(All amounts are expressed in Indian Rupees unless otherwise stated)
1. Nature of opeations
IVRCl Assets & Holdings Limited (the Company) is a Companies
registered under the Complies Act, 1956. The Company, through Special
Purpose Vehicles (SPV), is engaged in the business of Development,
Operations & Management and Execution of infrastructure projects,
predominantly in the Build, Operate and Transfer (BOT) space in the
verticals of Highways, Water [including desalination], Tankages, Multi
level parking facilities for Central and State Governments, local
bodies and private sector in the country. In addition, the Company is
engaged in the business of development of projects relating to
townships, mega malls, real estate property development etc.
2. Amalgamation
During the previous year, the Company entered into a Scheme of
Amalgamation (the Scheme) with IVR Strategic Resources & Services
Limited (ISRSL) and IVRCL Water Infrastructures Limited (IWIL)
(transferor companies). The transferor companies were engaged in the
business of executing various Road and Water BOT projects. The Scheme
was sanctioned by the Honourable High Court of Judicature at Hyderabad
vide its Order dated February 26, 2010.
The salient provisions of the said Scheme as approved by the Honourable
High Court are as follows:
a) The Scheme of Amalgamation became effective on April 01, 2009, the
appointed date.
b) The assets, liabilities, rights and obligations of erstwhile ISRSL
and IWIL have been transferred to and vested with the Company with
effect from 1 st April, 2009 and have been recorded at their respective
fair values, under the purchase method of accounting prescribed by
Accounting Standard 14 - Accounting for amalgamations.
c) In consideration of amalgamation of ISRSL and IWIL with the Company,
59,463,572 equity shares of Rs 10 each fully paid up amounting to Rs.
594,635,720 were issued to the equity share holders of ISRSL and IWIL
whose names were registered in the register of members of ISRSL and
IWIL respectively on record date.
d) Excess of fair value of net assets taken over by the Company over
the face value of equity shares issued amounting to Rs. 12,531,527,143
has been credited to Capital Reserve Account in accordance with the
Scheme. Had the Scheme not prescribed this accounting treatment, the
aggregate amount of Rs. 12,531,527,143 would have credited to
Securities Premium account during the previous year instead of Capital
Reserve Account in accordance with Accounting Standard 14 - Accounting
for amalgamations
3. Issue of Debentures
Secured debentures:
During the previous year, the Company had issued 1,500 secured
redeemable non-convertible debentures of face value of Rs. 1,000,000
each, carrying rate of interest of 9.5% per annum payable on a
quarterly basis with a tenor of 3 years.
The Company has not created a Debenture Redemption Reserve in respect
of such debenture to the extent of Rs. 165,667,808 (Previous year: Rs.
8,989,726) under Section 117C of the Companies Act, 1956 due to losses
incurred during the current and previous year. The Company has executed
the trust deed and has created charge on the security.
As per Section 78 of the Companies Act, 1956, expenses incurred on
issue of Debenture of Rs. Nil (Previous year: Rs. 13,955,889) have
been debited to Securities Premium Account net of deferred tax
adjustment amounting to Rs. Nil (Previous year: Rs 6,942,417).
Unsecured debentures:
During the current year, the Company has issued 1,000 unsecured
redeemable non-convertible debentures of face value of Rs. 1,000,000
each, carrying rate of interest of 10.1 % per annum payable on a
quarterly basis with a tenor of 18 months. The Company has not created
a Debenture Redemption Reserve in respect of such debenture to the
extent of Rs. 127,853,881 (Previous year: Rs. Nil) under Section 11 7C
of the Companies Act, 1956 due to losses incurred during the current
year.
4. Contingent Liabilities
a) Claims against the Company not acknowledged as debts Rs. 564,376,848
(Previous year: Rs. 294,424,976) for interest on delayed payments.b)
b)During the year 2006, Company had entered into Joint Development
Agreements (JDAs) with various individual plot owners to jointly
develop a property situated at Cyber Enclave, Hi-tech City,
Hyderabad. As per JDAs, the Company was required to amalgamate all the
plots pertaining to Cyber Enclave and complete the development per
specified plan within a period of thirty months from the date of
respective JDAs. As per terms and conditions of the agreement, all the
plot owners have an obligation to enter into JDA to facilitate
amalgamation of plots without which development cannot be completed. In
case of delay in completion of the project by the Company, it would
indemnify the loss occurring to the individual land owners per agreed
terms for the delayed period.
As at March 31,2011, certain plot owners of Cyber Enclave have still
not entered into the JDA with the Company. Accordingly, development of
the property could not be completed by the Company and necessary
permission and clearances from various authorities are pending.
The Company, believes that plot owners will get the right to claim
compensation for delayed period only when delay is caused by the
Company. Since the Company has performed all the obligations on its
part, payment of compensation to land owners for delay in the project
is not probable. The liability, if any, that may arise on account of
delay in development of the above property is not presently
ascertainable.
Based on internal assessment and legal opinion, the management is
confident that for the above mentioned contingent liabilities, no
provision is required to be made as on March 31, 2011.
5. Leases
Operating Lease Obligations: The Company has taken office premises
under operating leases. These are generally cancellable in nature.
There are no restrictions imposed by lease arrangements. There are no
subleases. Lease pay- ments recognized as expense in profit and loss
account for the year aggregate to Rs. 9,907,881 (Previous year: Rs.
6,736,077)
6. Related Party Disclosure
Information regarding Related Party Transactions as per Accounting
Standard AS-18 Related Party Disclosures- notified by Companies
(Accounting Standards) Rules, 2006, (as amended). 12.1 List of Related
Parties
A. Holding Company
IVRCL Limited (Formerly IVRCL Infrastructure and Projects Limited)
B. Subsidiary Companies - the ownership directly or indirectly through
subsidiaries
SI. Name of the Subsidiary
No.
1. IVR Hotels and Resorts Limited
2. Mummidi Developers Private Limited
3. Samatteri Developers Private Limited
4. IVR Prime Developers (Amalapuram) Private Limited
5. IVR Prime Developers (guntur) Private Limited
6. Absorption Aireon Engineers Private Limited
7. IVR Prime Developers (Thandiarpet) Private Limited
8. IVR Prime Developers (guummidipundi) Private Limited
9. IVR Prime Developers (Kodambakkam) Private Limited
10. IVR Prime Developers (Arumbakkam) Private Limited
11. IVR Prime Developers (Anna Nagar) Private Limited
12. IVR Prime Developers (Pallavaram) Private Limited
13. IVR Prime Developers (West Mambalam) Private Limited
14. Bibinagar Developers Private Limited
15. IVR Prime Developers (Anakapalle) Private Limited
16. IVR Prime Developers ( Rajampeta ) Private Limited
17. IVR Prime Developers (Tanuku ) Private Limited
18. IVR Prime Developers ( Red Hills) Private Limited
19. IVR Prime Developers ( Rajahmundry) Private Limited
20. IVR Prime Developers (Tuni) Private Limited
21. IVR Prime Developers ( Bobbili) Private Limited
22. IVR Prime Developers ( Bhimavaram ) Private Limited
23. GSVK Manpower Supply & Services Private Limited
(Formerly IVR Prime Developers ( Valasaravakkam )
Private Limited)
24. IVR Prime Developers ( Egmore) Private Limited
25. IVR Prime Developers (Tambaram ) Private Limited
26. IVR Prime Developers (Ashram ) Private Limited
27. IVR Prime Developers ( Retiral Homes) Private Limited
28. IVR Prime Developers (Avadi) Private Limited
29. IVR Prime Developers (Alwarpet) Private Limited
30. IVR Prime Developers (Mylapore) Private Limited
31. IVR Vaanaprastha Private Limited
32. IVR PUDL Resorts and Clubs Private Limited
33. IVR Prime Developers (Nellore) Private Limited
34. Duvvda Developers Private Limited
35. Gamaa Developers Private Limited
36. Kasibugga Developers Private Limited
37. Vedurwada Developers Private Limited
38. Eluru Developers Private Limited
39. Geo Prime Developers Private Limited
40. Theata Developers Private Limited
41. Vijayawada Developers Private Limited
42. Kunnam Developers Private Limited
43. Papankuzhi Developers Private Limited
44. Haripuram Developes private Limited
45. Rudravaram Developers Private Limited
46. IVR Prime Developers (Palakkad) Private Limited 1 ,2
47. Simhachalam Prims Developers Private Limited
48. Agaram Developers Private Limited
49. Siripuram Developers Private Limited
50. IVR Prims Developers (Araku) Private Limited
51. IVR Prims Developers (Erode) Private Limited
52. IVR Prims Developers (Kakinada) Private Limited
53. IVR Prims Developers (Pudukkottai) Private Limited
54. Annupampattu Developers Private Limited
55. llavampedu Developers Private Limited
56. IVRC L Mega Malls Limited
57. Chodavaram Developers Private Limited
58. Gajuwaka Developers Private Limited
59. Tirumani Developers Private Limited
60. IVR Prims Developers (Adayar) Private Limited
61. IVR Prims Developers (Ananthapuram ) Private Limited
62. IVR Prims Developers ( Perambadur) Private Limited
63. IVR Prims Developers (Guindy) Private Limited 1 ,2
64. Geo IVRCCL Engineering Limited
65. First STP Private Limited 1
66. IVRCCL Building Products Limited 1,2
67. Alkor Petroo Limited 1, 2
68. Kumarapalayam Tollways Limited 1
69. Salem Tollways Limited 1
70. jalandhar Amritsar Tollways Limited 1
71. SPB Developers Private Limited 1
72. Chennai Water Desalination Limited 1
73. Sion Panvel Tollways Private Limited 1
74. IVRCCL Indore Gujarat Tollways Limited
75. IVRCCL Cthengapalli Tollways Limited 3
76. IVRCCL Goa Tollways Limited 3
77. IVRCCL Cthandrapur Tollways Limited 3
78. IVRCCL Multilevel Car Parking Private Limited 3
Note:
1. Investments acquired on account of amalgamation during the previous
year (Refer note no 3(a) of schedule 20).
2. Investment in subsidiaries has been disposed off during the year.
3. Subsidiary incorporated during the year.
C. Fellow Subidiaries :
SI. Name of the Fellow Subsidiary
No.
1. IVRCL PSC Pipes Private Limited
2. IVR Enviro Projects Private Limited
3. IVRCL - Cadagua Hogenakkal Water Treatment
Company Private Limited
4. IVRCL Steel Constructions and Services Limited
5. IVRCL Infrastructures and Projects (Botswana)
(Ply) Limited*
6. Hindustan Dorr-Oliver Limited
7. HDO Technologies Limited
8. Davymarkham Holdings Limited*
9. Davymarkam Limited
10. IVRCCL Holdings & Services Pte. Limited
11. HDO UK Limited (formerly known as IMCO (22010)
Limited)
12. Alkor Petroo Limited
13. IVRCL Building Products Limited
14. IVR Prime Developers (Palakkad) Private Limited
15. IVR Prime Developers (Guindy) Private Limited
16. IVRCL Patalaganga Truck Terminals Private Limited
* (Closed the operations during the year.
D. Associate
S.No Name of the Associate
1. IOT Utkal Energy Services Limited *
* Associate with effect from June 04, 2010
E. Key Management Personnel and their Relatives
S.No Name of Key Managerial Relationship
Personnel or Relative
1 Mr. E. Sudhir Reddy Chairman
2 Mr. S Ramachardram * Managimg Director
(BOOT Projects)
3 Mr. E. Sunil Reddy Vice Chairman and
Managing Director
4 Mr. R. Balarami Reddy Director
5 Mr. E Ella Reddy Relative of Chairman
6 Mrs. E Sujatha Reddy Relative of Chairman
7 Mrs. E Indira Reddy Relative of Chairman
* Appointed with effect from April 14, 2010.
B. Companies owned by or where significant influence exercised by Key
Management Personnel and their Relatives
S.No Name of the Company
1. Palladium Infrastructure and Projects Limited
2. A.P Enercon Emgimeers Private Limited
3. Indus Palms Hotels & Resorts Limited
4. Soma Hotels & Resorts Limited
5. The Company bought 9,000 shares of IVRCL Patalagamga Truck
Terminals Private Limited at a cost of Rs. 90,000 and has disposed this
investment during the year at cost.
7. Retirement and other employee benefits
a) Disclosures related to Defined Contribution Plan:
Contributions recognized as expense in Profit and Loss account towards
Provident fund Rs.3,405,794 (Previous Year: 829,810) and towards Super
Annuation Rs. 1,540,496 (Previous Year: Rs. 307,200)
b) Disclosures related to Defined Benefit Plan:
The Company has a defined benefit gratuity plan. Every employee who has
completed five years or more of service gets a gratuity on departure at
15 days salary (last drawn salary) for each completed year of service.
This gratuity plan is un-funded.
8. The Company has acquired various lard parcels and it into initial
stage of project implementation. As per Company''s business plan, the
projects will have multiple properties consisting of integrated
townships, plots, flats, residential and commercial multistoried
buildings and IT Parks which will be classified under Fixed Assets,
Investment Properties and Inventories, as the case may be, based on
ultimate end use pattern as per final business plan of the Company.
Pending such reclassification, the cost incurred on development of
projects is included under the head Inventory''.
9. The Company has directly and through some of its subsidiaries
incurred an aggregate cost of Rs.12,140,734,636 (Previous year: Rs.
11,437,678,666) on acquisition of certain land parcels and project
expenditure incurred on some of these land parcels. The said land
parcels/projects are being carried in the books at cost, which in the
opinion of the management, is lower than the net realizable value/value
in use, based on the assessment of experts engaged by the management.
Accordingly, no adjustment has been made to the carrying value of these
land parcels/projects.
10. Development rights of laud
Inventories include earnest money deposits paid towards consideration
for acquiring development rights of land from group companies and
others as per Development Agreements amounting to Rs. 3,425,680,138
(previous year: Rs. 3,322,477,747).
11. Property Development Rights
Property development rights under inventory include consideration and
interest paid/payable to NOIDA (New Okhla Industrial Development
Authority) aggregating to Rs.7,288,678,472 (Previous year: Rs.
7,055,288,497) towards the rights for development of 100.41 acres of
leasehold land at NOIDA. During the year 2006-07, the Holding Company,
IVRCL Limited (formerly known as IVRCL Infrastructures and Projects
Limited) had transferred these rights to the Company, vide Memorandum
of Understanding dated 14th February, 2007. Balance payable outstanding
to NOIDA as on March 31, 2011 is Rs. 4,010,653,333 (Previous year: Rs.
3,721,333,615). Also refer Note 7(a) of Schedule 20 for the interest on
delayed payments in respect of above.
12. Dues to Micro Small and Medium Enterprises
Based on the information available with the Company, there are no
vendors who are registered as Micro, small and Medium enterprises under
The Micro, Small and Medium Enterprises Development Act, 2006 as at
March 31,2011. Accordingly disclosures required under this Act are not
given.
13. In accordance with Accounting Standard 17 - Segment Reporting,
segment information has been given in the consolidated financial
statements and therefore no separate disclosure on segment information
is given in these financial statements.
14. Information required under 4C, of Part-ll of Schedule VI to the
Companies Act, 1956 relating to the licensed capacity, installed
capacity and actual production is not applicable.
15. The figures of the previous year have been regrouped/ rearranged,
where necessary to conform to those of the current year. |