1. Scheme of Amalgamation of Springfield Hotels Pvt. Ltd with the
During the previous year ended 31st March, 2010, Springfield Hotels
Pvt. Ltd. (SHPL) has ceased to be a wholly owned subsidiary of the
Company, as the Hon’ble High Court of Judicature at Bombay, vide its
order dated 10th July 2009 has approved the Scheme of Amalgamation of
SHPL with the Company. According to the scheme, SHPL stands dissolved
without being wound up from the Effective Date i.e. from 20th August
2. Equity Shares and Warrants :
During the year 2007-08 the Company had received funds by way of
Preferential Allotment of Equity shares and Equity warrants aggregating
to Rs.13,91,20,000/. Out of the said proceeds Rs.5,26,63,947/- has been
utilized towards purchase of fixed assets, Rs.8,64,56,053/- has been
utilized towards meeting capital expenditure and other Corporate
Initiatives till date and balance now is NIL. Share Warrant application
money of Rs.59,20,000/- has been forfeited during the previous year and
consequently the amount has been transferred to Capital Reserve
3. Contingent Liabilities
i. Estimated amount of contracts remaining to be executed on capital
account and not provided for as on 31st March, 2011 Rs.20,77,420/-
(Previous Year Rs.21,77,420/-).
ii. Counter guarantees given to banks and others for guarantees
provided by them against credit facilities Rs.52,93,74,970/- (Previous
iii. Claims against the Company not acknowledged as debts
Rs.49,62,000/- (Previous Year Rs. 54,00,000/-).
4. The Company has not received any intimation from its vendors
regarding their status under Micro, Small and Medium Enterpirses
Development Act, 2006 and hence the disclosures, if any under the said
Act have not been made.
5. Fixed Deposits of Rs. 3,41,47,337/- (Previous Year Rs.
3,31,75,127/-) has been placed as security with the banks against bank
guarantees / credit facilities extended by them.
6 a) Sundry debtors include overdue lease debtor of Rs.5,00,000/-
(Previous Year Rs.15,00,000/-). The management is confident of recovery
and has taken steps to recover the same, including legal action against
the party. Considering the security available with the Company and the
outcome of recovery process, no provision is considered necessary by
the management against the said outstanding.
b) Sundry Debtors against whom the Company has fled the legal suits for
recovery are being reviewed by the legal department on year-to-year
basis. The Company is hopeful of recovery of these amounts. Accordingly
no provision has been made for any loss, which may occur on this
7. Classification of debtors as secured and debtors / loans and
advances as unsecured considered good are as evaluated and certified by
the management, which has been relied upon by the auditors.
8. Balances of sundry debtors, sundry creditors and certain loans and
advances are subject to confirmation / reconciliation and adjustments,
if any in respect thereof.
9. Loans & advances includes inter corporate deposits (along with
interest accrued and due thereon) aggregating to Rs. 4,12,98,447/-
(Previous Year Rs. 4,00,19,181/-) due from certain companies. Having
regards to the long-term involvement in these companies, the management
is of the view that no provision is considered necessary on these
10. Miscellaneous operating expenses and sundry expenses include fines
and penalties of Rs 2,800/- (Previous Year Rs. 5,800/-).
11. Disclosure as per Accounting Standard – 29 – Provisions,
Contingent Liabilities and Contingent Assets issued by the Institute of
Chartered Accountants of India :
Provisions for claims for damage obligations (legal or otherwise)
including provision for claims for damages, leakages, shortage and
non-delivery of consignments are on account of routine matters where
the Company anticipates probable outfow. The claims in respect of which
legal suits are fled against the company are fully provided on the
basis of legal suit amounts. For the other claims the amount of
provision is based on the estimate made by the Company considering the
facts and circumstances of each case. The timing and the amount of cash
outfows that will arise from these matters will be determined only on
settlement of actual cases and claims with the respective parties.
12. Managerial Remuneration:
The Managerial Remuneration paid to Mr. Areef Patel, Whole-time
Director, designated as Executive vice Chairman, for the year ended
March 31, 2011 is under provision of section 269 read with Schedule
XIII of the Companies Act, 1956 and is within the limits envisaged
under part B of Clause 1 of Section II of Part II of the said Schedule
13. Related party disclosures
Related Parties have been classifed as per Accounting Standards of
Institute of Chartered Accountants of India as under :
A) Individuals owning directly or indirectly an interest in the voting
power of the reporting enterprise that gives them signifcant infuence
over the enterprise, and relative of such individual (Clause 3(c) of AS
Mr. Asgar S. Patel and his relatives within the meaning of section 6
read with Schedule IA of the Companies Act, 1956.
B) Key Management Personnel and relatives of such personnel ( Clause
3(d) of AS18)
Mr. Areef Patel and his relatives within the meaning of section 6 read
with Schedule IA of the Companies Act,1956.
C) Enterprises over which any person described in (A) or (B) is able to
exercise signifcant infuence (Clause 3(e) of AS 18)
a) Wall Street Securities & Investment (India) Ltd.
b) Transways Combines Pvt. Ltd.
c) Patel Real Estate Developers Pvt. Ltd.
d) One Capitall Ltd.
e) Patel Holdings Ltd.
f) Wall Street Derivatives and Financial Services (India) Pvt. Ltd.
g) Natasha Constructions Pvt. Ltd.
h) Natasha Homes Pvt. Ltd.
i) Natasha Construction Projects Pvt. Ltd.
j) A. S. Patel Trust
k) Goldman (Patel Family) Benifciaries Trust