IVR Prime

The Directors have pleasure in presenting the Twelfth Annual Report
 together with the Audited Accounts of the Company for the year ended
 March 31, 2008.
 
 The performance of the Company for the financial year ended March 31,
 2008 is summarised below:
 
 Financial Results:
 
                                                     Rs. in Millions
                                        Year ended       Year ended
                                        31.03.2008       31.03.2007
 
 Income from Operations                   6,143.32         1,478.27
 
 Profit before Interest, 
 Depreciation & Tax                       2,509.27           357.69
 
 Less: Interest                              83.04            56.85
 
 Less: Depreciation                           7.50             4.01
 
 Profit Before Tax                        2,418.73           314.83
 
 Provision for Tax                          660.79           108.04
 
 Profit After Tax (PAT)                   1,757.94           206.79
 
 Balance brought forward 
 from previous year                         314.10           107.31
 
 Profit available for appropriation       2,072.04           314.10
 
 Transfer to General Reserve                175.79              -
 
 Proposed Dividend                          256.60              -
 
 Corporate Divided Tax                       43.61              -
 
 Balance carried to Balance Sheet         1,596.04           314.10
 
 Dividend:
 
 Your Directors have pleasure in recommending a maiden dividend of 40%
 i.e.Rs.4/- per share of Rs.10/- each on 6,41,50,000 equity shares of
 Rs. 10/- each for the financial year ended 31.03.2008, which if
 approved at the ensuing annual general meeting, will be paid to all
 those members whose names appear in the Register of members as on the
 close of business hours on 2nd September, 2008 and to all those
 shareholders whose names appear on that date as beneficial owners in
 the list furnished by National Depository Services limited (NSDL) and
 Central Depository Services Limited (CDSL). The dividend payable will
 result in an outgo of Rs. 300.21 million including the corporate
 dividend tax of Rs. 43.61 million.
 
 Review of performance:
 
 Your Company achieved income from operations of Rs. 6,143.32 million as
 against Rs.1,478.27 million for the previous year.
 
 The Profit before Tax (PBT) has substantially increased from Rs. 314.83
 million of the previous year to Rs.2418.73 million for the current year
 ended 31st March 2008. The Earnings per share (EPS) improved
 significantly from Rs.4.60 in the previous year to Rs.29.72 for the
 year ended 31st March 2008, on the expanded capital arising out of the
 initial public offering.
 
 Your Company acquired lands in its name and in the name of its wholly
 owned subsidiaries. Besides, the Company entered into Joint Development
 Agreements with other Companies and Individuals owning lands.  Your
 Company is having a land bank of 3,244 acres as on 31st March 2008,
 located in and around Hyderabad, Chennai, Nagpur, Bangalore, Pune and
 Visakhapatnam. The Company acquired development rights from the parent
 company for housing development in Sectors 119,118 and 121 and
 commercial development by way of IT SEZ in Sector
 
 144 of New Okhla Industrial Development Authority (NOIDA).
 
 During the year under review, your company made arrangements for
 development of lands in and around Sriperumbudur near Chennai, jointly
 with Kotak Alternate Opportunities (India) Limited and its associates
 through an SPV Company i.e. IVR Hotels and Resorts Limited. Your
 company holds 67% of controlling interest in the said SPV Company.
 
 The plans for development of all the lands mentioned above are likely
 to result in around 90 million square feet of saleable area during the
 next few years.
 
 The Company’s residential projects at Jigani, Begur in Bangalore,
 Kukatpally and Madhapur in Hyderabad, Bhajgoan, Dongeragoan, Viman
 Nagar in Pune and Nagpur are in progress, besides the Commercial
 project (Mall) at Gachibowli, Hyderabad.
 
 Subsidiary Companies and Consolidated Financial statements :
 
 The Company has 42 subsidiaries as on 31st March 2008. Information
 regarding subsidiaries under Section 212 in respect of companies which
 are subsidiaries as on 31.03.2008 is furnished in Annexure A to this
 Report.
 
 The details of investment made by the company in its various
 subsidiaries during the year and the value of the investment as on 31st
 March 2008 have been furnished in Para 15 A (i) of Schedule -20 Notes
 to Accounts.
 
 Brief financial details of the subsidiaries have been furnished in
 Annexure B to the Directors’ Report forming part of the Annual Report.
 In terms of the Listing agreement with the Stock Exchanges and in
 accordance with the Accounting Standard 21, a consolidated Financial
 statement of the Company and its subsidiaries forms part of the Annual
 Report.
 
 Statutory Disclosures: Particulars of Employees
 
 As required under the Provisions of Section 217 (2A) of the Companies
 Act, 1956 read with the Companies (Particulars of Employees) Rules,
 1975, as amended, the names and other particulars of employees who were
 in receipt of remuneration of Rs.24,00,000 or more per annum or
 Rs.2,00,000 or more per month are set out in the Annexure C to this
 report.
 
 Conservation of Energy,Technology Absorption and Foreign Exchange
 Earnings/outgo
 
 Conservation of Energy, which is an on going process in the company’s
 activities, is not furnished as the relative Rule is not applicable to
 your Company.
 
 There is no information to be furnished regarding Technology absorption
 as your Company has not undertaken any research and development
 activity in any manufacturing activity nor any specific technology is
 obtained from any external sources which needs to be absorbed or
 adapted.
 
 The Company is taking all steps to be compliant with all Environmental
 Laws.
 
 The Company has insured all its properties to the extent required.
 
 The Particulars of expenditure/Earnings in Foreign currency is
 furnished in item No. B – 8 of Schedule 20 – Notes to Accounts.
 
 Management Discussion and Analysis Statement
 
 The Management Discussion and Analysis Report as stipulated under
 clause 49 of the Listing Agreement with the Stock Exchanges, is annexed
 as Annexure – D hereto and forms part of this report.
 
 Corporate Governance Report
 
 Your Directors adhere to the requirements set out in Clause 49 of the
 Listing Agreements with the Stock Exchanges. Report on Corporate
 Governance as stipulated in the said clause is annexed as Annexure – E
 hereto and forms part of this Report. The Chairman & Joint Managing
 Director’s declaration regarding the compliance of Code of Business
 Conduct and Ethics for Board Members and Senior Management personnel
 forms part of Report on Corporate Governance.
 
 Certificate from M/s D.Hanumanta Raju & Co, Compay Secretaries,
 confirming the compliance of conditions of Corporate Governance as
 stipulated under Clause 49, is also annexed to the Report on Corporate
 Governance.
 
 Directors’ Responsibility Statement
 
 Pursuant to the requirement under Section 217(2AA) of the Companies
 Act, 1956, with respect to Directors Responsibility Statement, It is
 hereby declared and confirmed that:
 
 I.  in the preparation of the annual accounts, the applicable
 accounting standards have been followed along with proper explanations
 relating to material departures;
 
 II.  the directors have selected such accounting policies and applied
 them consistently and made judgment and estimates that are reasonable
 and prudent so as to give a true and fair view of the st state of
 affairs of the Company as on 31 March, 2008, and the profit of the
 Company for the financial year ended on that date;
 
 III.  the directors have taken proper and sufficient care 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; and
 
 IV.  the directors have prepared the annual accounts of the Company on
 a going concern basis.
 
 Directors:
 
 Mr. T. N. Chaturvedi and Mr. P.R.Tripathi, Directors retire at the
 forthcoming Annual General Meeting and being eligible offer themselves
 for re-appointment.
 
 Brief resume of the Directors seeking re-appointment together with the
 nature of their expertise in specific functional areas and names of the
 companies in which they hold directorship and membership of Board/
 Committee and number of shares held as stipulated under clause 49 of
 the Listing Agreement are stated in the Notice, forming part of this
 Annual Report.
 
 Auditors
 
 M/s. Deloitte Haskins & Sells, the Statutory Auditors, retire at the
 conclusion of ensuing Annual General Meeting and are eligible for
 reappointment. The Company received confirmation that their
 appointment, if made, would be within the limits prescribed under
 Section 224(1B) of the Companies Act, 1956.
 
 Acknowledgements
 
 The Directors wish to express their appreciation of the support and
 cooperation extended by the State Government, banks, suppliers, clients
 and the holding company. The Directors also wish to thank all the
 employees for their contribution and continued cooperation throughout
 the year.
 
                                      For and on behalf of the Board
 
                                                     E. Sudhir Reddy
                                  Chairman & Joint Managing Director
 
 Place : Hyderabad
 Date  :   May 28, 2008