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. |