The Directors are pleased to present the 18th Annual Report of the
 Company, together with the Audited Statements of Accounts for the year
 ended 31st March 2012.
 
 FINANCIAL RESULTS:
 
 The financial results of the Company during the year under review are
 summarised hereunder:
 
                                                (Amount in Rs. lakhs)
 
                                              Year Ended    Year Ended
 PARTICULARS                                  31.03.2012    31.03.2011
 
 Total Turnover                                  1827.96        576.57
 
 Gross Profit/ (Loss)                            1288.09        385.64
 
 Add : Exceptional Items                               -        183.65 
 
 Less :
 
 (a) Depreciation                                  15.18         14.29
 
 (b) Finance Cost                                 395.58         73.88
 
 (c) Provision for Income Tax                     168.33        102.40 
 
 Net Profit/(Loss)                                708.99        378.72 
 
 Appropriations :
 
 General Reserve                                  100.00        100.00
 
 Proposed Dividend                                120.42        120.42
 
 Tax on Dividend                                   19.53         19.53
 
 Accumulated Profits                             2183.39       1714.36
 
 DIVIDEND
 
 In view of the distributable profits of the Company after providing
 Depreciation and other provisions, your Directors are pleased to
 recommend a dividend at the rate of 10% on Equity Shares (i.e. Rs. 1.00
 per share) for the year under review (previous year Rs. 1.00 per share).
 
 PERFORMANCE REVIEW
 
 The Total income for the year under review was Rs. 1827.96 lakhs as
 against Rs. 576.57 lakhs in the previous year (including the share of
 profits from joint venture project at Mohali). The company has also
 been able to generate net profits of Rs. 708.99 lakhs ( Rs. 378.72 lakhs
 during the previous year).
 
 Your directors are pleased to inform that during the year under review,
 the civil construction work of the hotel project (Vivanta by Taj) at
 Sector-44, Gurgaon, Haryana, has been completed and the interior works
 are in progress. The hotel project work is in full swing and is nearing
 completion and up to 31st March 2012 an amount of Rs. 352.98 crores has
 been incurred on it.
 
 The construction work of Shopping Mall-cum-Multiplex & Hotel project at
 Mohali in Joint Venture (in the form of an AOP) with Parsvnath
 Developers Ltd. is progressing slowly. The business of AOP is proposed
 to be transferred to a company named Gazala Promoters & Developers Pvt.
 Ltd. wherein HB Estate Developers Ltd. and Parsavnath Developers Ltd.
 shall make investment in the equity shares of Gazala Promoters &
 Developers Pvt. Ltd.
 
 The Industry Trends and outlook are summed up in the Management
 Discussion and Analysis which forms part of this report.
 
 FIXED DEPOSITS
 
 Your Company has not accepted any deposits from the public during the
 year.
 
 CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY
 ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
 
 Since your Company does not own any manufacturing facility, the
 requirements pertaining to disclosure of particulars relating to
 conservation of energy, research & development and technology
 absorption, as prescribed under the Companies (Disclosure of
 Particulars in the Report of Board of Directors) Rules, 1988, are not
 applicable.
 
 During the year under review there has been no foreign exchange
 earning. The foreign exchange outgo during the said period was Rs. 16.45
 lakhs on account of traveling; Rs. 171.51 lakhs towards payment of
 Professional and Technical fees and Rs. 1617.62 lakhs towards purchase of
 Capital goods.
 
 INFORMATION PURSUANT TO SECTION 217(2A) OF THE COMPANIES ACT, 1956
 
 The provisions of Section 217(2A) of the Companies Act, 1956 read with
 the Companies (Particulars of Employees) Rules, 1975 as amended, are
 not applicable, as there are no employees who were drawing or in
 receipt of remuneration of prescribed amount during the year under
 review.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors
 confirm that:
 
 i) in the preparation of the annual accounts, the applicable accounting
 standards have been followed;
 
 ii) appropriate accounting policies have been selected and applied
 consistently, and have 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 as at 31st March 2012, and of the profit of the Company
 for the period 1st April 2011 to 31st March 2012;
 
 iii) proper and sufficient care has been taken for the maintenance of
 adequate accounting records in accordance with the provisions of the
 Companies Act, 1956, for safeguarding the assets of the Company and for
 preventing and detecting fraud and other irregularities;
 
 iv) the annual accounts have been prepared ''on a going concern
 basis''.
 
 CORPORATE GOVERNANCE
 
 Your Company is in adherence of good corporate governance as stipulated
 by the stock exchange and has fully complied with the requirement of
 the listing agreement. A separate section on Corporate Governance
 forming part of the Directors'' Report and the certificate from the
 Company''s Auditors confirming compliances of Corporate Governance
 norms, in terms of Clause 49 of the Listing Agreement is annexed to the
 Annual Report.
 
 STATEMENT PURSUANT TO LISTING AGREEMENT
 
 The Company''s Equity shares are listed at Bombay Stock Exchange
 Limited (BSE), Mumbai.  The listing fee for the year under review has
 been paid to BSE.
 
 TERM LOAN
 
 During the year under review, out of the total sanctioned Term Loan of
 Rs. 150 crores, a sum of Rs. 40 crores (previous year : Rs. 110 crores) has
 been disbursed to meet the cost of ongoing Hotel project of the
 Company.
 
 AUDITORS REPORT
 
 Observations of the Auditors have been explained, wherever necessary,
 by appropriate notes to accounts.
 
 AUDITORS
 
 M/s P Bholusaria & Co., Chartered Accountants, the Statutory Auditors,
 retires at the ensuing Annual General Meeting and being eligible,
 offers themselves for re-appointment.
 
 DIRECTORS
 
 Mr. Anil Goyal and Mrs. Asha Mehra, Directors being longest in the
 office, retires by rotation at the ensuing Annual General Meeting and
 being eligible, offer themselves for re-appointment.  The brief resume
 and other details of the above directors, as stipulated under Clause
 49(IV)(G) of the Listing Agreement, are provided in the Notice for
 convening the Annual General Meeting.  During the year under review,
 Mr. Praveen Gupta was appointed as the CFO (Chief Financial Officer) of
 the Company w.e.f 1st December 2011.
 
 ACKNOWLEDGEMENTS
 
 Your Directors wish to thank and acknowledge the co-operation,
 assistance and support extended by the Company''s associate in the
 Hotel Project, Bankers to the Company. Your Directors also wish to
 thanks for the contribution of the employees at all levels of the
 organisation and the trust and confidence reposed by the shareholders
 in the management of the company.
 
                            FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
 
 Place : Gurgaon                                           LALIT BHASIN
 
 Date : 25th May 2012                                          Chairman