailed in Notes to Accounts of the financial Statements and which are carried at arms length basis and in the normal course of business. EXTRACT OF ANNUAL RETURN: In terms of Section 92 (3) of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014, the extract of the Annual Return of the Company for the financial year 2015-16 in Form No. MGT-9 is appended as Annexure-1 to this Report.

MATERIAL CHANGES AND COMMITMENTS: There were no material changes and commitments for the period under review, which significantly affects the financial position of the Company. SIGNIFICANT OR MATERIAL ORDER: During the financial year under review, no significant and material orders were passed by the regulators or courts or tribunals impacting the going concern status and the Company’s operations in the future. INTERNAL FINANCIAL CONTROL SYSTEMS: The Company has adequate internal financial control systems in place with reference to the financial statements. During the year under review, these controls were evaluated and no significant weakness was identified either in the design or operation of the controls. RISK MANAGEMENT: The Board of Directors have been entrusted with the responsibility for establishing policies to monitor and evaluate risk management systems of the Company. The business risks identified are reviewed and a detailed action plan to mitigate identified risks is drawn up and its implementation monitored. The key risks and mitigation actions will also be placed before the Board of Directors of the Company on a periodic basis.

Page 10: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

6

CORPORATE SOCIAL RESPONSIBILITY: The provisions relating to Corporate Social Responsibility are not applicable to the Company as on 31st March, 2016. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

A. CONSERVATION OF ENERGY: The company has not commenced the operations and therefore there is no consumption of energy. B. TECHNOLOGY ABSORPTION: NIL C. FOREIGN EXCHANGE EARNINGS AND OUTGO: During the year under review, the Company has neither earned nor used any foreign exchange. HUMAN RESOURCES: There are no employees on the rolls of the Company at present. ACKNOWLEDGEMENTS: The Directors wish to place on record their appreciation and sincere thanks to all the stakeholders for the continued support and patronage. We look forward to your support and co-operation as the Company is entering the next league of growth.

By Order of the Board For Brigade (Gujarat) Projects Private Limited

Sd/- Sd/- Place: Bangalore M.R. Jaishankar Vishal Mirchandani Date: 27th April, 2016 Director Director

DIN: 00191267 DIN: 06423035

Page 11: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

1

2

3

4

5

6

7

1

Name and Address of the company Applicable Section

2(46)

Demat Physical Total % of Total Shares

Demat Physical Total % of Total Shares

- - - 0.00% - - 0.00% 0.00%

- - - 0.00% - - 0.00% 0.00%

- - - 0.00% - - 0.00% 0.00%

- - - 0.00% 12,50,000 12,50,000 100.00% 0.00%

- - - 0.00% - - 0.00% 0.00%

- - - 0.00% - - 0.00% 0.00%

- - - 0.00% 12,50,000 12,50,000 100.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - 12,50,000 12,50,000 100.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

- - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

f) Any other

TOTAL (A)

Sub Total (A) (2)

d) Any other

c) Bodies Corp.

b) Other Individuals

0.00%

a) NRI Individuals

(2) Foreign

Sub Total (A) (1)

- 0.00% - 0.00%

- - - 0.00% - - -

- - - - 0.00%

Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014.

(All the business activities contributing 10 % or more of the total turnover of the company shall be stated)

Whether listed company

Category/Sub-category of the Company

IV. SHAREHOLDING PATTERN

Company Limited by Shares

d) State Govt(s)

e) Venture Capital Funds

h) Foreign Venture Capital Funds

f) Insurance Companies

% to total turnover of the company

Real Estate 681 100%

% of Shares held

100%

CIN/GLNBrigade Enterprises Limited

29th & 30thFlr,World Trade Center,26/1,Brigade Gateway, Dr. Rajkumar Road, Malleswaram-Rajajinagar, Bangalore-

560 055

Holding /Subsidiary/Associate

L85110KA1995PLC019126 Holding Company

EXTRACT OF ANNUAL RETURN

FORM NO. MGT 9

(Equity share capital breakup as percentage of total equity)(i) Category-wise Share Holding

g) FIIs

i) Others (specify)

Sub-total (B)(1):-

No. of Shares held at the end of the year % Change during the year

Category of Shareholders

No. of Shares held at the beginning of the year

S. No. Name and Description of main products / services

Address of the Registered office & contact details

Name, Address & contact details of the Registrar & Transfer Agent, if

Indian Non - Government Company

II.  PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

I.  REGISTRATION & OTHER DETAILS:

0.00%

As on financial year ended on 31.03.2016

CIN

29th Floor, World Trade Center, Brigade Gateway Campus, 26/1, Dr.Rajkumar Road, Malleswaram-Rajajinagar, Bangalore - 560055 Tel: 91 80 41379200Email: [email protected]

NA

U70100KA2015PTC079490

26th March, 2015

Brigade (Gujarat) Projects Private Limited

e) Banks / FI

d) Bodies Corp.

c) State Govt(s)

b) Central Govt

a) Individual/ HUF

(1) Indian

A. Promoters

c) Central Govt

b) Banks / FI

a) Mutual Funds

1. Institutions

B. Public Sh h ldi

NIC Code of the Product/service

Registration Date

Name of the Company

ANNEXURE-1

III.     PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

Page 12: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

‐ ‐ 0.00% - - 0.00% 0.00%

0.00% - - 0.00% 0.00%

- 0.00% - - 0.00% 0.00%

- -

- - - - - -

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - - -

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - 0.00% 0.00%

- - - 0.00% - - - 0.00% 50.00%

- - - 0.00% - - - 0.00% 50.00%

- - - 0.00% - 12,50,000 12,50,000 100.00% 25.00%

(ii) Shareholding of Promoter

No. of Shares % of total Shares of the

company

% of Shares Pledged/

encumbered to total shares

No. of Shares % of total Shares of the company

% of Shares Pledged /

encumbered to total shares

1 ‐ 0.00% - 1249900 100.00% - 0.00%

2 ‐ 0.00% - 50 0.00% - 0.00%

3 ‐ 0.00% - 50 0.00% - 0.00%

(iii) Change in Promoters’ Shareholding (please specify, if there is no change)

01.04.2015 0.00%

100.00%

31.03.2016 100.00% 100.00%

(iv) Shareholding Pattern of top ten Shareholders : NIL

(Other than Directors, Promoters and Holders of GDRs and ADRs)

(v) Shareholding of Directors and Key Managerial Personnel:

1

01.04.2015

0.00%

31.03.2016 0.00% 0.00%

-

Foreign Nationals

-

-

- 0.00% - -

SN

Directors

Employees

HUF

Non Resident Indians

c) Others (specify)

a) Bodies Corp.

Overseas CorporateBodies

- - -

0.00%

b) Individuals

2. Non-Institutions

i) Indian

ii) Overseas

0.00%

- -

i) Individual shareholders holding nominal share capital upto Rs. 1 lakh

ii) Individual shareholders holding nominal share capital in excess of Rs 1 lakh

-

0.00%

-

0.00% -

0.00%C. Shares held by Custodian for GDRs & ADRs

- - - 0.00%

SN Shareholding of each Directors and each Key Managerial Personnel

Date Reason Shareholding at the beginning of the year Cumulative Shareholding during the year

-

Reason Shareholding at the beginning of the year Cumulative Shareholding during the year

No. of shares % of total shares No. of shares % of total shares

Changes during the year 12,50,000

At the end of the year 12,50,000 12,50,000

Ms. Nirupa Shankar

Date

SN Shareholder’s Name Shareholding at the beginning of the year Shareholding at the end of the year % change in shareholding during the

year

- 0.00% 0.00%

Foreign Bodies - D R

Sub-total (B)(2):-

Total Public (B)

Grand Total (A+B+C)

Clearing Members

Trusts

Brigade Enterprises Ltd.

At the beginning of the year

Mr. M.R. JAISHANKAR

Mr. M.R. Jaishankar

At the beginning of the year

Particulars

Changes during the year

No. of shares % of total shares No. of shares % of total shares

At the end of the year 50 50

50

Page 13: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

2

01.04.2015

0.00% 0.00%

31.03.2016 0.00% 0.00%

V. INDEBTEDNESS:

(Amt. Rs./Lacs)

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNELA. Remuneration to Managing Director, Whole-time Directors and/or Manager: NIL

B. Remuneration to other Directors: NIL

C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD: NIL

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Penalty

Punishment

Compounding

Penalty

Punishment

Compounding

Penalty

Punishment

Compounding

A. COMPANY

B. DIRECTORS

C. OTHER OFFICERS IN DEFAULT

NIL

-

Total (i+ii+iii)

Change in Indebtedness during the financial year

- - -

- - -

Indebtedness at the beginning of the financial year

i) Principal Amount

ii) Interest due but not paid

iii) Interest accrued but not due

Secured Loans excluding deposits

-

-

-

- - -

-

-

-

Type Section of the Companies Act

Brief Description Details of Penalty / Punishment/ Compounding

fees imposed

Authority [RD / NCLT/ COURT] Appeal made, if any (give Details)

ii) Interest due but not paid

Total (i+ii+iii)

Indebtedness at the end of the financial year

- - - -

- -

- -

- -

-

-

At the end of the year 50 50

* Addition

* Reduction - -

Particulars

- -

Unsecured Loans Deposits Total Indebtedness

-

- -

-

Indebtedness of the Company including interest outstanding/accrued but not due for payment.

-

Net Change

i) Principal Amount

-

iii) Interest accrued but not due

- -

MS. NIRUPA SHANKAR

At the beginning of the year

50Changes during the year

Page 14: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

S. JANARDHAN & ASSOCIATES CHARTERED ACCOUNTANTS

Apt. No.103 & 106 VIJAY BHAT1A, B.com., F.C. A., Embassy Centre BALAKRISHNA S.BHAT, B.com., F.C.A., No.11, Crescent Road

B. ANAND, B.Sc.,F.C.A., Bangalore - 560 001

Phone :22265438, 22260055 22202709 Fax: 22265572

E-mail : [email protected]

Independent Auditor's Report To the Members of Brigade (Gujarat) Projects Private Limited

Report on the Financial Statements

We have audited the accompanying financial statements of Brigade (Gujarat) Projects Private Limited ('the Company'), which comprise the balance sheet as at 31 March 2016, the Statement of Profit and Loss and the Cash Flow Statement for the period commencing from 26'h March 2015 to 31 March 2016, and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation and presentation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit.

We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered Accountants of India. Those Standards and pronouncements require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation of the financial statements.

„ n & A,

We believethaj e audi fislelice we have obtained is sufficient and appropriate to provide a basis

_lore k "4:1" 00 •

Page 15: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

for our audit opinion on the financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2016 and its loss and its cash flows for the period commencing from 26th March 2015 to 31' March 2016.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2016 ("the Order") issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure A, a statement on the matters specified in the paragraph 3 and 4 of the order.

2. As required by Section 143 (3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

(b) in our opinion proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

(c) the balance sheet, the statement of profit and loss and the cash flow statement dealt with by this Report are in agreement with the books of account;

(d) in our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

(e) on the basis of the written representations received from the directors as on 31 March 2016 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2016 from being appointed as a director in terms of Section 164 (2) of the Act;

(f) with respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in "Annexure B"; and

(g) with respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company did not have any pending litigations as at 31st March 2016 which have an impact on its financial position in its financial statements;

ii. The Company did not have any long term contracts including derivative contract for which there were any material foreseeable losses;

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

for S.Janardhan and Associates Chartered Accountants Firm's regisTtion number: 005310S

Partner

Fos 6:33n 8; aAts„.0,;

B. nand (r) 60 0:::,,) .4., * 5

Membership number: 029146 v

'--Zered Bangalore

27th April 2016

Page 16: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Annexure - A to the Auditors' Report

The Annexure referred to in Independent Auditors' Report to the members of the Company on the financial statements for the year ended 31 March 2016, we report that:

(i) (a) The Company had no fixed assets during the year except for certain items under capital work in progress and hence provisions of para b and c of this order are applicable only to that extent.

(b) The Company has a regular programme of physical verification of its capital work in progress by which they are verified in a phased manner over a period of three years. In accordance with this programme, certain fixed assets under the capital work in progress were verified during the year and no material discrepancies were noticed on such verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the company had no immovable properties.

(ii) (a) The inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.

(b) The procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.

(iii) The Company had not granted any loan secured or unsecured to any companies, firms or other parties as covered in the register maintained under section 189 of the Companies Act, 2013 and hence the provisions of clause (iii) (a) to (c) of the said Order are not applicable.

(iv) In our opinion and according to the information and explanations given to us, the Company has not made any loans and investments and given guarantees and hence the provisions of section 185 and 186 of the Act, are not applicable to the company.

(v) The Company has not accepted any deposits from the public.

(vi) The Central Government has not prescribed the maintenance of cost records under section 148(1) of the Act, for any of the services rendered by the Company.

(vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including income-tax, cess and other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities. As explained to us, the Company did not have any dues on account of employees' state insurance, provident fund, service tax, duty of customs duty of excise, sales tax and value added tax.

According to the information and explanations given to us, no undisputed amounts payable in respect of income tax, sales tax, value added tax, service tax, cess and other material statutory dues were in arrears as at 31 March 2016 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no material dues of income tax, sales tax, duty of excise, service tax , value added tax and duty of customs which have not been deposited with the appropriate authorities on account of any dispute.

does not have any loans or borrowings from any financial institution, banks, debenture holders during the year. Accordingly, paragraph 3(viii) of the Order

—I 1,..% ,g1 • e i cf> 56C, et0A

cl N

24.

(viii) The

Page 17: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

is not applicable.

(ix) The Company did not raise any money by way of initial public offer or further public offer (including debt instruments) and term loans during the year. Accordingly, paragraph 3 (ix) of the Order is not applicable.

(x) According to the information and explanations given to us, no material fraud by the Company or on the Company by its officers or employees has been noticed or reported during the course of our audit.

(xi) According to the information and explanations give to us and based on our examination of the records of the Company, the Company has not paid/provided for managerial remuneration. Accordingly, paragraph 3 (xi) of the Order is not applicable.

(xii) In our opinion and according to the information and explanations given to us, the Company is not a nidhi company. Accordingly, paragraph 3(xii) of the Order is not applicable.

(xiii) According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.

(xiv) According to the information and explanations give to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.

(xv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into any non-cash transactions with directors or persons connected with him. Accordingly, paragraph 3(xv) of the Order is not applicable.

(xvi) The Company is not required to be registered under section 45-1A of the Reserve Bank of India Act 1934.

for SJanardhan and Associates Chartered Accountants Firm's registra on number: 005310S -

on 0, 4,4, 384 p. 0 \

B.A

nand 760 . Partner

WAngatore

Membership number: 029146 ‘ ,5

Bangalore 27th April 2016

Page 18: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Annexure - B to the Auditors' Report

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")

We have audited the internal financial controls over financial reporting of Brigade (Gujarat) Projects Private Limited ("the Company") as of 31 March 2016 in conjunction with our audit of the financial statements of the Company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India ('ICAP). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable fmancial information, as required under the Companies Act, 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the "Guidance Note") and the Standards on

Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company's internal financial controls system over financial reporting.

•• tt, r oc,. e vs.

alore esng r,60 00A

v. z=f/ ".s%

Page 19: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31 March 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

for S.Janardhan and Associates Chartered Accountants Firm's registration number: 005310S on ''--

4.0c>ciNti

6alore B.Anand . laert ops,

tn 000A • I 56 •-"-' Partner *

Membership number: 029146

Bangalore 27th April 2016

Page 20: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

"TM iGADE (GUJARAT) PROJECTS PRIVATE LIMITED

TH FLOOR, WTC BANGALORE, NO.26/1, BRIGADE GATEWAY

RAJKUMAR ROAD, RAJAJINAGAR-MALLESWARAM, BANGALORE -55

CIN: U70100KA2015PTC079490

Balance Sheet as at 31st March 2016

(Amount in Ruvees)

Particulars Note No. As at

31st March 2016 EQUITY AND LIABILITIES

Shareholders funds

Share capital 3 12,500,000 Reserves and surplus 4 (3,268,673)

Non-current liabilities

Long Term Borrowings 5 - Long Term Provision 6 -

Current liabilities

Trade payables 7 1,128,600 Other Current Liabilities 8 363,473 Short-Term provisions 9 - Total 10,723,400 ASSETS

Non-current assets

Fixed assets

Tangible assets 10-A Intangible assets 10-B - Capital work-in-progress 10-C 5,446,597 Non-current investments - Deferred Tax Asset (Net) 11 1,423,400 Long-term loans and advances 12 4,125 Other Non-current assets 13 - Current assets

Inventories 14 1,883,704 Trade receivables 15 - Cash and cash equivalents 16 594,849 Short-term loans and advances 17 1,370,725 Other current assets 18 -

Total 10,723,400

The accompanying notes are an integral part of the financial statements

For and on behalf of the Board of Directors of As per our report of even date BRIGADE( GUJARAT) PROJECTS PRIVATE LIMITED For S.Janardhan and Associates

Bangalore

27th April 2016

LINA,vv.hltvV"

Vishal K Mirchandani

Director

Firms' Registriation Nb.,0q5310S jrp„

B.Anand \

-,s00

k . c..,.., , y „,, ,......,t„, j

,. -, . N c. Partner

Membership No. 0-'279iUff-J.2"

Page 21: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Summary of significant accounting policies

The accompanying notes are an integral part of the financial statements

For and on behalf of the Board of Directors of

BRIGADE( GUJARAT) PROJECTS PRIVATE LIMITED

4tAIN A, Vishal K Mirchandani

Director

Date: 27th April 2016

BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

30TH FLOOR, WTC BANGALORE, NO.26/1, BRIGADE GATEWAY

DR. RAJKUMAR ROAD, RAJAJINAGAR-MALLESWARAM, BANGALORE -55

CIN: U70100KA2015PTC079490

Statement of Profit and Loss for the Period 26th March 2015 to 31st March 2016

(Amount in Rupees)

Particulars Note No. For the period 26th March 2015 to 31st

March 2016

Revenue from operations 19 - Other Income (Interest & Mis Income) 20 -

Total revenue -

Expenses:

Cost of Raw Material, Componenats & Stores Consumed 21 - Project Expenses 22 1,883,704 (Increase)/ decrease in inventories 23 (1,883,704) Employee benefit expenses 24 - Finance costs 25 - Depreciation 10-C Other expenses 26 4,692,073 Miscellaneous expenses written off - Total expenses 4,692,073 Profit/ (loss) before tax (4,692,073) Tax expense

Income Tax

MAT Credit Availed - Deferred Tax Charge (1,423,400) Total Tax Expense (1,423,400) Profit (Loss) for the period (3,268,673) Earnings per equity share - basic and diluted (Rs.) (3.25)

As per our report of even date For S.Janardhan and Associates

Firms Registration No

W oC°

B.Anand

, / tr.; zufmgatoce ■.7, l'-456 00i • .s..1":

* CA/

6- ,.. / ,s,cy 'c'i erect Ps$5.3;" Partner .........._----

Membership No. 029146

Page 22: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

For and on behalf of the Board of Directors of BRIGADE( GUJARAT) PROJECTS PRIVATE LIMITED

A tit/ \IA-ON/V."41 WV^ Vishal K Mirchandani Director

As per our report of even date For S.Janardhan and Associates

Firms Registration No: 005310S .■ 4 ) ' '''''''':\JC,-,, ,,:,• ' \

r. •, % -6 ‘ "lelre., 1, tp i ( , 4 - . ,,,. r;:`. .....c=7:' , r.T; i ‘,A.Z.• 1 cl}) , . , - .3 CiU t • ,.,

B.Anand 7

Partner Nc.=,-,2' Membership No. 02-93:4-.

Bangalore 27th April 2016

BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Cash flow statement for the period ending 31st March 2016 (Amount in Ruvees)

Particulars 31st March 2016 Cash flow from Operating Activities

Profit before Tax (4,692,073) Adjustments to reconcile profit before tax to net cash flows: Depreciation & Amortisation expenses -

Operating Profit before Working Capital changes (4,692,073)

Movements in working capital

Decrease / (Increase) in Inventories (1,883,704) Decrease / (Increase) in Loans & Advances (1,374,850) Increase / (Decrease) in Current Liabilities 1,492,073 Net Cash flow (used In) / from Operating Activities (A) (6,458,554)

Cash flows from Investing Activities

Purchase of Fixed Assets (including capital work in progress and capital advances) (5,446,597)

Net Cash flow (used In) / from Investing Activities (B) (5,446,597)

Cash flows from Financing Activities Proceeds from issuance of share capital 12,500,000

Net Cash flow (used In) / from Financing Activities ('C) 12,500,000

Net increase/ (decrease) in cash and cash equivalents (A + B+ C) 594,849 Cash and Cash equivalents at the beginning of the year - Cash and Cash equivalents at the end of period 594,849

Components of cash and cash equivalents Cash on hand - With banks

- on current accounts 594,849 - unpaid dividend accounts - - on deposit accounts -

Total cash and cash equivalents 594,849

Page 23: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

O.'S ''' 0 •

, •■•'‘ ' 'C;.,,,

Page Ii 9 \ ,I‘ , y, '

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9 V;

BRIGAbE (GUJ'ARAT) PROJECTS PVT. LTO. Regd. Off.: 29Th Floor, World Trade Center, Brigade Gateway Campus, 26/1,

brAckikumar Road, Malleswaram-Rajajinagar, Bangalore - 560055 Ph:+91 -080 - 41379200 Fax: +91 - 080 - 41379321

CIN: U70100KA2015PTC079490

Brigade (Gujarat) Projects Private Limited Explanatory Notes to the financial statements for Period March 26, 2015 to March 31, 2016 (All amounts in Indian Rupees, except as otherwise stated)

1. Corporate information

Brigade (Gujarat) Projects Private Limited (the 'Company') was incorporated on

March 26, 2015. The Company is carrying on the business of real estate development and related services.

2. Basis of preparation

The financial statements of the Company have been prepared in accordance with the generally accepted accounting principles in India (Indian GAAP). The Company has prepared these financial statements to comply in all material respects with the

accounting standards specified under Section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014. The financial statements have been prepared on an accrual basis and under the historical cost convention.

3. Accounting policies

Accounting policies adopted in the preparation of the condensed interim financial

statements are given below.

3.1 Fixed Assets

a. Tangible Assets:

Tangible fixed assets are stated at cost, less accumulated depreciation and impairment losses, if any. Cost comprises the purchase price and any attributable cost of bringing the asset to its working condition for its intended use. Any trade discounts and rebates are deducted in arriving at the purchase price.

Subsequent expenditure related to an item of fixed asset is added to its book value only if it increases the future benefits from the existing asset beyond its previously assessed standard of performance. All other expenses on existing fixed assets, including day-to-day repair and maintenance expenditure and cost of replacing parts, are charged to the Statement of Profit and Loss for the period during„.. u, such expenses are incurred.

Page 24: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

BRIGADE (GUJARAT) PROJECTS PVT. LTD. Regd. Off.: 29Th Floor, World Trade Center, Brigade Gateway Campus, 26/1,

Dr.Rajkumar Road, Malleswaram-Rajajinagar, Bangalore - 560055 Ph:+91 -080 - 41379200 Fax: +91 - 080 -41379321

GIN: U70100KA2015PTC079490

Borrowing costs directly attributable to acquisition of fixed assets which take substantial period of time to get ready for its intended use are also included to the extent they relate to the period till such assets are ready to be put to use.

Gains or losses arising from de-recognition of fixed assets are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is derecognized.

b. Intangible Assets:

Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are carried at cost less accumulated amortization and accumulated impairment losses, if any. Intangible assets, comprising of software and intellectual property rights are amortized on a written down value basis over a period of 3 years, which is estimated to be the useful life of the asset.

c. Depreciation

Depreciation on tangible assets for items other than referred to in item 3.1.(b), is provided on written down value method on a pro-rata basis using the estimated life as prescribed under Schedule II, at the rates as specified in Schedule II of the Companies Act, 2013.

4. Share capital

Authorized share capital 12,50,000 Equity Shares of Rs.10

Issued, subscribed and paid-up share capital 12,50,000 Equity Shares of Rs.10 each fully paid up

However, the relevant forms for increase in authorized share capital from 10,00,000 to 12,50,000 and allotment of 2,50,000 shares to the shareholders are yet to be filed with The Registrar of Companies, Bangalore on the date of this Financial Statements.

5. Revenue from operations Since the project started by the company is in its initial stage, no revenue has been recognized by the Company.

6. Related Party Transactions The list of related parties and the nature of relation with such pal with the Accounting Standard AS - 18 is as under:

- A

Page I ....,„

C- \

.... % . , r......:"'.....,- / ■,.

Page 25: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

For and on behalf of the board of directors of -) Projects Private Limited

tit‘how.A.A. tAnn .

Vishal K Mirchandani Director

BRIGAbE (GUJARAT) PROJECTS PVT. LTD. Regd. Off.: 29m Floor, World Trade Center, Brigade Gateway Campus, 26/1,

Dr.RcOkumar Road, Malleswararn-Rajajinagar, Bangalore - 560055 Ph:+91 -080 - 41379200 Fax: +91 - 080 -41379321

CIN: U70100KA2015PTC079490

Related parties 1. Holding Company - Brigade Enterprises Limited 2. Directors - M.R. Jaishankar, Director 3. Nirupa Shankar, Director 4. Vishal Mirchandani, Director

Particulars Nature of Relationship Amount Contribution to Capital Holding Company 1,25,00,000/- Reimbursement Expenses

of Holding Company 68,95,669/-

Reimbursement Expenses

of Director 5,993/-

I

Employee benefits expense There are no Employees in the company and hence the Employee benefits expense is nil.

Contingent liabilities There is no contingent liability to be disclosed by the company as on 31 March, 2016

9. Segment Reporting The company operates only in one segment hence segment reporting is not applicable

10. Previous period figures: The Company was incorporated on March 26, 2015 and accordingly, statement of profit and loss of the Company has been prepared for the period from March 26, 2015 to March 31, 2016 ('the period') and the balance sheet has been prepared as at March 31, 2016. Accordingly, there are no prior period comparative figures.

As per our report of even date

7

8.

For S.Janardhan and Associates Chartered Accountants , Firm's Registration No. 0,05311,.

%..Nis-Pc't ., pan,abre „,

. .... 4 . \ 560 001 i - . 1

B.Anand '‘..„_ ,.. --.

-,

Partner Membership no.: 029146 ----

Place: Bengaluru Date: 27th April, 2016

Page I 3

Page 26: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Notes to the Financial Statement

Note - 3- Share capital (Amount in Rupees)

Particulars As at

31st March 2016

Authorised

12,50,000 Equity shares of Rs. 10 each

Issued, Subscribed & Paid Up

12,50,000 Equity Shares of Rs.10/- each (31st March 2016: 12,50,000 equity shares of Rs.10/- each)

12,500,000

12,500,000

Total 12,500,000

Please refer note no. 4 of Explanatory Notes to the financial statements regarding non fil relevant forms with the Registar of Companies for increase in authorised capital and all shares

Reconciliation of the shares outstanding at the beginning and at the end of the reporting

Equity shares Amount in Rupees

Particulars

Equity shares

As at 31st March 2016

Shares outstanding at the beginning of the year

Shares issued during the year

Shares bought back during the year

-

12,500,000 -

Shares outstanding at the end of the Quarter 12,500,000

Details of shareholders' holding equity shares more than 5%

Name of the shareholder

As at 31st March, 2016

No. (in lakhs) of shares held

% of holding

Brigade Enterprises Ltd

( a Related Party)

1,250,000 100.00%

---

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Page 27: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Notes to the financial statement

Note 4 - Reserves and surplus

(Amount in Rupees)

Particulars As at

31st March 2016

a. General reserve

Balance at the beginning of the reporting period

Balance at the end of the reporting period

Surplus in the statement of profit and loss

Balance at the beginning of the reporting period

Add: Profit / (Loss) for the period

Less: Profit transferred to General Reserve Net surplus in the statement of profit and loss

(3,268,673)

(3,268,673)

Total of reserves and surplus (3,268,673)

Page 28: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Notes to the financial statement

Note 5- Long term borrowings (Amount in Rupees)

Particulars As at

31st March 2016

Brigade Enterprises Ltd _

Note 6- Long Term Provisions

(Amount in Rupees)

Particulars As at

31st March 2016

(a) Provision for employee benefits

Long Term Provision of Gratuity A/c -

_

Page 29: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Notes to the financial statement

Note 7- Trade Payables

(Amount in R1IIIPPS)

Particulars

'

As at 31st March 2016

(i)Trade Payables 1,128,600 1,128,600

Note 8 - Other current liabilities

(Amount in Run)

Particulars

,

As at 31st March 2016

(i) Statutory Remittances 160,647 (ii) Outstanding Liabilities 200,100 (iii) Stale Cheque Payable 2,726 Total 363,473

Page 30: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED Notes to the financial statement

Note 9- Short-term provisions (Amount in Rupees)

Particulars As at

31st March 2016

(a) Provision for employee benefits

Provision for Gratuity

Provision for Leave Benefits

Page 31: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Notes to the financial statement

Note -10 Fixed assets (Amount in Rupees)

Sl. No.

Assets

Gross block Accumulated depreciation/amortisation Net block

Balance as at 1-April-2015

Addons it i Balance as at 31st March 16

Balance as at 1-April-2015

Charge for the year

Balance as at 31st March 16

Balance as at 31st March 16

a.

i.

ii.

hi

iv.

v.

b.

i.

ii.

iii.

c.

Tangible assets

Capital Work in Progress Account

Own

Electrical & Electronics

Own

Furniture, fixtures and interiors

Own

Office equipments, plant and machinery

Own

Fire Fighting

Own

Sub-total

Intangible assets

Goodwill

Brands /trademarks

Computer Software

Sub-total

Capital work-in-progress

-

-

-

-

-

-

-

-

-

-

-

5,446,597

-

-

-

-

-

-

-

-

-

5,446,597

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

5,446,597

Grand Total - 5,446,597 5,446,597 - - - 5,446,597

V A

.-:

i, '7

Page 32: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Notes to financial statement

Note11: Deferred Tax (Amount in Rupees)

Particulars For period ending 31st March 2016

Tax

Amount Amount 1. Fixed Assets WDV as per IT Act

WDV as per Companies Act Deferred Tax Asset/ (Liability)

2. Expenses disallowed u/s 40(a)(i) & 43B of the Income-tax Act, 1961

Leave encashment and Gratuity

Provision for doubtful debts / advances Audit fees

Provisions

On Carried Forward loss

Deferred Tax Asset/ (Liability)

On items included in Reserves and surplus pending amortisation into the Statement of Profit and Loss

-

-

-

30,000

4,576,473

4,606,473

-

-

1,423,400

Deferred Tax Asset/(Liability) to be accounted 1,423,400 Opening Deferred Tax Asset -

Reversal of Current year Deffered tax due to Setoff of curent year profit against accululated previous year losses Provision to be created/(reversed) 1,423,400 Amount of Deferred Tax carried to Balance sheet 1,423,400

Page 33: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Notes to the financial statement

Note 12 - Long-term loans and advances (Amount in Rupees)

Particulars As at

31st March 2016

a. Prepaid expenses - Unsecured considered good

b. Balances with government authorities

Unsecured, considered good

(i) Advance Income - Tax (Net of Provision for Taxation)

(ii) Service tax input credit receivable

(iii) MAT Credit Entitlement A/c

4,125

-

Total 4,125

Page 34: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Notes to the financial statement

Note 13 - Other Non-current Assets

(Amount in Rupees)

Particulars As at

31st March 2016

Preliminary Expenditure to the extent not written off -

Total -

Page 35: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Notes to the financial statements

Note 14- Inventories

(Valued at lower of cost and net realisable value)

(Amount in Rupees)

Particulars As at

31st March 2016

Inventory

Work-in-progress 1,883,704

Total 1,883,704

Page 36: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Notes to the financial statement

Note 15 - Trade Receivables

(Amount in Rupees)

Particulars As at

31st March, 2016

Trade receivable

Trade receivables outstanding for a period less than six months from the date they are due for payment

Secured, considered good

Unsecured, considered good

Unsecured, considered doubtful

Less: Provision for doubtful debts

Page 37: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Notes to the financial statement

Note 16 - Cash and cash equivalents

(Amount in Rupees)

Particulars As at

31st March, 2016

Cash and cash equivalents

Balances with banks: a.Balances with banks

In current accounts In Deposit accounts (Bank deposits with more than 12 months maturity: Nil)

b.Cash on hand

594,849

-

Total 594,849

Page 38: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

_BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED Notes to the financial statement

Note 17- Short-term Loan & Advances (Amount in Rupees)

As at Particulars 31st March, 2016

a. Loans and advances to employees

Secured, considered good -

Unsecured, considered good -

b. Prepaid expenses - Unsecured considered good -

c. Balances with government authorities

Unsecured, considered good

(i) Service tax input credit receivable 1,370,725

d. Inter-Corporate deposits - Holding company M/s. Brigade Enterprises Ltd. Unsecured, considered good

e. Advance to Contractors/ Suppliers

Unsecured, considered good

Total I 1,370,725 I

Note 18 - Other Current Assets Amount in Ruvees

Particulars As at 31st March, 2016

a. Accruals

(i) Interest accrued on deposits

b. Preliminary Expenditure to the extent not written off

-

-

Total -

Page 39: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Notes to financial statement

Note -19- Revenue from operations (Amount in Rupees)

Particulars For period ending 31st March 2016

Operating revenues -

_

Note - 20- Other Income (Amount in Rupees)

Particulars For period ending 31st March 2016

Miscellaneous Income

Interest Received

Total of contract and other receipts --

Page 40: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Notes to financial statement Note 21 - Cost of Raw Materials, Components & Stores Consumed

Particulars For period ending 31st March 2016

Consumption of Materials

Opening Stock

Purchases

Closing Stock Consumption

-

-

Total -

Note 22 - Project Expenses

Particulars For period ending 31st March 2016

Project Expenses 1,883,704

Total 1,883,704

Note 23 - (Increase)/ decrease in inventories

Particulars For period ending 31st March 2016

Opening Balance

Add:Project Expenses

Increase/ (Decrease) in Work in progress account

-

1,883,704

-

Total (1,883,704)

Note 24- Employee benefit expenses

Particulars For period ending 31st March 2016

Salaries, allowances and bonus Contribution to provident and other funds

Staff welfare expenses

-

Total -

Page 41: BRIGADE (GUJARAT) PROJECTS PRIVATE LIMITED

Note 25 - Finance costs

Particulars For period ending 31st March 2016

Interest expenses on:

Others

Total

Note 26- Other Expenses

Particulars For period ending 31st March 2016

Administrative Expenses - Travel & Local Conveyance - Communication Cost - Printing & Stationery 3,901 Professional Charges Insurance Cost - Rates & Taxes 99,793 Rent Paid Marketing Cost 4,436,393 Business Promotion - IT Consumables 13,000 Audit Fees 100,000 Postage & Courier 13,054 Miscellaneous 10,160 Bank Charges 1,099 R & M - Plant & Machinery - R & M - Building - R & M - Others - Prior Period Expenses - Preliminary Expenses Written Off 14,673 Security Charges - Total 4,692,073


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