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Housing Development and Infrastructure
BSE: 532873|NSE: HDIL|ISIN: INE191I01012|SECTOR: Construction & Contracting - Real Estate
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Explore HDIL connections « Mar 10
Notes to Accounts Year End : Mar '11
1.  Nature of operations: -
 
 Housing Development and Infrastructure Limited (HDIL) is a leading real
 estate and infrastructure development Company. Besides core activities
 of construction, subsidiaries of HDIL are also involved in
 Entertainment and Hospitality sectors.
 
 2.  Related party disclosure
 
 A.  List of related parties with whom transactions have taken place
 during the current accounting year and relationship: Subsidiaries
 
 1.  Privilege Power and Infrastructure Private Limited
 
 2.  HDIL Entertainment Private Limited
 
 3.  Blue Star Realtors Private Limited
 
 4.  Ravijyot Finance & Leasing Private Limited
 
 5.  Excel Arcade Private Limited
 
 6.  Mazda Estates Private Limited
 
 7.  HDIL Commercial Properties Private Limited (Formerly: HDIL Leisure
 Private Limited)
 
 8.  Guruashish Construction Private Limited
 
 9.  BKC Developers Private Limited
 
 10.  Lashkaria Construction Private Limited w.e.f. 12.10.2010
 
 Associates
 
 HDIL Leisures Private Limited w.e.f. 12.08.2010 (Formerly: D.S.
 Corporation)
 
 Enterprise significantly influenced by Key Management Personnel
 
 1.  Privilege Airways Private Limited
 
 2.  Privilege Industries Limited
 
 3.  Privilege Health Care Services Private Limited (fromerly HDIL
 Health Care Services Private Limited)
 
 C.  Key Management Personnel
 
 Name                            Designation
 
 Shri Rakesh Kumar Wadhawan      Executive Chairman
 
 Shri Sarang Wadhawan            Managing Director
 
 Shri K. P. Devassy              Chief Financial Officer
 
 Shri Darshan Majmudar           Vice President - Company 
                                 Secretary & Legal
 
 6.  The Company has adopted Accounting Standard 15 (Revised 2005) -
 Employee benefits (AS-15). Pursuant to adoption, the Company has
 determined the liability for gratuity and leave encashment on actuarial
 basis in accordance with Revised AS-15.
 
 The Company has created Employees Group Gratuity Fund with Life
 Insurance Corporation of India, and obtained Group Gratuity Assurance
 Policy from LIC for the benefit of employees.
 
 A) Gratuity Plan:
 
 I) The AS-15 (Revised 2005) stipulates that the rate used to discount
 post employment benefit obligation (both funded and non-funded) should
 be determined by reference to market yields at the balance sheet date
 on government bonds.  The currency and terms of the government bonds
 should be consistent with the currency and estimated terms of the
 post-employment benefit obligation.
 
 II) Estimated future salary increases take account of inflation,
 seniority, promotion and other retirement factors, such as supply and
 demand in the employment market.
 
 B) Leave encashment liability :-
 
 I) The AS-15 (Revised 2005) stipulates that the rate used to discount
 post employment benefit obligation (both funded and non-funded) should
 be determined by reference to market yields at the balance sheet date
 on government bonds.  The currency and terms of the government bonds
 should be consistent with the currency and estimated terms of the
 post-employment benefit obligation.
 
 II) Estimated future salary increases take account of inflation,
 seniority, promotion and other retirement factors, such as supply and
 demand in the employment market.
 
 7.  Disclosure in respect of operating leases: A) Assets given on
 lease:
 
 a) General description of leasing arrangement
 
 i) Leased assets: Leasing of commercial premises.
 
 ii) Future lease rentals are determined on the basis of agreed terms.
 
 iii) At the expiry of the lease term, the Company agrees to record the
 new terms and condition of their agreement in relation to lease of the
 Premises.
 
 b) Lease payment received or receivable for the year is recognised in
 the profit and loss account Rs. 1,850.17 lacs (previous year Rs. 2,064.27
 lacs).
 
 B) Assets taken on lease:
 
 a) General description of leasing arrangement
 
 i) Leased assets: Residential premises.
 
 ii) Future lease rentals are determined on the basis of agreed terms.
 
 iii) At the expiry of the lease term, the Company agrees to record the
 new terms and condition of their agreement in relation to lease of the
 Premises.
 
 b) Lease payment paid or payable for the year is recognised in the
 profit and loss account Rs. 29.97 lacs (previous year Rs. Nil)
 
 9.  Contingent Liabilities not provided for
 
                                   31st March, 2011 31st March, 2010
                                     (? in lacs)     (? in lacs)
 
 a) Claims against the Company not 
 acknowledged as debts represented
 suits filed by the parties in the 
 High Court, Bombay and disputed 
 by the Company                          20,247.35         21,550.00 
 In the opinion of the management the 
 above claims are not sustainable.
 
 b) Guarantees provided by the bank       3,024.20          2,933.65
 
 c) Against demand promissory note 
 executed as security for performance    27,500.00         27,500.00
 
 d) Corporate guarantee issued on 
 behalf of wholly owned subsidiary
 Company                                         -         22,000.00
 
 11.  Licensed capacity, installed capacity, etc.
 
 With regard to Clause 3(ii) of Part II of Schedule VI to the Companies
 Act, 1956, the Company is of the view that in respect of its real
 estate operations, the Company does not fall under the category of
 clause 3(ii)(a) Manufacturing Company or clause 3(ii)(b) Trading
 Company or Clause 3(ii)(c) Company rendering or supplying services,
 but falls under the category of Other Companies as given in Clause
 3(ii)(e). As such, quantitative details of opening stock, purchases and
 closing stock are not required to be furnished.
 
 12.  In the opinion of the management, the value of current assets and
 loans and advances are not less than as stated, if realised in the
 ordinary course of business.
 
 13.  a) During the year, 1,30,00,000 share warrants were converted into
 one equity share of Rs. 10/- each at a premium of Rs. 230/- per share, out
 of balance warrants issued in previous year to one of the promoter of
 the Company.
 
 During the year, Company has issued 2,60,00,000 convertible warrants to
 one of the promoter of the Company at Rs. 275/- per warrant which is to
 be converted into one equity share each on preferential basis. The
 price at which the shares/warrants issued during the year is not
 prejudicial to the interest of the Company.
 
 b) During the year, Company has allotted 4,31,61,310 equity shares of Rs.
 10/- each at premium of Rs. 258.18 each on private placement basis
 aggregating to Rs. 1,15,750 lacs to Qualified Institutional Buyers and
 the proceeds of the same have been utilised for the objects of the
 issue.
 
 14.  With effect from 1st July, 2010, the Finance Act, 2010 has
 inserted an Explanation, according to which the activity of
 construction would be deemed to be a taxable service provided by
 builder/promoter/ developer to the prospective buyer unless the entire
 payment for the property is paid by the prospective buyer or on his
 behalf afiter the completion of construction. In view of the writ
 petition filed by Maharashtra Chamber of Housing Industry, challenging
 the levy of service tax, the Company is awaiting the final decision in
 the matter. In case matter is decided against the industry, the Company
 will have to pay Rs. 1,292.52 lacs with interest toward estimated service
 tax liabilities and the same will be recovered from the customers and
 will be paid to the Revenue.
 
 15.  The Government of Maharashtra has introduced the composite scheme
 of levying MVAT @1% of the aggregate amount specified in the sale
 agreement or value specified for the purpose of stamp duty in respect
 of agreement under Bombay Stamp Act, 1958 whichever is higher, which
 are registered on or afiter 1st April, 2010. However, in view of stay
 granted by Bombay High Court in writ petition filed by Maharashtra
 Chamber of Housing Industry, the Company is awaiting the final decision
 in the matter. In case matter is decided against the industry, the
 Company will have to pay Rs. 417.63 lacs toward estimated MVAT
 liabilities and the same will be recovered from the customers and will
 be paid to the Revenue.
 
 16.  Loan funds: Secured loans: I) Term Loans from Banks:
 
 a) Bank of India:
 
 (I) Secured by registered mortgage of free sale component to be
 generated on the piece and parcel of Land bearing Survey No. 236A and
 194 (pt) admeasuring about 18,199.08 sq.mtrs. on the property situated
 at Ghatkopar (East)
 
 together with buildings constructed or to be constructed thereon. The
 term loan repayable in 48 equal monthly installment of Rs. 208.35 lacs
 commencing from April, 2011. The rate of interest is BPLR + 0.75% p.a.
 
 (II) The other term loan secured by hypothecation of construction
 materials, other movable assets and receivables of Airport Slum
 Rehabilitation Project as well as Non-agricultural land admeasuring
 92,060 sq. mtrs. at Village Sasunavghar, Taluka Vasai. Repayable in 4
 quarterly installment of Rs. 5,000 lacs each afiter moratorium of two
 years from first disbursement. Interest rate is BPLR.
 
 b) Central Bank of India:
 
 Secured by registered mortgage of property admeasuring 10 acres
 situated at Premier Road, Off. LBS Marg, in Greater Mumbai, Village
 Kurla, Taluka Kurla, Mumbai. Rate of interest BPLR+ 0.50% payable
 monthly. Repayable in 12 equal bi-monthly installment of Rs. 2,500 lacs
 each commencing from June, 2011.
 
 c) Punjab National Bank:
 
 (I) Secured by equitable mortgage of land admeasuring 2,50,015 sq.mtrs.
 at Village Shirgaon, Chandansar Road, Virar (E), Taluka Vasai, District
 Thane. Rate of interest is BPLR+TP+1.50%. Repayment in 12 monthly
 installment of Rs. 1,666.67 lacs from July, 2010.
 
 (II) Secured by pari-passu charge on registered mortgage of all the
 rights in Land admeasuring 15,554.55 sq. mtrs.  bearing CTS No. 866B
 (1) at Village Ambivali, Taluka Andheri, Mumbai Suburban District as
 well as FSI pertaining to the plot of land bearing CTS 866-A
 admeasuring 93,327.40 sq.mtrs and right to TDR of the entire layout of
 1,24,436.50 sq.mtrs. Rate of interest is BPLR +TP +3%. Repayment in 12
 quarterly installment from 18th June, 2010.
 
 d) Punjab and Sind Bank:
 
 I) Secured by 1,52,955 sq. mtrs. of non-agricultural plot of Land
 situated at Village Chandansar, Virar (E) owned by Privilege Power and
 Infrastructure Private Limited, a subsidiary of the Company carrying
 interest at BPLR + 0.25% + TP + RP payable monthly. Repayment in 36
 equal monthly instalment of Rs. 277.78 lacs from July, 2009.
 
 II) Secured by exclusive charge on B & D Wings out of A, B, C & D
 wings, equivalent to 6,75,500 Sq. fit. of saleable area of the proposed
 building of Majestic Tower, at Village Nahur,Mulund, Mumbai at the part
 of the Plot of CTS 300/ A-1 and 1021/B of Village Bhandup and CTS No.
 771 of Village Nahur, Mulund, Mumbai and further secured by 1,52,955
 sq. mtrs. of Non-agricultural plots of land situated at Village
 Chandansar, Virar (E) owned by Privilege Power and Infrastructure
 Private Limited, a subsidiary of the Company. Rate of Interest PLR + 1%
 payable monthly.  Repayable in 36 monthly instalment of Rs. 347.22 lacs
 each afiter moratorium of 24 months from the date of first disbursement.
 
 e) United Bank of India:
 
 Secured by registered mortgage of land admeasuring 1,07,760 sq. mtrs.
 situated at Kopri (Chandansar), Virar East, Dist. - Thane, owned by
 Privilege Power and Infrastructure Private Limited, a subsidiary of the
 Company. Rate of interest BPLR + 150 basis points payable monthly.
 Repayable in 10 quarterly instalment of Rs. 1,000 lacs each afiter
 moratorium of 6 months from the date of first disbursement.
 
 f) The Jammu and Kashmir Bank:
 
 Secured by registered mortgage of non-agricultural property of
 Privilege Power and Infrastructure Private Limited, a subsidiary of the
 Company, admeasuring 2,91,610 sq. mtrs. situated at Kopri, Virar (E).
 Rate of interest PLR payable monthly. Repayable in 10 equal quarterly
 installment of Rs. 2,000 lacs each. The first installment to commence
 afiter moratorium of 6 months from the date of first disbursement.
 
 g) UCO Bank:
 
 (I) Secured by registered mortgage of immovable property
 (Non-agricultural) admeasuring 1,29,600 sq. mtrs. situated at Village
 Doliv, Taluka Vasai, Dist. Thane. Rate of interest BPLR + 0.75% payable
 monthly. Repayable in 10 quarterly installment of Rs. 2,000 lacs each
 afiter moratorium of 6 months from the date of first disbursement.
 
 (II) Secured by pari-passu charge on registered mortgage of all the
 rights in land admeasuring 15,554.55 Sq. mtrs.  bearing CTS No. 866B
 (1) at Village Ambivali, Taluka Andheri, Mumbai Suburban District as
 well as FSI pertaining to the plot of land bearing CTS 866-A
 admeasuring 93,327.40 sq.mtrs and right to TDR of the entire layout of
 1,24,436.50 sq. mtrs. Rate of interest BPLR + 0.50% with monthly rests.
 Repayable in 16 quarterly installment of Rs. 1,563 lacs each afiter
 moratorium of 12 months from the date of first disbursement.
 
 h) Oriental Bank of Commerce:
 
 Secured by exclusive charge on A & C Wings out of A, B, C & D wings,
 equivalent to 6,75,500 sq. fit. of saleable area of the proposed
 building of Majestic tower, at Nahur, Mulund, Mumbai at the part of the
 Plot of CTS 300/ A-1 and 1021/B of Village Bhandup and CTS No. 771 of
 Village Nahur, Mulund, Mumbai. Rate of Interest PLR + 1% payable
 monthly. Repayable in 36 monthly instalment of Rs. 347.22 lacs each afiter
 moratorium of 24 months from the date of first disbursement.
 
 i) Allahabad Bank :- Secured by registered mortgage over the total
 construction area of 12,07,076 sq.fit. which includes free sale area
 admeasuring approximately 7,29,075 sq.fit. at CTS No. 551/27,552(pt),
 552/1, 552/5 to 12 of Village Nahur, Taluka Kurla, T ward, Mumbai
 together with the structure standing thereon at LBS Marg, Nahur
 Village, Mulund, Mumbai and further secured by Non-agricultural Land
 situated at Village Chandansar admeasuring 45,342 sq. mtrs. owned by
 Privilege Power and Infrastructure Private Limited, a subsidiary of the
 Company. Rate of Interest base rate + 5% payable monthly. Repayable in
 12 equal quarterly installments afiter moratorium of 24 months from the
 date of first disbursement.
 
 II) Overdrafit from Banks:
 
 a) Punjab and Maharashtra Co-operative Bank Limited:
 
 Secured by pledge of Fixed deposit receipts with the bank, current rate
 of interest @7.5%p.a.
 
 III) Term Loans from Financial Institution:
 
 i) IL & FS:
 
 Secured by registered mortgage of immovable properties admeasuring
 132.61 acres situated at Village Doliv, Khardi - 76 acres, Dahisar -
 23.5 acres, Maljipada - 30.11 acres and Kasarali - 3 acres, owned by
 Privilege Power and Infrastructure Private Limited, a subsidiary of the
 Company. Rate of interest is 12.50% payable monthly. Repayment in 20
 quarterly installment commencing from August, 2012.
 
 ii) Life Insurance Corporation of India:
 
 Term loan is secured by registered mortgage of property situated at
 Village Doliv and Village Khardi admeasuring 2,88,940 sq. mtrs. and
 further secured by mortgage of first to nine floors except 3rd, 4th and
 6th floors of commercial building area admeasuring 1,95,846 sq. fit.
 situated at HDIL Towers, Bandra (East), Mumbai. Rate of interest is 13%
 p.a.  payable monthly. Repayment by sixteen equal quarterly installment
 from November, 2010.
 
 IV) Secured Redeemable Non-Convertible Debentures (Listed):
 
 i) 11,500 (11,500) out of the total issue size of 11,500, Secured
 Redeemable Non-Convertible Debentures of Rs. 10,00,000/- each fully paid
 carrying interest at the rate of 12% p.a. payable quarterly are issued
 on Private Placement basis to various banks. Secured by
 Non-agricultural Land admeasuring to about 173.40 acres i.e. 7,01,992
 sq. mtrs. situated at village Kasarali, Taluka Vasai, District Thane
 which is owned by Privilege Power and Infrastructure Private Limited, a
 subsidiary of the Company. These Secured Non-Convertible Debentures are
 redeemable at 33% in third and fourth year and 34% at the end of fifith
 year.
 
 ii) 4,250 (1,250) out of the total issue size of 5175, Secured
 Redeemable Non-Convertible Debentures of Rs. 10,00,000/- each fully paid
 carrying interest at the rate of 12% p.a. payable quarterly are issued
 on Private Placement basis to various banks. Secured by
 Non-agricultural Land admeasuring to about 36.36 acres situated at
 Village Kopri, Taluka Vasai, District Thane which is owned by Privilege
 Power and Infrastructure Private Limited a subsidiary, of the Company.
 These Secured Non-Convertible Debentures are redeemable at 33% in third
 and fourth year and 34% at the end of fifith year.
 
 V) Secured Redeemable Non-Convertible Debentures (Non-listed):
 
 i) 1,527 (2,500) Secured Redeemable Non-Convertible Debentures of Rs.
 10,00,000/- each fully paid carrying interest with a floor of 11.75%
 p.a. payable monthly are issued on private placement basis to Life
 Insurance Corporation of
 
 India. The debentures are secured by 2,88,940 sq. mtrs Non-agricultural
 land situated at Village Doliv and Village Khardi, Vasai, District
 Thane and further secured by mortgage of first to nine floors except
 3rd, 4th and 6th floors of commercial building area admeasuring
 1,95,846 sq. fit. situated at HDIL Towers, Bandra (East), Mumbai. These
 Secured Non-Convertible Debentures are redeemable in eighteen equal
 monthly installment of Rs. 1,388.89 lacs from October, 2010.
 
 ii) 808 (1,000) Secured Redeemable Non-Convertible Debentures of Rs.
 10,00,000/- each fully paid carrying interest with a floor of 11.95%
 p.a. and upper cap of 12.25% p.a. payable monthly are issued on private
 placement basis to Life Insurance Corporation of India. The debentures
 are secured by 2,88,940 sq. mtrs non agricultural land situated at
 Village Doliv and Village Khardi, Vasai, District Thane and further
 secured by mortgage of first to nine floors except 3rd, 4th and 6th
 floors of commercial building area admeasuring 1,95,846 sq. fit.
 situated at HDIL Towers, Bandra (East), Mumbai.  These Secured Non –
 Convertible Debentures are redeemable in eighteen equal monthly
 installment of Rs. 1,666.67 lacs from October, 2010.
 
 iii) 1,833 (3,000) Secured Redeemable Non-Convertible Debentures of Rs.
 10,00,000/- each fully paid carrying interest at the rate of 11.75%
 p.a. payable monthly are issued on private placement basis to Life
 Insurance Corporation of India.  The debentures are secured by 2,88,940
 sq. mtrs of Non-agricultural Land situated at Village Doliv and Village
 Khardi, Vasai, District Thane and further secured by mortgage of first
 to nine floors except 3rd, 4th and 6th floors of commercial building
 area admeasuring 1,95,846 sq. fit. situated at HDIL Towers, Bandra
 (East), Mumbai. These Secured Non - Convertible Debentures are
 redeemable in eighteen equal monthly installment of Rs. 1,666.67 lacs
 from October, 2010.
 
 iv) 500 (Nil) out of the total issue size of 2000, Secured Redeemable
 Non-Convertible Debentures of Rs. 10,00,000/- each fully paid carrying
 interest @ 11.50% p.a. payable quarterly are issued on private
 placement basis to Bank of India. Secured by registered mortgage of
 Land admeasuring 395.24 sq. mtrs. situated at Survey No. 255 (comprised
 old Survey No.  255 and 256/03), mauje Maharajpura, Taluka Kadi,
 Mehsana, Gujarat. These Secured Non-Convertible Debentures are
 redeemable in bullet payment afiter one year.
 
 Note: i) All the above loans and debentures have been personally
 guaranteed by Executive Chairman and Managing Director of the Company.
 
 ii) IDBI Trustee is the trustee to all the Debentures issued.
 
 iii) Securities of the debentures issued to Life Insurance Corporation
 of India are shared on pari-passu basis for the term loan of Life
 Insurance Corporation of India.
 
 17.  Investment in Joint Ventures
 
 M/s. Fine Developers:- (Fixed Capital Rs. Nil)
 
 Share of profit - 90%, other partner and share of profit is Sapphire
 Land Developers Private Limited - 10%
 
 20.  The Income tax, Fringe benefit tax and Wealth tax assessments have
 been completed up to the assessment year 2007-08. For the Assessment
 Year 2005-06 an appeal was filed by the Company against the Assessment
 Order and the appeal was decided in favour of the Company but Income
 tax department had also preferred an appeal before ITAT, Mumbai which
 is pending for final disposal. The Company has already deposited the
 tax demanded. However block assessment for the duration of 6 years is
 in the process.
 
 21.  Fixed assets:
 
 Due to fire at the registered office of the Company situated on 9th
 floor at HDIL Towers, extensive damage had occurred to the property and
 records of the Company. The office building got affected, furniture and
 fixtures and other movable assets aggregating to Rs. 1,811.96 lacs were
 damaged. The loss of Rs. 449.57 lacs net of insurance claim has been
 accounted for under exceptional item in profit and loss account.
 
 22.  Figures for the previous accounting year have been regrouped,
 rearranged, restated and reclassified wherever necessary.  Accordingly,
 amounts and other disclosures for the previous accounting year are
 included as an integral part of the current accounting year financial
 statement and are to be read in relation to the amounts and other
 disclosures relating to the current accounting year.
Source : Dion Global Solutions Limited
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